KENYA CIVIL AVIATION AUTHORITY

P.O BOX 30163-00100

NAIROBI
Email: - [email protected]

INVITATION TO TENDER (ITT) NO. KCAA/011/2023-2024

FOR

SUPPLY, DELIVERY, INSTALLATION AND

COMMISSIONING OF FIBRE OPTIC LINK BETWEEN
MOI INTERNATIONAL AIRPORT CONTROL TOWER
AND RECEIVER STATION

DATE OF NOTICE: TUESDAY, 5TH SEPTEMBER,2023

CLOSING DATE: 21ST SEPTEMBER,2023 AT 11:00AM

BIDDERS TO NOTE: -
a) All bidders must note that KCAA communicates only in writing to all interested
bidders during the entire tendering process.
b) There will be a mandatory pre-bid/site meeting on Wednesday, 13th September
2023 at 11.00am at Aviation House, Auditorium - JKIA
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PROCURING ENTITY : KENYA CIVIL AVIATION AUTHORITY

CONTRACT NAME : SUPPLY, DELIVERY, INSTALLATION AND COMMISSIONING OF FIBRE

OPTIC LINK BETWEEN MOI INTERNATIONAL AIRPORT CONTROL TOWER AND
RECEIVER STATION:

1. Kenya Civil Aviation Authority invites sealed tenders for the Supply, delivery, installation and
commissioning of Fibre Optic Link between Moi International Airport Control Tower and Receiver
Station.

2. There will be a mandatory pre-bid/site meeting on Wednesday, 13th September 2023 at

11.00am at Aviation House, Auditorium - JKIA
3. Tendering will be conducted under open competitive method (National) using a standardized
tender document. Tendering is open to all qualified and interested Tenderers.
4. Qualified and interested tenderers may obtain further information and inspect the Tender
Documents during office hours (0900h to 1500h) at the address given below.
5. A complete set of tender documents may be purchased or obtained by interested tenderers upon
payment of a non-refundable fees of Kshs. 1,000 in cash or banker's cheque payable to Kenya
Civil Aviation Authority. Tenderers may also view and download the bidding document
electronically from KCAA website: www.kcaa.or.ke or from Public Procurement Information
Portal website www.tenders.go.ke at no cost and immediately forward their particulars for
records and for the purposes of receiving any further tender clarifications and/or addendums to
[email protected]
6. Tender documents may be viewed and downloaded for free from the website www.kcaa.or.ke
or www.tenders.go.ke. Tenderers who download the tender document must forward their
particulars immediately to [email protected] to facilitate any further clarification or
addendum. KCAA will respond to the request for clarifications and send to all the interested
bidders who have notified the Authority of their interest in the tender as required.
7. All Tenders must be accompanied by a Tender Security of Kenya Shillings One Hundred and
Fifty Thousand Only (Kshs. 150,000.00)

8. Completed tenders must be delivered to the address below on or before Thursday, 21st
September, 2023 at 11:00AM East African time. Electronic Tenders will not be permitted.
9. Tenders will be opened immediately after the deadline date and time specified above or any
dead line date and time specified later. Tenders will be publicly opened in the presence of the
Tenderers' designated representatives and anyone who chooses to attend at the address below.
10. Late tenders will be rejected.
11. The addresses referred to above are
A. Address for obtaining further information and for purchasing tender documents
Kenya Civil Aviation Authority
Procurement Office, Ground floor, Aviation House,
Jomo Kenyatta International Airport
P.O. Box 30163-00100 Nairobi

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 Email: [email protected] Tel:- 020-827470-5, +254 709725000

B. Address for Submission of Tenders.

Director General
Kenya Civil Aviation Authority
Ground floor, Aviation House, Jomo Kenyatta International Airport
P.O. Box 30163-00100 Nairobi

C. Address for Opening of Tenders.

Kenya Civil Aviation Authority Auditorium, Ground floor, Aviation House

Jomo Kenyatta International Airport Invitation
Issued by: - William K. Kitum
Designation: - Manager Procurement (For Director General)
Date: - Thursday 21st September, 2023

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PART 1 - TENDERING PROCEDURES

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SECTION I – INSTRUCTIONS TO TENDERERS
A. General
1. Scope of Tender
1.1 In connection with the Invitation to Tender (ITT), specified in the Tender Data Sheet (TDS), the
Procuring Entity, issues this Tendering document for the Design, Supply and Installation of Plant
and equipment as specified in Section VII, Procuring Entity's Requirements.
2. Definitions
2.1 Throughout this Tender document:
a) The term “in writing” means communicated in written form (e.g.by mail, e-mail, fax,
including if specified in the TDS, distributed or received through the electronic-
procurement system used by the Procuring Entity) with proof of receipt;
b) if the context so requires, “singular” means “plural” and vice versa; and
c) “Day” means calendar day, unless otherwise specified as “Business Day.” A Business Day
is any day that is an official working day in Kenya. It excludes the Kenya's official public
holidays.
3. Fraud and Corruption
3.1 The Procuring Entity requires compliance with the provisions of the Public Procurement and
Asset Disposal Act, 2015, Section 62 “Declaration not to engage in corruption”. The tender
submitted by a person shall include a declaration that the person shall not engage in any
corrupt or fraudulent practice and a declaration that the person or his or her sub-contractors
are not debarred from participating in public procurement proceedings.
3.2 The Procuring Entity requires compliance with the provisions of the Competition Act 2010,
regarding collusive practices in contracting. Any tenderer found to have engaged in collusive
conduct shall be disqualified and criminal and/or civil sanctions may be imposed. To this effect,
Tenders shall be required to complete and sign the “Certificate of Independent Tender
Determination” annexed to the Form of Tender.
3.3 Unfair Competitive Advantage – Fairness and transparency in the tender process require that
the firms or their Affiliates competing for a specific assignment do not derive a competitive
advantage from having provided consulting services related to this tender. To that end, the
Procuring Entity shall indicate in the Data Sheet and make available to all the firms together
with this tender document all information that would in that respect give such firm any unfair
competitive advantage over competing firms.
3.4 Tenderers shall permit and shall cause their agents (where declared or not), subcontractors,
sub consultants, service providers, suppliers, and their personnel, to permit the Procuring Entity
to inspect all accounts, records and other documents relating to any initial selection process,
prequalification process, tender submission, proposal submission, and contract performance (in
the case of award), and to have them audited by auditors appointed by the Procuring Entity.
4. Eligible Tenderers
4.1 A Tenderer may be a firm that is a private entity, a state-owned enterprise or institution subject
to ITT 4.6, or any combination of such entities in the form of a joint venture (JV) under an
existing agreement or with the intent to enter into such an agreement supported by a Form of
intent. In the case of a joint venture, all members shall be jointly and severally liable for the
execution of the entire Contract in accordance with the Contract terms. The JV shall nominate a
Representative who shall have the authority to conduct all business for and on behalf of any
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and all the members

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 of the JV during the Tendering process and, in the event the JV is awarded the Contract, during
contract execution. The maximum number of JV members shall be specified in the TDS. Public
Officers of the Procuring Entity and their relatives (i.e. spouse, child, parent, brother or sister
and a child, parent, brother or sister of a spouse) their business associates or agents and
firms/organizations in which they have a substantial or controlling interest shall not be eligible
to tender or be awarded a contract. Public Officers are also not allowed to participate in any
procurement proceedings.
4.2 A Tenderer shall not have a conflict of interest. Any Tenderer found to have a conflict of interest
shall be disqualified. A Tenderer may be considered to have a conflict of interest for the
purpose of this Tendering process, if the Tenderer:
a) Directly or indirectly controls, is controlled by or is under common control with another
Tenderer; or
b) Receives or has received any direct or indirect subsidy from another Tenderer; or
c) Has the same legal representative as another Tenderer; or
d) Has a relationship with another Tenderer, directly or through common third parties, that
puts it in a position to influence the Tender of another Tenderer, or influence the
decisions of the Procuring Entity regarding this Tendering process; or
e) or any of its affiliates participated as a consultant in the preparation of the design or
technical specifications of the Plant and Installation Services that are the subject of the
Tender; or
f) or any of its affiliates has been hired (or is proposed to be hired) by the Procuring Entity
as Project Manager for the Contract implementation; or
g) would be providing goods, works, or non-consulting services resulting from or directly
related to consulting services for the preparation or implementation of the project
specified in the TDS ITT 2.1 that it provided or were provided by any affiliate that
directly or indirectly controls, is controlled by, or is under common control with that firm;
or
h) has a close business or family relationship with a professional staff of the Procuring
Entity who;
i. are directly or indirectly involved in the preparation of the Tendering document or specifications
of the Contract, and/or the Tender evaluation process of such Contract; or
ii. would be involved in the implementation or supervision of such contract unless the conflict
stemming from such relationship has been resolved in a manner acceptable to the Procuring
Entity.
4.3 A tenderer shall not be involved in corrupt, coercive, obstructive or fraudulent practice. A
tenderer that is proven to have been involved in any of these practices shall be automatically
disqualified and would not be awarded a contract.
4.4 A firm that is a Tenderer (either individually or as a JV member) shall not participate as a
Tenderer or as JV member in more than one Tender except for permitted alternative Tenders.
Such participation shall result in the disqualification of all Tenders in which the firm is involved.
However, this does not limit the participation of a Tenderer as subcontractor in another Tender
or of a firm as a subcontractor in more than one Tender.
4.5 A Tenderer may have the nationality of any country, subject to the restrictions pursuant to ITT
4.9. A Tenderer shall be deemed to have the nationality of a country if the Tenderer is

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constituted, incorporated or registered in and operates in conformity with the provisions of the
laws of that

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 country, as evidenced by its articles of incorporation (or equivalent documents of constitution or
association) and its registration documents, as the case may be. This criterion also shall apply
to the determination of the nationality of proposed subcontractors or sub-consultants for any
part of the Contract including related Services.
4.6 A Tenderer that has been debarred by the PPRA shall be ineligible to be prequalified for, initially
selected for, Tender for, propose for, financially or otherwise, during such period of time as the
PPRA shall have determined. The list of debarred firms and individuals is available at PPRA
Website www.ppra.go.ke.
4.7 Tenderers that are state-owned enterprises or institutions in Kenya may be eligible to compete
and be awarded a Contract(s) only if they can establish that they;
(i) are legally and financially autonomous.
(ii) operate under commercial law, and
(iii) are not under supervision of the Procuring Entity.
4.8 Firms and individuals may be ineligible if so indicated in Section V and (a)as a matter of law or
official regulations, Kenya prohibits commercial relations with that country; or (b)by an act of
compliance with a decision of the United Nations Security Council taken under Chapter VII of
the Charter of the United Nations, Kenya prohibits any import of goods or contracting of works
or services from that country, or any payments to any country, person, or entity in that country.
Where the procurement is implemented across jurisdictional boundaries, then exclusion of a
firm or individual on the basis of ITT 4.8 (a) above by any country may be applied to that
procurement across other countries involved.
4.9 Foreign tenderers are required to source at least forty (40%) percent of their contract inputs (in
supplies, subcontracts and labor) from national suppliers and contractors. To this end, a foreign
tenderer shall provide in its tender documentary evidence that this requirement is met. Foreign
tenderers not meeting this criterion will be automatically disqualified. Information required to
enable the Procuring Entity determine if this condition is met shall be provided in for this
purpose is be provided in “SECTION III - EVALUATION AND QUALIFICATION CRITERIA, Item
9”.
4.10 Pursuant to the eligibility requirements of ITT 4.10, a tender is considered a foreign tenderer,
if it is registered in Kenya, has less than 51 percent ownership by nationals of Kenya and if it
does not subcontract foreign contractors more than 10 percent of the contract price. JVs are
considered as foreign tenderers if the individual member firms are registered in Kenya have
less than 51 percent ownership by nationals of Kenya. The JV shall not subcontract to foreign
firms more than 10 percent of the contract price.
4.11 The Competition Act 2010 requires that firms wishing to tender as Joint Venture undertakings
which may prevent, distort or lessen competition in provision of services are prohibited unless
they are exempt in accordance with the provisions of Section 25 of the Act. JVs will be required
to seek for exemption from the Competition Authority of Kenya. Exemption shall not be a
condition for tender, but it shall be a condition of contract award and signature. A JV tenderer
shall be given opportunity to seek such exemption as a condition of award and signature of
contract. Application for exemption from the Competition Authority of Kenya may be accessed
from the website www.cak.go.ke
4.12 A Kenyan tenderer shall provide evidence of having fulfilled his/her tax obligations by
producing a valid tax clearance certificate or tax exemption certificate issued by the Kenya
Revenue Authority.

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5. Eligible goods, Plant and equipment for Installation Services
5.1 The Plant and equipment for Installation Services to be supplied under the Contract may have
their origin in any eligible country.
5.2 For purposes of ITT 5.1 above, “origin” means the place where the plant, or component parts
thereof are mined, grown, produced or manufactured, and from which the services are
provided. Plant components are produced when, through manufacturing, processing, or
substantial or major assembling of components, a commercially recognized product results that
is substantially in its basic characteristics or in purpose or utility from its components.
5.3 Any goods, works and production processes with characteristics that have been declared by the
relevant national environmental protection agency or by other competent authority as harmful
to human beings and to the environment shall not be eligible for procurement.
B. Contents of Tendering Document
6. Sections of Tendering Document
6.1 The Tendering document consists of Parts 1, 2, and 3, which include all the sections indicated
below, and should be read in conjunction with any Addenda issued in accordance with ITT 10.
PART 1 - Tendering Procedures
i) Section I- Instructions to Tenderers (ITT)
ii) Section II-Tender Data Sheet (TDS)
iii) Section III- Evaluation and Qualification Criteria
iv) Section IV-Tendering Forms
v) Section V- Eligible Countries
vi) Section VI- Fraud and Corruption
PART 2 - Procuring Entity's Requirements
vii) Section VII-Procuring Entity's Requirements
PART 3 - Conditions of Contract and Contract Forms
viii) Section VIII- General Conditions of Contract (GCC)
ix) Section IX- Special Conditions of Contract (SCC)
x) Section X- Contract Forms
6.2 The Invitation to Tender Notice issued by the Procuring Entity is not part of the Tendering
document.
6.3 Unless obtained directly from the Procuring Entity, the Procuring Entity is not responsible for
the completeness of the document, responses to requests for clarification, the Minutes of the
pre- Tender meeting (if any), or Addenda to the Tendering document in accordance with ITT
10. In case of any contradiction, documents obtained directly from the Procuring Entity shall
prevail.
6.4 The Tenderer is expected to examine all instructions, forms, terms, and specifications in the
Tendering document and to furnish with its Tender all information or documentation as is
required by the Tendering document.
7. Site Visit
7.1 The Tenderer, at the Tenderer's own responsibility and risk, is encouraged to visit and examine
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the Site of the Required Services and its surroundings and obtain all information that may be

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 necessary for preparing the Tender and entering into a contract for the Services. The costs of
visiting the Site shall be at the Tenderer's own expense.
8. Pre-Tender Meeting and a pre-arranged pretender visit of the site of the works
8.1 The Procuring Entity shall specify in the TDS if a pre-tender conference will be held, when and
where. The Procuring Entity shall also specify in the TDS if a pre-arranged pretender visit of the
site of the works will be held and when. The Tenderer's designated representative is invited to
attend a pre- arranged pretender visit of the site of the works. The purpose of the meeting will
be to clarify issues and to answer questions on any matter that may be raised at that stage.
8.2 The Tenderer is requested to submit any questions in writing, to reach the Procuring Entity not
later than the period specified in the TDS before the meeting.
8.3 Minutes of the pre-Tender meeting and the pre-arranged pretender visit of the site of the
works, if applicable, including the text of the questions asked by Tenderers and the responses
given, together with any responses prepared after the meeting, will be transmitted promptly to
all Tenderers who have acquired the Tender Documents in accordance with ITT6.3. Minutes
shall not identify the source of the questions asked.
8.4 The Procuring Entity shall also promptly publish anonymized (no names) Minutes of the pre-
Tender meeting and the pre-arranged pretender visit of the site of the works at the webpage
identified in the TDS. Any modification to the Tender Documents that may become necessary
as a result of the pre- Tender meeting shall be made by the Procuring Entity exclusively
through the issue of an Addendum pursuant to ITT10 and not through the minutes of the pre-
Tender meeting. Nonattendance at the pre- Tender meeting will not be a cause for
disqualification of a Tenderer.
9. Clarification of Tender Documents
9.1 A Tenderer requiring any clarification of the Tender Document shall contact the Procuring Entity
in writing at the Procuring Entity's address specified in the TDS or raise its enquiries during the
pre- Tender meeting and the pre-arranged pretender visit of the site of the works if provided for
in accordance with ITT8.4. The Procuring Entity will respond in writing to any request for
clarification, provided that such request is received no later than the period specified in the TDS
prior to the deadline for submission of tenders. The Procuring Entity shall forward copies of its
response to all tenderers who have acquired the Tender Documents in accordance with ITT6.3,
including a description of the inquiry but without identifying its source. If so specified in the
TDS, the Procuring Entity shall also promptly publish its response at the webpage identified in
the TDS. Should the clarification result in changes to the essential elements of the Tender
Documents, the Procuring Entity shall amend the Tender Documents appropriately following the
procedure under ITT10.
10. Amendment of Tendering Document
11.1 At any time prior to the deadline for submission of Tenders, the Procuring Entity may amend
the Tendering document by issuing addenda.
11.2 Any addendum issued shall be part of the tendering document and shall be communicated in
writing to all who have obtained the tendering document from the Procuring Entity in
accordance with ITT6.3. The Procuring Entity shall also promptly publish the addendum on the
Procuring Entity's webpage in accordance with ITT8.1
11.3 To give prospective Tenderers reasonable time in which to take an addendum into account in
preparing their Tenders, the Procuring Entity shall extend, as necessary, the deadline for
submission of Tenders, in accordance with ITT24.2 below.

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C. Preparation of Tenders
11. Cost of Tendering
11.1 The Tenderer shall bear all costs associated with the preparation and submission of its Tender,
and the Procuring Entity shall not be responsible or liable for those costs, regardless of the
conductor outcome of the Tendering process.
12. Language of Tender
12.1 The Tender, as well as all correspondence and documents relating to the Tender exchanged by
the Tenderer and the Procuring Entity, shall be written in the English language. Supporting
documents and printed literature that are part of the Tender may be in another language
provided they are accompanied by an accurate translation of the relevant passages in the
English Language, in which case, for purposes of interpretation of the Tender, such translation
shall govern.
13. Documents Comprising the Tender
13.1 The Tender shall comprise the following:
a) Form of Tender prepared in accordance with ITT 14.1;
b) Price Schedules completed in accordance with ITT 14 and ITT 19;
c) Tender Security or Tender Securing Declaration, in accordance with ITT 22;
d) Alternative Tender, if permissible, in accordance with ITT 15;
e) Authorization: written confirmation authorizing the signatory of the Tender to commit the
Tenderer, in accordance with ITT 23.3;
f) Eligibility of Plant and Installation Services: documentary evidence established in
accordance with ITT 16.1 that the Plant and Installation Services offered by the Tenderer
in its Tender or in any alternative Tender, if permitted, are eligible;
g) Tenderer's Eligibility and Qualifications: documentary evidence in accordance with ITT
17.1 establishing the Tenderer's eligibility and qualifications to perform the Contract if its
Tender is accepted;
h) Conformity: documentary evidence in accordance to ITT18 that the Plant and
Installation Services offered by the Tenderer conform to the Tendering document;
i) Subcontractors: list of subcontractors in accordance with ITT18.2; and
j) Any other document required in the TDS.
13.2 In addition to the requirements under ITT 13.1, Tenders submitted by a JV shall include a copy
of the Joint Venture Agreement entered in to by all members. Alternatively, a Form of intent to
execute a Joint Venture Agreement in the event of a successful Tender shall be signed by all
members and submitted with the Tender, together with a copy of the proposed Agreement. The
Tenderer shall serialize pages of all tender documents submitted.
13.3 The Tenderer shall furnish in the Form of Tender information on commissions and gratuities, if
any, paid or to be paid to agents or any other party relating to this Tender
14. Form of Tender and Price Schedules
14.1 The Form of Tender and Price Schedules shall be prepared, using the relevant forms furnished
in Section IV, Tendering Forms. The forms must be completed as instructed in each form
without any alterations to the text, and no substitutes shall be accepted except as provided
under ITT
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21.3. All blank spaces shall be filled in with the information requested.

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15. Alternative Tenders
15.1 Unless otherwise specified in the TDS, alternative Tenders shall not be considered.
15.2 When alternatives to the Time Schedule are explicitly invited, a statement to that effect will be
included in the TDS, and the method of evaluating different time schedules will be described in
Section III, Evaluation and Qualification Criteria.
15.3 Except as provided under ITT 15.4 below, Tenderers wishing to offer technical alternatives to
the Procuring Entity's requirements as described in the Tendering document must also provide:
(i) a price at which they are prepared to offer a Plant meeting the Procuring Entity's
requirements; and (ii) all information necessary for a complete evaluation of the alternatives by
the Procuring Entity, including drawings, design calculations, technical specifications,
breakdown of prices, and proposed installation methodology and other relevant details. Only
the technical alternatives, if any, of the Tenderer with the Best Evaluated Tender conforming to
the basic technical requirements shall be considered by the Procuring Entity.
15.4 When Tenderers are invited in the TDS to submit alternative technical solutions for specified
parts of the facilities, such parts will be identified in the TDS, as will the method for their
evaluation, and described in Section VII, Procuring Entity's Requirements.
16. Documents Establishing the Eligibility of the Plant and Installation Services
16.1 To establish the eligibility of the Plant and Installation Services in accordance with ITT 5,
Tenderers shall complete the country-of-origin declarations in the Price Schedule Forms,
included in Section IV, Tendering Forms.
17. Documents Establishing the Eligibility and Qualifications of the Tenderer
17.1 To establish its eligibility and qualifications to perform the Contract in accordance with Section
III, Evaluation and Qualification Criteria, the Tenderer shall provide the information requested
in the corresponding information sheets included in Section IV, Tendering Forms.
17.2 Tenderers shall be asked to provide, as part of the data for qualification, such information,
including details of ownership, as shall be required to determine whether, according to the
classification established by the Procuring Entity a supplier or group of suppliers qualifies for a
margin of preference. Further the information will enable the Procuring Entity identify any
actual or potential conflict of interest in relation to the procurement and/or contract
management processes, or a possibility of collusion between tenderers, and thereby help to
prevent any corrupt influence in relation to the procurement process or contract management.
17.3 The purpose of the information described in ITT 15.1 above overrides any claims to
confidentiality which a tenderer may have. There can be no circumstances in which it would be
justified for a tenderer to keep information relating to its ownership and control confidential
where it is tendering to undertake public sector work and receive public sector funds. Thus,
confidentiality will not be accepted by the Procuring Entity as a justification for a Tenderer's
failure to disclose, or failure to provide required information on its ownership and control.
17.4 The Tenderer shall provide further documentary proof, information or authorizations that the
Procuring Entity may request in relation to ownership and control which information on any
changes to the information which was provided by the tenderer under ITT 15.1. The obligations
to require this information shall continue for the duration of the procurement process and
contract performance and after completion of the contract, if any change to the information
previously provided may reveal a conflict of interest in relation to the award or management of
the contract.
17.5 All information provided by the tenderer pursuant to these requirements must be complete,

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current and accurate as at the date of provision to the Procuring Entity. In submitting the

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 information required pursuant to these requirements, the Tenderer shall warrant that the
information submitted is complete, current and accurate as at the date of submission to the
Procuring Entity.
17.6 If a tenderer fails to submit the information required by these requirements, its tenderer will be
rejected. Similarly, if the Procuring Entity is unable, after taking reasonable steps, to verify to a
reasonable degree the information submitted by a tenderer pursuant to these requirements,
then the tender will be rejected.
17.7 If information submitted by a tenderer pursuant to these requirements, or obtained by the
Procuring Entity (whether through its own enquiries, through notification by the public or
otherwise), shows any conflict of interest which could materially and improperly benefit the
tenderer in relation to the procurement or contract management process, then;
i) if the procurement process is still ongoing, the tenderer will be disqualified from the
procurement process,
ii) if the contract has been awarded to that tenderer, the contract award will be set aside,
iii) the tenderer will be referred to the relevant law enforcement authorities for investigation
of whether the tenderer or any other persons have committed any criminal offence.
17.8 If a tenderer submits information pursuant to these requirements that is in complete, inaccurate
or out- of-date, or attempts to obstruct the verification process, then the consequences ITT 6.7
will ensue unless the tenderer can show to the reasonable satisfaction of the Procuring Entity
that any such act was not material, or was due to genuine error which was not attributable to
the intentional act, negligence or recklessness of the tenderer.
18. Documents Establishing the Conformity of the Plant and Installation Services
18.1 The Tenderer shall furnish the information stipulated in Section IV, Tendering Forms in
sufficient detail to demonstrate substantial responsiveness of the Tenderers' proposal to the
work requirements and the completion time.
18.2 For major items of Plant and Installation Services as listed by the Procuring Entity in Section III,
Evaluation and Qualification Criteria, which the Tenderer intends to purchase or subcontract,
the Tenderer shall give details of the name and nationality of the proposed Subcontractors,
including manufacturers, for each of those items. In addition, the Tenderer shall include in its
Tender information establishing compliance with the requirements specified by the Procuring
Entity for these items. Quoted rates and prices will be deemed to apply to whichever
Subcontractor is appointed, and no adjustment of the rates and prices will be permitted.
18.3 The Tenderer shall be responsible for ensuring that any Subcontractor proposed complies with
the requirements of ITT 4, and that any plant, or services to be provided by the Subcontractor
comply with the requirements of ITT 5 and ITT 15.1
19. Tender Prices and Discounts
19.1 Unless otherwise specified in the TDS, Tenderers shall quote for the entire Plant and
Installation Services on a “single responsibility” basis. The total Tender price shall include all the
Contractor's obligations mentioned in or to be reasonably inferred from the Tendering
document in respect of the design, manufacture, including procurement and subcontracting (if
any), delivery, construction, installation and completion of the Plant. This includes all
requirements under the Contractor's responsibilities for testing, pre-commissioning and
commissioning of the plant and, where so required by the Tendering document, the acquisition
of all permits, approvals and licenses, etc.; the operation, maintenance and training services
and such other items and services as specified in the Tendering document, all in accordance

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with the requirements of the General

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 Conditions. Items against which no price is entered by the Tenderer will not be paid for by the
Procuring Entity when executed and shall be deemed to be covered by the prices for other
items.
19.2 Tenderers are required to quote the price for the commercial, contractual and technical
obligations outlined in the Tendering document.
19.3 Tenderers shall give a breakdown of the prices in the manner and detail called for in the Price
Schedules included in Section IV, Tendering Forms.
19.4 Depending on the scope of the Contract, the Price Schedules may comprise up to the six (6)
schedules listed below. Separate numbered Schedules included in Section IV, Tendering Forms,
from those numbered1to4 below, shall be used for each of the elements of the Plant and
Installation Services. The total amount from each Schedule corresponding to an element of the
Plant and Installation Services shall be summarized in the schedule titled Grand Summary,
(Schedule 5), giving the total Tender price (s) to be entered in the Form of Tender. Tenderers
shall note that the plant and equipment included in Schedule Nos. 1 and 2 below exclude
materials used for civil, building and other construction works. All such materials shall be
included and priced under Schedule No.4, Installation Services. The Schedules comprise:
Schedule No.1: Plant (including Mandatory Spare Parts) Supplied from Abroad
Schedule No.2: Plant (including Mandatory Spare Parts) Supplied from within Kenya
Schedule No.3: Design Services
Schedule No.4: Installation Services
Schedule No.5: Grand Summary (Schedule Nos.1to4)
Schedule No. 6: Recommended Spare Parts
19.5 In the Schedules, Tenderers shall give the required details and a breakdown of their prices as
follows:
a) Plant to be supplied from a broad (Schedule No.1): The price of the Plant shall be
quoted on CIP - named place of destination basis as specified in the TDS, including all
taxes payable in Kenya.
b) Plant manufactured within Kenya (Schedule No.2):
i) The price of the plant shall be quoted on an EXW Incoterm basis (such as “ex-
works,” “ex- factory,” “ex-warehouse” or “off-the-shelf,” as applicable);
ii) Sales tax and all other taxes payable in Kenya on the plant if the contract is
awarded to the Tenderer; and
iii) The total price for the item.
c) Design Services (Schedule No.3);
d) Installation Services shall be quoted separately (Schedule No.4) and shall include rates
or prices for local transportation to named place of final destination as specified in the
TDS, insurance and other services incidental to delivery of the plant, all labor,
contractor's equipment, temporary works, materials, consumables and all matters and
things of whatsoever nature, including operations and maintenance services, the
provision of operations and maintenance manuals, training, etc., where identified in the
Tendering document, as necessary for the proper execution of the installation and
other services, including all taxes, duties, levies and charges payable in Kenya as of
twenty-eight (28) days prior to the deadline for submission of Tenders;
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 e) Recommended spare parts shall be quoted separately (Schedule 6) as specified in either
subparagraph (a) or (b) above in accordance with the origin of the spare parts.
19.6 The terms EXW, CIP, and other similar terms shall be governed by the rules prescribed in the
current edition of Incoterms, published by the International Chamber of Commerce, as
specified in the TDS.
19.7 The prices shall be either fixed or adjustable as specified in the TDS.
19.8 In the case of Fixed Price, prices quoted by the Tenderer shall be fixed during the Tenderer's
performance of the contract and not subject to variation on any account. A Tender submitted
with an adjustable price quotation will be treated as non-responsive and rejected.
19.9 In the case of Adjustable Price, prices quoted by the Tenderer shall be subject to adjustment
during performance of the contract to reflect changes in the cost elements such as labor,
material, transport and contractor's equipment in accordance with the procedures specified in
the corresponding Appendix to the Contract Agreement. A Tender submitted with a fixed price
quotation will not be rejected, but the price adjustment will be treated as zero. Tenderers are
required to indicate the source of labor and material indices in the corresponding Form in
Section IV, Tendering Forms.
19.10 If so indicated in ITT 1.1, Tenders are being invited for individual lots (contracts) or for any
combination of lots (packages). Tenderers wishing to offer any price reduction (discount) for
the award of more than one Contract shall specify in their Form of Tender the price
reductions applicable to each package, or alternatively, to individual Contracts within the
package, and the manner in which the price reductions will apply.
19.11 Tenderers wishing to offer any unconditional discount shall specify in their Form of Tender the
offered discounts and the manner in which price discounts will apply.
20. Currencies of Tender and Payment
19.1 The currency(ies) of the Tender and the currency(ies) of payments shall be the same. The
Tenderer shall quote in the currency of Kenya the portion of the Tender price that corresponds
to expenditures incurred in the currency of Kenya, unless otherwise specified in the TDS.
19.2 The Tenderer may express the Tender price in any currency. If the Tenderer wishes to be paid
in a combination of amounts in different currencies, it may quote its price accordingly but shall
use no more than three foreign currencies in addition to the currency of Kenya.
21. Period of Validity of Tenders
21.1 Tenders shall remain valid for the Tender Validity period specified in the TDS. The Tender
Validity period starts from the Tender submission deadline (as prescribed by the Procuring
Entity in accordance with ITT 23.1). A Tender valid for a shorter period shall be rejected by the
Procuring Entity as non-responsive.
21.2 In exceptional circumstances, prior to the expiration of the Tender validity period, the
Procuring Entity may request Tenderers to extend the period of validity of their Tenders. The
request and the responses shall be made in writing. If a Tender Security is requested in
accordance with ITT 20, the Tenderer granting the request shall also extend the Tender
Security for twenty-eight
(28) days beyond the deadline of the extended validity period. A Tenderer may refuse the
request without forfeiting its Tender Security. A Tenderer granting the request shall not be
required or permitted to modify its Tender, except as provided in ITT 19.3.
21.3 If the award is delayed by a period exceeding fifty-six (56) days beyond the expiry of the initial
Tender validity period, the Contract price shall be determined as follows:
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 a) In the case of fixed price contracts, the Contract price shall be the Tender price
adjusted by the factor or factors specified in the TDS;
b) In the case of adjustable price contracts, no adjustment shall be made; or
c) in any case, Tender evaluation shall be based on the Tender price without taking
into consideration the applicable correction from those indicated above.
22. Tender Security
22.1 The Tenderer shall furnish as part of its Tender, either a Tender-Securing Declaration or a
Tender Security as specified in the TDS, in original form and, in the case of a Tender Security,
in the amount and currency specified in the TDS.
22.2 A Tender-Securing Declaration shall use the form included in Section IV Tendering Forms.
22.3 If a Tender Security is specified pursuant to ITT 20.1, the Tender security shall be a demand
guarantee in any of the following forms at the Tenderer's option:
a) cash;
b) a bank guarantee;
c) a guarantee by an insurance company registered and licensed by the Insurance
Regulatory Authority listed by the Authority; or
d) a guarantee issued by a financial institution approved and licensed by the Central
Bank of Kenya,
22.4 If a Tender Security or a Tender-Securing Declaration is specified pursuant to ITT 20.1, any
Tender not accompanied by a substantially responsive Tender Security or Tender-Securing
Declaration shall be rejected by the Procuring Entity as non-responsive.
22.5 If a Tender Security is specified pursuant to ITT 20.1, the Tender Security of unsuccessful
Tenderers shall be returned as promptly as possible upon the successful Tenderer's furnishing
of the Performance Security pursuant to ITT 47.
22.6 The Tender Security of the successful Tenderer shall be returned as promptly as possible once
the successful Tenderer has signed the Contract and furnished the required Performance
Security.
22.7 The Tender Security may be forfeited or the Tender-Securing Declaration executed:
a) If a Tenderer withdraws its Tender during the period of Tender validity specified by the
Tenderer on the Form of Tender; or
b) If the successful Tenderer fails to:
i. Sign the Contract in accordance with ITT 47; or
ii. Furnish a performance security in accordance with ITT 48.
22.8 Where the Tender-Securing Declaration is executed the Procuring Entity will recommend to the
PPRA to debars the Tenderer from participating in public procurement as provided in the law.
22.9 The Tender Security or the Tender-Securing Declaration of a JV shall be in the name of the JV
that submits the Tender. If the JV has not been legally constituted into a legally enforceable JV
at the time of Tendering, the Tender Security or the Tender Securing Declaration shall be in
the names of all future members as named in the Form of intent referred to in ITT 4.1and ITT
11.2.
23. Format and Signing of Tender
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23.1 The Tenderer shall prepare one original of the documents comprising the Tender as described in

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 ITT 11 and clearly mark it “Original.” Alternative Tenders, if permitted in accordance with ITT
13, shall be clearly marked “Alternative”. In addition, the Tenderer shall submit copies of the
Tender, in the number specified in the TDS and clearly mark them “Copy.” In the event of any
discrepancy between the original and the copies, the original shall prevail.
23.2 Tenderers shall mark as “CONFIDENTIAL” information in their Tenders which is confidential to
their business. This may include proprietary information, trade secrets or commercial or
financially sensitive information.
23.3 The original and all copies of the Tender shall be typed or written in indelible ink and shall be
signed by a person duly authorized to sign on behalf of the Tenderer. This authorization shall
consist of a written confirmation as specified in the TDS and shall be attached to the Tender.
The name and position held by each person signing the authorization must be typed or printed
below the signature. All pages of the Tender where entries or amendments have been made
shall be signed or initialed by the person signing the Tender.
23.4 In the case that the Tenderer is a JV, the Tender shall be signed by an authorized
representative of the JV on behalf of the JV, and so as to be legally binding on all the members
as evidenced by a power of attorney signed by their legally authorized representatives.
23.5 Any interlineations, erasures, or overwriting shall be valid only if they are signed or initialed by
the person signing the Tender.
D. Submission and Opening of Tenders
24. Submission, Sealing and Marking of Tenders
24.1 The Tenderer shall deliver the Tender in a single, sealed envelope (one (1) envelope process).
The Tenderer shall place the following separate, sealed envelopes:
Inner Envelops:
a) In an envelope marked “ORIGINAL”, all documents comprising the Tender, as described
in ITT11; and
b) In an envelope marked “COPIES”, all required copies of the Tender; and
c) If alternative Tenders are permitted in accordance with ITT 13, and if relevant:
i. In an envelope marked “ORIGINAL–ALTERNATIVE TENDER” the alternative
Tender; and
ii.In the envelope marked “COPIES – ALTERNATIVE TENDER” all required copies
of the alternative Tender.
The inner envelopes shall:
a) Bear the name and address of the Tenderer;
b) Be addressed to the Procuring Entity in accordance with ITT 23.1;
c) Bear the specific identification of this Tendering process indicated in accordance with
ITT 1.1; and
d) Bear a warning not to open before the time and date for Tender
opening. The outer envelope (s) in which the inner envelops are enclosed shall:
a) Be addressed to the Procuring Entity in accordance with ITT 23.1;
b) Bear the specific identification of this Tendering process indicated in accordance with
ITT 1.1; and
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 c)Bear a warning not to open before the time and date for Tender opening.
24.2 If all envelopes are not sealed and marked as required, the Procuring Entity will assume no
responsibility for the misplacement or premature opening of the Tender. Tenders that are
misplaced or opened prematurely will not be accepted.
25. Deadline for Submission of Tenders
25.1 Tenders must be received by the Procuring Entity at the address and no later than the date
and time indicated in the TDS. When so specified in the TDS, Tenderers shall have the option
of submitting their Tenders electronically. Tenderers submitting Tenders electronically shall follow
the electronic Tender submission procedures specified in the TDS.
25.2 The Procuring Entity may, at its discretion, extend the deadline for the submission of Tenders
by amending the Tendering document in accordance with ITT8, in which case all rights and
obligations of the Procuring Entity and Tenderers previously subject to the deadline shall
thereafter be subject to the deadline as extended.
26. Late Tenders
26.1 The Procuring Entity shall not consider any Tender that arrives after the deadline for submission
of Tenders, in accordance with ITT 23. Any Tender received by the Procuring Entity after the
deadline for submission of Tenders shall be declared late, rejected, and returned unopened to
the Tenderer.
27. Withdrawal, Substitution, and Modification of Tenders
27.1 A Tenderer may withdraw, substitute, or modify its Tender after it has been submitted by
sending a written notice, duly signed by an authorized representative, and shall include a copy
of the authorization in accordance with ITT 21.3, (except that withdrawal notices do not require
copies). The corresponding substitution or modification of the Tender must accompany the
respective written notice. All notices must be:
a) prepared and submitted in accordance with ITT 21 and ITT 22 (except that withdrawals
notices do not require copies), and in addition, the respective envelopes shall be clearly
marked “Withdrawal,” “Substitution,” “Modification”; and
b) received by the Procuring Entity prior to the deadline prescribed for submission of
Tenders, in accordance with ITT 23.
27.2 Tenders requested to be withdrawn in accordance with ITT25.1 shall be returned unopened to
the Tenderers.
27.3 No Tender may be withdrawn, substituted, or modified in the interval between the deadline for
submission of Tenders and the expiration of the period of Tender validity specified by the
Tenderer on the Form of Tender or any extension thereof.
28. Tender Opening
28.1 Except as in the cases specified in ITT24 and ITT25.2, the Procuring Entity shall publicly open
and read out in accordance with ITT26.5 all Tenders received by the deadline at the date, time
and place specified in the TDS in the presence of Tenderers' designated representatives and
anyone who choose to attend. Any specific electronic Tender opening procedures required if
electronic Tendering is permitted in accordance with ITT 23.1, shall be as specified in the TDS.
28.2 First, the written notice of withdrawal in the envelopes marked “Withdrawal” shall be opened
and read out and the envelope with the corresponding Tender shall not be opened, but
returned to the Tenderer. No Tender withdrawal shall be permitted unless the corresponding
withdrawal notice contains a valid authorization to request the withdrawal and is read out at
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Tender opening.

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28.3 Next, envelopes marked “Substitution” shall be opened and read out and exchanged with the
corresponding Tender being substituted, and the substituted Tender shall not be opened, but
returned to the Tenderer. No Tender substitution shall be permitted unless the corresponding
substitution notice contains a valid authorization to request the substitution and is read out at
Tender opening.
28.4 Next, envelopes marked “Modification” shall be opened and read out with the corresponding
Tender. No Tender modification shall be permitted unless the corresponding modification
notice contains a valid authorization to request the modification and is read out at Tender
opening.
28.5 Next, all remaining envelopes shall be opened one at a time, reading out: the name of the
Tenderer and the Tender Price(s), including any discounts and alternative Tenders, and
indicating whether there is a modification; the presence or absence of a Tender Security or
Tender-Securing Declaration, if required; and any other details as the Procuring Entity may
consider appropriate.
28.6 Only Tenders, alternative Tenders and discounts that are opened and read out at Tender
opening shall be considered further. The Form of Tender and the Price Schedules are to be
initialed by representatives of the Procuring Entity attending Tender opening in the manner
specified in the TDS.
28.7 The Procuring Entity shall neither discuss the merits of any Tender nor reject any Tender
(except for late Tenders, in accordance with ITT 24.1).
28.8 The Procuring Entity shall prepare a record of the Tender opening that shall include, as a
minimum:
a) The name of the Tenderer and whether there is a withdrawal, substitution, or
modification;
b) The Tender Price, per lot if applicable, including any discounts;
c) Any alternative Tenders; and
d) The presence or absence of a Tender Security or a Tender-Securing Declaration.
e) Number of pages for each tender
28.9 The Tenderers' representatives who are present shall be requested to sign the record. The
omission of a Tenderer's signature on the record shall not invalidate the contents and effect of
the record. A copy of the record shall be distributed to all Tenderers.
E. Evaluation and Comparison of Tenders
29. Confidentiality
29.1 Information relating to the evaluation of Tenders and recommendation of contract award, shall
not be disclosed to Tenderers or any other persons not officially concerned with the Tendering
process until information on Intention to Award the Contract is transmitted to all Tenderers in
accordance with ITT 42.
29.2 Any effort by a Tenderer to influence the Procuring Entity in the evaluation of the Tenders or
Contract award decisions may result in the rejection of its Tender.
29.3 Notwithstanding ITT 27.2, from the time of Tender opening to the time of Contract Award, if
any Tenderer wishes to contact the Procuring Entity on any matter related to the Tendering
process, it should do so in writing.

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30. Clarification of Tenders

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30.1 To assist in the examination, evaluation, and comparison of the Tenders, and qualification of
the Tenderers, the Procuring Entity may, at its discretion, ask any Tenderer for a clarification
of its Tender. Any clarification submitted by a Tenderer that is not in response to a request by
the Procuring Entity shall not be considered. The Procuring Entity's request for clarification and
the response shall be in writing. No change in the prices or substance of the Tender shall be
sought, offered, or permitted, except to confirm the correction of arithmetic errors discovered
by the Procuring Entity in the evaluation of the Tenders, in accordance with ITT32.
30.2 If a Tenderer does not provide clarifications of its Tender by the date and time set in the
Procuring Entity's request for clarification, its Tender may be rejected.
31. Deviations, Reservations, and Omissions
31.1 During the evaluation of Tenders, the following definitions apply:
a) “Deviation” is a departure from the requirements specified in the Tendering document;
b) “Reservation” is the setting of limiting conditions or withholding from complete acceptance
of the requirements specified in the Tendering document; and
c) “Omission” is the failure to submit part or all of the information or documentation required in
the Tendering document.
32. Determination of Responsiveness
32.1 The Procuring Entity's determination of a Tender's responsiveness is to be based on the contents
of the Tender itself, as defined in ITT 11.
32.2 A substantially responsive Tender is one that meets the requirements of the Tendering
document without material deviation, reservation, or omission. A material deviation, reservation,
or omission is one that:
a) If accepted, would:
i. Affect in any substantial way the scope, quality, or performance of the Plant and
Installation Services specified in the Contract; or
ii. Limit in any substantial way, in consistent with the Tendering document, the
Procuring Entity's rights or the Tenderer's obligations under the proposed
Contract; or
b) if rectified, would unfairly affect the competitive position of other Tenderers presenting
substantially responsive Tenders.
32.3 The Procuring Entity shall examine the technical aspects of the Tender in particular, to confirm
that all requirements of Section VII, Procuring Entity's Requirements have been met without
any material deviation, reservation, or omission.
32.4 If a Tender is not substantially responsive to the requirements of the Tendering document, it
shall be rejected by the Procuring Entity and may not subsequently be made responsive by
correction of the material deviation, reservation, or omission.
33. Non-material non-conformities
33.1 Provided that a Tender is substantially responsive, the Procuring Entity may waive any
nonconformity in the Tender.
33.2 Provided that a Tender is substantially responsive, the Procuring Entity may request that the
Tenderer submit the necessary information or documentation, within a reasonable period of
time, to rectify nonmaterial non- conformities in the Tender related to documentation
requirements. Requesting information or documentation on such non-conformities shall not be
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related to any

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 aspect of the price of the Tender. Failure of the Tenderer to comply with the request may
result in the rejection of its Tender.
33.3 Provided that a Tender is substantially responsive, the Procuring Entity shall rectify quantifiable
non material non-conformities related to the Tender Price. To this effect, the Tender Price shall
be adjusted, for comparison purposes only, to reflect the price of a missing or non-conforming
item or component in the manner specified in the TDS.
34. Correction of Arithmetical Errors
34.1 Provided that the tender is substantially responsive, the Procuring Entity shall correct
arithmetical errors on the following basis:
i) If there is a discrepancy between the unit price and the total price that is obtained by
multiplying the unit price and quantity, the unit price shall prevail and the total price
shall be corrected, unless in the opinion of the Procuring Entity there is an obvious
misplacement of the decimal point in the unit price, in which case the total price as
quoted shall govern and the unit price shall be corrected;
ii) If there is an error in a total corresponding to the addition or subtraction of subtotals,
the subtotals shall prevail and the total shall be corrected; and
iii) If there is a discrepancy between words and figures, the amount in words shall prevail,
unless the amount expressed in words is related to an arithmetic error, in which case
the amount in figures shall prevail subject to (a) and (b) above.
34.2 Any error detected if considered a major deviation that affects the substance of the tender,
shall lead to disqualification of the tender as non-responsive. The method of determining the
error as a major deviation shall be specified in the TDS.
34.3 Corrected tender prices shall not be used in the evaluation of tenders, comparison of tender prices.
34.4 The Procuring Entity shall calculate the difference between the corrected price and tender price
and work out the percentage difference, which will be plus or minus tender price as the case
may be; [i.e. (corrected tender price– tender price)/ tender price X100]. This percentage
difference between corrected tender price and tender price may be used to determine if the
error so detected is considered a major deviation that affects the substance of the tender.
34.5 On award of contract, all payment valuation certificates, variation orders on omissions and
additions valued based on rates in the Bill of Quantities will be adjusted by such a percentage
specified in ITT 31.4 to ensure contractor is not paid less or more relative to the contract price
which would be the tender price.
35. Conversion to Single Currency
35.1 For evaluation and comparison purposes, the currency (ies) of the Tender shall be converted into
a single currency as specified in the TDS.
36. Margin of Preference
36.1 A margin of preference may be allowed on locally manufactured goods (plant and equipment)
only when the contract is open to international tendering, where the tender is likely to attract
foreign goods and where the contract exceeds the threshold specified in the Regulations.
36.2 A margin of preference shall not be allowed unless it is specified so in the TDS.
36.3 Contracts procured on basis of international tendering and competition shall not be subject to
reservations exclusive/ specific groups under women, youth and persons living with disability.

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36.4 Where it is intended to reserve a contract to a specific group of businesses (these groups are
Small and Medium Enterprises, Women Enterprises, Youth Enterprises and Enterprises of
persons living with disability, as the case may be), and who are appropriately registered as
such by a competent authority, a procuring entity shall ensure that the invitation to tender
specifically indicates that only businesses or firms belonging to the specified group are eligible to
tender. Tender shall be reserved to only one group. If not so stated in the Tender documents,
the invitation to tender will be open to all interested tenderers.
37. Evaluation of Tenders
37.1 The Procuring Entity shall use the criteria and methodologies listed in this ITT and Section III,
Evaluation and Qualification criteria. No other evaluation criteria or methodologies shall be
permitted. By applying the criteria and methodologies the Procuring Entity shall determine the
Best Evaluated Tender. This is the Tender of the Tenderer that meets the qualification criteria
and that has been determined to be:
a) Most responsive to the Tendering document; and
b) The lowest evaluated cost.
37.2 Technical Evaluation. The Procuring Entity will carry out a detailed technical evaluation of
the Tenders not previously rejected to determine whether the technical aspects are
incompliance with the Tendering document. The Tender that does not meet minimum
acceptable standards of completeness, consistency and detail, and the specified minimum (or
maximum, as the case may be) requirements for specified functional guarantees, will be
rejected for non-responsiveness. In order to reach its determination, the Procuring Entity will
examine and compare the technical aspects of the Tenders on the basis of the information
supplied by the Tenderers, taking into account the following:
a) Overall completeness and compliance with the Procuring Entity's Requirements;
conformity of the Plant and Installation Services offered with specified performance
criteria, including conformity with the specified minimum (or maximum, as the case
may be) requirement corresponding to each functional guarantee, as indicated in the
Specification and in Section III, Evaluation and Qualification Criteria; suitability of the
Plant and Installation Services offered in relation to the environmental and climatic
conditions prevailing at the site; and quality, function and operation of any process
control concept included in the Tender;
b) type, quantity and long-term availability of mandatory and recommended spare parts
and maintenance services; and
c) other relevant factors, if any, listed in Section III, Evaluation and Qualification Criteria.
37.3 Where alternative technical solutions have been allowed in accordance with ITT 13, and offered
by the Tenderer, the Procuring Entity will make a similar evaluation of the alternatives. Where
alternatives have not been allowed but have been offered, they shall be ignored.
37.4 Economic Evaluation. To evaluate a Tender, the Procuring Entity shall consider the following:
a) the Tender price, excluding provisional sums and the provision, if any, for
contingencies in the Price Schedules;
b) price adjustment due to discounts offered in accordance with ITT 17.11;
c) price adjustment due to quantifiable non material non-conformities in accordance
with ITT 31.3;

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 d) converting the amount resulting from applying (a) to (c) above, if relevant, to a single
currency in accordance with ITT 33; and
e) the evaluation factors specified in the TDS and in Section III, Evaluation and Qualification
Criteria.
37.5 If price adjustment is allowed in accordance with ITT 17.7, the estimated effect of the price
adjustment provisions of the Conditions of Contract, applied over the period of execution of
the Contract, shall not be taken into account in Tender evaluation.
37.6 In the case of multiple contracts or lots, Tenderers are allowed to tender for one or more lots
and the methodology to determine the lowest evaluated cost of the lot (contract) and for
combinations, including any discounts offered in the Form of Tender, is specified in Section III,
Evaluation and Qualification Criteria.
38. Comparison of Tenders
38.1 The Procuring Entity shall compare the evaluated costs of all substantially responsive Tenders
established in accordance with ITT 35.4 to determine the Tender that has the lowest evaluated
cost.
39. Abnormally Low Tenders and Abnormally High Tenders
39.1 An Abnormally Low Tender is one where the Tender price, in combination with other elements
of the Tender, appears so low that it raises material concerns as to the capability of the
Tenderer to perform the Contract for the offered Tender Price or that genuine competition
between Tenderers is compromised.
39.2 In the event of identification of a potentially Abnormally Low Tender, the Procuring Entity shall
seek written clarifications from the Tenderer, including detailed price analyses of its Tender
price in correlation to the subject matter of the contract, scope, proposed methodology,
schedule, allocation of risks and responsibilities and any other requirements of the Tendering
document.
39.3 After evaluation of the price analyses, in the event that the Procuring Entity determines that
the Tenderer has failed to demonstrate its capability to deliver the contract for the offered
tender price, the Procuring Entity shall reject the Tender.
39.4 An abnormally high price is one where the tender price, in combination with other constituent
elements of the Tender, appears unreasonably too high to the extent that the Procuring Entity
is concerned that it (the Procuring Entity) may not be getting value for money or it may be
paying too high a price for the contract compared with market prices or that genuine
competition between Tenderers is compromised.
39.5 In case of an abnormally high tender price, the Procuring Entity shall make a survey of the
market prices, check if the estimated cost of the contract is correct and review the Tender
Documents to check if the specifications, scope of work and conditions of contract are
contributory to the abnormally high tenders. The Procuring Entity may also seek written
clarification from the tenderer on the reason for the high tender price. The Procuring Entity
shall proceed as follows:
I. If the tender price is abnormally high based on wrong estimated cost of the
contract, the Procuring Entity may accept or not accept the tender depending on
the Procuring Entity's budget considerations.
II. If specifications, scope of work and/or conditions of contract are contributory to
the abnormally high tender prices, the Procuring Entity shall reject all tenders and
may retender for the contract based on revised estimates, specifications, scope of
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work and conditions of contract, as the case may be.

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39.6 If the Procuring Entity determines that the Tender Price is abnormally too high because genuine
competition between tenderers is compromised (often due to collusion, corruption or other
manipulations), the Procuring Entity shall reject all Tenders and shall institute or cause
competent Government Agencies to institute an investigation on the cause of the
compromise, before retendering.
40. Unbalanced or Front Loaded Tenders
1. If the Tender that is evaluated as the lowest evaluated cost is, in the Procuring Entity's
opinion, seriously unbalanced or front loaded the Procuring Entity may require the Tenderer to
provide written clarifications. Clarifications may include detailed price analyses to demonstrate
the consistency of the Tender prices with the scope of works, proposed methodology, schedule
and any other requirements of the Tendering document.
2. After the evaluation of the information and detailed price analyses presented by the Tenderer,
the Procuring Entity may:
a) Accept the Tender; or
b) If appropriate, require that the total amount of the Performance Security be
increased, at the expense of the Tenderer, to a level not exceeding twenty percent
(10%) of the Contract Price; or
c) Reject the Tender.
41. Eligibility and Qualification of the Tenderer
41.1 The Procuring Entity shall determine to its satisfaction whether the Tenderer that is selected as
having submitted the lowest evaluated cost and substantially responsive Tender is eligible and
meets the qualifying criteria specified in Section III, Evaluation and Qualification Criteria.
41.2 The determination shall be based upon an examination of the documentary evidence of the
Tenderer's qualifications submitted by the Tenderer, pursuant to ITT 15.1. The determination
shall not take into consideration the qualifications of other firms such as the Tenderer's
subsidiaries, parent entities, affiliates, subcontractors (other than Specialized Subcontractors if
permitted in the Tendering document) or any other firm (s) different from the Tenderer.
41.3 An affirmative determination shall be a prerequisite for award of the Contract to the Tenderer.
A negative determination shall result in disqualification of the Tender, in which event the
Procuring Entity shall proceed to the Tenderer who offers a substantially responsive Tender
with the next lowest evaluated cost to make a similar determination of that Tenderer's
qualifications to perform satisfactorily.
41.4 The capabilities of the manufacturers and subcontractors proposed in its Tender to be used by
the Tenderer with the Lowest Evaluated Tender for identified major items of supply or services
will also be evaluated for acceptability in accordance with Section III, Evaluation and
Qualification Criteria. Their participation should be confirmed with a Form of intent between
the parties, as needed. Should a manufacturer or subcontractor be determined to be
unacceptable, the Tender will not be rejected, but the Tenderer will be required to substitute
an acceptable manufacturer or subcontractor without any change to the Tender price. Prior to
signing the Contract,
The corresponding Appendix to the Contract Agreement shall be completed, listing the
approved manufacturers or subcontractors for each item concerned.
42. Procuring Entity's right to Accept Any Tender and to Reject Any or All Tenders.

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42.1 The Procuring Entity reserves the right to accept or reject any Tender, and to annul the
Tendering process and reject all Tenders at any time prior to Contract Award, without there by
incurring any liability to Tenderers. In case of annulment, all Tenders submitted and
specifically, Tender securities shall be promptly returned to the Tenderers.
F. Award of Contract
43. Award Criteria
43.1 Subject to ITT 40, the Procuring Entity shall award the Contract to the successful Tenderer.
This is the Tenderer whose Tender has been determined to be the Lowest Evaluated Tender.
This is the Tender of the Tenderer that meets the qualification criteria and whose Tender has
been determined to be:
a) Substantially responsive to the Tendering Document; and
b) The lowest evaluated cost
44. Notice of Intention to Enter into a Contract/ Notification of Award
44.1 When a Standstill Period applies, it shall commence when the Procuring Entity has transmitted
to each Tenderer the Notification of Intention to Award the Contract to the successful
Tenderer. The Notification of Intention to Award shall contain, at a minimum, the following
information:
a) The name and address of the Tenderer submitting the successful Tender;
b) The Contract price of the successful Tender;
c) A statement of the reason (s) the Tender (of the unsuccessful Tenderer to whom the
Form is addressed) was unsuccessful, unless the price information in c) above already
reveals the reason;
d) The expiry date of the Standstill Period; and
e) Instructions on how to request a debriefing and/ or submit a complaint during the
standstill period.
45. Standstill Period
45.1 The Contract shall not be signed earlier than the expiry of a Standstill Period of 14 days to
allow any dissatisfied tender to launch a complaint. Where only one Tender is submitted, the
Standstill Period shall not apply.
45.2 Where a Standstill Period applies, it shall commence when the Procuring Entity has transmitted
to each Tenderer the Notification of Intention to Enter in to a Contract with the successful
Tenderer.
46. Debriefing by the Procuring Entity
46.1 On receipt of the Procuring Entity's Notification of Intention to Enter into a Contract referred to
in ITT 43, an unsuccessful tenderer may make a written request to the Procuring Entity for a
debriefing on specific issues or concerns regarding their tender. The Procuring Entity shall
provide the debriefing within five days of receipt of the request.
46.2 Debriefings of unsuccessful Tenderers may be done in writing or verbally. The Tenderer shall
bear its own costs of attending such a debriefing meeting.

47. Letter of Award

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47.1 Prior to the expiry of the Tender Validity Period and upon expiry of the Standstill Period
specified in ITT 43.1, upon addressing a complaint that has been filed within the Standstill
Period, the Procuring Entity shall transmit the Letter of Award to the successful Tenderer. The
letter of award shall request the successful tenderer to furnish the Performance Security within
21 days of the date of the letter.
48. Signing of Contract
48.1 Upon the expiry of the fourteen days of the Notification of Intention to enter into contract and
upon the parties meeting their respective statutory requirements, the Procuring Entity shall
send the successful Tenderer the Contract Agreement.
48.2 Within fourteen (14) days of receipt of the Contract Agreement, the successful Tenderer shall
sign, date, and return it to the Procuring Entity.
48.3 The written contract shall be entered into within the period specified in the notification of award
and before expiry of the tender validity period
48.4 Notwithstanding ITT 46.2 above, in case signing of the Contract Agreement is prevented by
any export restrictions attributable to the Procuring Entity, to the country of the Procuring
Entity, or to the use of the Plant and Installation Services to be supplied, where such export
restrictions arise from trade regulations from a country supplying those Plant and Installation
Services, the Tenderer shall not be bound by its Tender, always provided, however, that the
Tenderer can demonstrate to the satisfaction of the Procuring Entity that signing of the
Contact Agreement has not been prevented by any lack of diligence on the part of the
Tenderer in completing any formalities, including applying for permits, authorizations and
licenses necessary for the export of the Plant and Installation Services under the terms of the
Contract.
49. Performance Security
49.1 Within twenty-one (21) days of the receipt of the Form of Acceptance from the Procuring
Entity, the successful Tenderer shall furnish the Performance Security in accordance with the
General Conditions GCC 13.3, subject to ITT 38, using for that purpose the Performance
Security Form included in Section X, Contract Forms, or another form acceptable to the
Procuring Entity. If the Performance Security furnished by the successful Tenderer is in the
form of a bond, it shall be issued by a bonding or insurance company that has been
determined by the successful Tenderer to be acceptable to the Procuring Entity. A foreign
institution providing a bond shall have a correspondent financial institution located in Kenya,
unless the Procuring Entity has agreed in writing that a correspondent financial institution is
not required.
49.2 Failure of the successful Tenderer to submit the above-mentioned Performance Security or
sign the Contract shall constitute sufficient grounds for the annulment of the award and
forfeiture of the Tender Security. In that event the Procuring Entity may award the Contract to
the Tenderer offering the next Best Evaluated Tender.
50. Publication of Procurement Contract
50.1 Within fourteen days after signing the contract, the Procuring Entity shall publish the awarded
contract at its notice boards and websites; and on the Website of the Authority. At the
minimum, the notice shall contain the following information:
a) Name and address of the Procuring Entity;
b) name and reference number of the contract being awarded, a summary of its scope
and the selection method used;

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c) the name of the successful Tenderer, the final total contract price, the contract
duration.

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 d) Dates of signature, commencement and completion of contract;
e) Names of all Tenderers that submitted Tenders, and their Tender prices as read out
at Tender opening.
51. Appointment of Adjudicator
51.1 The Procuring Entity proposes the person named in the TDS to be appointed as Adjudicator
under the Contract, at the hourly fee specified in the TDS, plus reimbursable expenses. If the
Tenderer disagrees with this proposal, the Tenderer should so state in his Tender. If, in the
Letter of Acceptance, the Procuring Entity does not agree on the appointment of the
Adjudicator, the Procuring Entity will request the Appointing Authority designated in the Special
Conditions of Contract (SCC) pursuant to Clause 23.1 of the General Conditions of Contract
(GCC), to appoint the Adjudicator.
52. Procurement Related Complaint and Administrative Review
52.1 The procedures for making a Procurement-related Complaint are as specified in the TDS.
52.2 A request for administrative review shall be made in the form provided under contract forms.

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SECTION II - TENDER DATA SHEET

The following specific data for the Facilities to be procured shall complement, supplement, or amend
the provisions in the Instructions to Tenderers (ITT). Whenever there is a conflict, the provisions
here in shall prevail over those in ITT.

Reference to PARTICULARS OF APPENDIX TO INSTRUCTIONS TO TENDERS

ITC Clause
A. General
ITT 1.1 The reference number of the Invitation to Tender (ITT) is: KCAA/011/2023-2024
The Procuring Entity is: KENYA CIVIL AVIATION AUTHORITY
The name of the ITT is: SUPPLY, DELIVERY, INSTALLATION AND
COMMISSIONING OF FIBRE OPTIC LINK BETWEEN MOI INTERNATIONAL
AIRPORT CONTROL TOWER AND RECEIVER STATION
The number and identification of lots (contracts) comprising this ITT is: ONE (1)
ITT 2.1 The name of the Project is: SUPPLY, DELIVERY, INSTALLATION AND
COMMISSIONING OF FIBRE OPTIC LINK BETWEEN MOI INTERNATIONAL
AIRPORT CONTROL TOWER AND RECEIVER STATION
Electronic – Procurement System shall NOT BE USED
The Procuring Entity shall use the following electronic-procurement system to manage
this Tendering process: NOT APPLICABLE
ITT 4.1 Maximum number of members in the Joint Venture (JV) shall be: NONE – Joint
venture NOT applicable
B. Tendering Document
ITT 8.1 The pre-tender conference WILL BE HELD ON WEDNESDAY, 13TH September,
2023 at Aviation House, Auditorium, JKIA at 11.00am.

The pre-arranged pretender visit of the site of the works WILL NOT BE HELD.
However, the tenderer, at the tenderer's own responsibility and risk, is encouraged to
visit and examine and inspect the site of the required services and its surroundings and
obtain all information that may be necessary for preparing the tender and entering in to
a contract for the services. The costs of visiting the Site shall beat the tenderer's own
expense.
ITT 8.2 The questions in writing, to reach the Procuring Entity not later than Wednesday, 13th
September, 2023 at 1700h East African Time
ITT 8.4 Minutes of the pre-Tender meeting shall be published on the website www.kcaa.or.ke

ITT 9.1 The Procuring Entity shall publish its response at the website www.kcaa.or.ke

C. Preparation of Tenders
ITT 13.1 (j) The Tenderer shall submit the following additional documents in its Tender: AS
INDICATED IN THE EVALUATION CRITERIA
ITT 15.1 Alternative Tenders SHALL NOT BE considered.

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Reference to PARTICULARS OF APPENDIX TO INSTRUCTIONS TO TENDERS
ITC Clause
ITT 15.2 Alternatives to the Time Schedule SHALL NOT BE permitted.

If alternatives to the Time Schedule are permitted, the evaluation method will be as
specified in Section III, Evaluation and Qualification Criteria.

ITT 15.4 Alternative technical solutions shall be permitted for the following parts of the Plant and
Installation Services: NONE If alternative technical solutions are permitted, the evaluation
method will be as specified in Section III, Evaluation and Qualification Criteria.

ITT 19.1 Tenderers shall quote for the following components or services on a single responsibility
basis: SUPPLY, DELIVERY, INSTALLATION AND COMMISSIONING OF FIBRE
OPTIC LINK BETWEEN MOI INTERNATIONAL AIRPORT CONTROL TOWER AND
RECEIVER STATION.
ITT 19.5 (a) Place of destination: FOR EQUIPMENT SUPPLIED FROM ABROAD – DDP NAIROBI
and (d)
Final destination (Project Site): AS SPECIFIED IN THE SCHEDULE OF
REQUIREMENTS
ITT 19.6 The Incoterms edition is: INCOTERMS® 2020
ITT 19.7 The prices quoted by the Tenderer SHALL NOT BE subject to adjustment during the
performance of the Contract.

ITT 20.1 The Tenderer IS required to quote in Kenya Currency the portion of the Tender price that
corresponds to expenditures incurred in that currency.
ITT 21.1 The Tender validity period shall be NINETY-ONE (91) days.
ITT 21.3 (a) The Tender price shall be adjusted by the following factor(s): None
ITT 22.1 A Tender Security SHALL BE required.

A Tender-Securing Declaration SHALL NOT BE required.

The amount and currency of the Tender Security shall be KENYA SHILLINGS ONE
HUNDRED AND FIFTY THOUSAND ONLY (Ksh.150,000.00)
ITT 23.1 In addition to the original of the Tender, the number of copies is: ONE ORIGINAL IN
PAPER FORMAT, ONE COPY IN PAPER FORMAT AND A SOFT COPY IN PDF IN A
READABLE FLASHDISC.
ITT 23.3 The written confirmation of authorization to sign on behalf of the Tenderer shall
consist of: POWER OF ATTORNEY SIGNED BY THE DONOR AND DULY
WITNESSED BY AN ADVOCATE OR COUNSEL.
D. Submission and Opening of Tenders
ITT 25.1 For Tender submission purposes only, the Procuring Entity’s address is:
DIRECTOR GENERAL
KENYA CIVIL AVIATION AUTHORITY
GROUND FLOOR, AVIATION HOUSE,
JOMO KENYATTA NTERNATIONAL AIRPORT:
P.O. BOX 30163-00100 NAIROBI
The deadline for Tender submission is:
DATE: THURSDAY, 21ST SEPTEMBER, 2023

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Reference to PARTICULARS OF APPENDIX TO INSTRUCTIONS TO TENDERS
ITC Clause
TIME: 11:00 AM East African Time
Tenderers SHALL NOT have the option of submitting their Tenders electronically.
ITT 28.1 The Tender opening shall take place at:
Physical Address GROUND FLOOR, AVIATION HOUSE, JOMO KENYATTA
INTERNATIONAL AIRPORT, NAIROBI
Date: THURSDAY, 21ST SEPTEMBER,2023
Time: 11:00 AM EAST AFRICAN TIME
ITT 28.6 The Form of Tender and priced Activity Schedule shall be initialed by AT LEAST THREE
(3) representatives of the Procuring Entity conducting Tender opening as follows;
i) THE NAME OF THE TENDERER AND WHETHER THERE IS A WITHDRAWAL,
SUBSTITUTION, OR MODIFICATION
ii) THE TENDER PRICE, PER LOT IF APPLICABLE, INCLUDING ANY DISCOUNTS
iii) ANY ALTERNATIVE TENDERS; AND
iv) THE PRESENCE OR ABSENCE OF A TENDER SECURITY OR A TENDER-SECURING
DECLARATION.
v) NUMBER OF PAGES FOR EACH TENDER
E. Evaluation, and Comparison of Tenders
ITT 33.3 The adjustment shall be based on the AVERAGE price of the item or component as
quoted in other substantially responsive Tenders. If the price of the item or component
cannot be derived from the price of other substantially responsive Tenders, the
Procuring Entity shall use its best estimate.
ITT 34.2 The error shall be determined as a major deviation if it is more than % or less
than %. NOT APPLICABLE. NO ARITHMETIC ERROR SHALL BE
ACCEPTED.
ITT 35.1 The currency that shall be used for Tender evaluation and comparison purposes to
convert (at the selling exchange rate) all Tender prices expressed in various currencies
into a single currency is: KENYA SHILLINGS
The source of exchange rate shall be: The Central bank of Kenya (mean rate)
The date for the exchange rate shall be: the deadline date for Submission of the
Tenders, THURSDAY, 21ST SEPTEMBER, 2023.
ITT 36.2 A margin of preference SHALL NOT BE allowed.
ITT 37.4 (e) The adjustments shall be determined using the following criteria, from amongst those
set out in Section III, Evaluation and Qualification Criteria: [refer to Section III,
Evaluation and Qualification Criteria; insert complementary details if
necessary]
(a) Deviation in Time for Completion: [insert Yes or No. If yes insert the
adjustment factor in Section III, Evaluation and Qualification Criteria];
(b) Life cycle costs: the projected operating and maintenance costs during the life of
the goods or equipment [insert Yes or No, if yes, insert the Methodology and
criteria in Section III, Evaluation and Qualification Criteria];

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 Reference to PARTICULARS OF APPENDIX TO INSTRUCTIONS TO TENDERS
ITC Clause
(c) Functional Guarantees of the Facilities [insert Yes or No, If Yes, insert
methodology and criteria in Section III, Evaluation and Qualification Criteria]
(d) Work, services, facilities, etc., to be provided by the Procuring Entity [insert Yes
or No, if yes, insert the Methodology and criteria in Section III, Evaluation and
Qualification Criteria];
(e) [insert any other specific criteria here and provide details in Section III,
Evaluation and Qualification Criteria]
ITT 37.6 Tenderers shall NOT BE ALLOWED to quote separate prices for different lots
(contracts) and the methodology to determine the lowest tenderer is specified in Section
III, Evaluation and Qualification Criteria.
ITT 45 The Standstill Period is FOURTEEN (14) Business Days after the date the Procuring
Standstill Entity has transmitted to all Tenderers that submitted a Tender, the Notification of its
Period Intention to Award the Contract to the successful Tenderer.

ITT 51 The hourly fee specified is plus reimbursable expenses.

ITT 52.1 The procedures for making a Procurement-related Complaint are detailed in the “Notice
of Intention to Award the Contract” herein and are also available from the PPRA website
[email protected] or [email protected].
For the attention: DIRECTOR GENERAL
Title/position: DIRECTOR GENERAL
Procuring Entity: KENYA CIVIL AVIATION AUTHORITY
Email address: [email protected]
In summary, a Procurement-related Complaint may challenge any of the following:
1. the terms of the Tendering Documents; and
2. the Procuring Entity’s decision to award the contract.

SECTION III - EVALUATION AND QUALIFICATION CRITERIA

1. General Provision

1.1 Wherever a Tenderer is required to state a monetary amount, Tenderers should indicate the
Kenya Shilling equivalent using the rate of exchange determined as follows:

a) For construction turn over or financial data required for each year -Exchange rate
prevailing on the last day of the respective calendar year (in which the amounts for that
year is to be converted) was originally established.

b) Value of single contract -Exchange rate prevailing on the date of the contract signature.

c) Exchange rates shall be taken from the publicly available source identified in the ITT
33.1. Any error in determining the exchange rates in the Tender may be corrected by
the Procuring Entity.

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1.2 This section contains the criteria that the Procuring Entity shall use to evaluate tender and
qualify tenderers. No other factors, methods or criteria shall be used other than specified in this
tender document. The Tenderer shall provide all the information requested in the forms
included in Section IV, Tendering Forms. The Procuring Entity should use the Standard Tender
Evaluation Report for Goods and Works for evaluating Tenders.

1.3 Evaluation and contract award Criteria

The Procuring Entity shall use the criteria and methodologies listed in this Section to evaluate
tenders and arrive at the Lowest Evaluated Tender. The tender that (i) meets the qualification
criteria, (ii) has been determined to be substantially responsive to the Tender Documents, and
(iii) is determined to have the Lowest Evaluated Tender price shall be selected for award of
contract.

2. Preliminary examination for Determination of Responsiveness

The Procuring Entity will start by examining all tenders to ensure they meet in all respects the
eligibility criteria (including requirements in the qualification forms, tenderer's eligibility-
confidential business questionnaire) and other requirements in the ITT and that the tender is
complete in all aspects in meeting the requirements of “Part 2 - Procuring Entity's Requirements”,
including checking for tenders with unacceptable errors, abnormally low tenders, and abnormally
high tenders. The Standard Tender Evaluation Report for Goods and Works provides clear
guidelines on how to deal with review of these requirements. Tenders that do not pass the
Preliminary Examination will not be considered further.

3. EVALUATION

Kenya Civil Aviation Authority will consider the following three categories of criteria to evaluate the
tenders.
a) Mandatory tender requirements (inclusive of technical mandatories)
b) Technical capability assessment including due diligence where applicable
c) Financial Evaluation.
d) Due diligence where necessary

A. PRELIMINARY/MANDATORY REQUIREMENTS
The submission of the following mandatory items will be required in the determination of the
completeness of the bid and responsiveness of bidders. Bids that do not contain all the
information required will be declared non-responsive and shall not be evaluated further.

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PRELIMINARY/MANDATORY REQUIREMENTS
No Mandatory eligibility criteria by the tenderer
1. Ineligibility - Bidders and their associated firms who have existing on-going contracts with KCAA which
have delayed beyond the original scheduled completion period in the contract without proper justification or
who according to KCAA records, have failed in performance of previous contracts or have had their previous
contracts
terminated for non-performance are not eligible to participate.
2. The bidder shall provide two hard copies marked Original and Copy in paper format which are chronologically
paginated/serialized and a soft Copy in PDF format in a readable Flash disc.
3. Bidders MUST attach a signed mandatory pre-bid meeting form signed by KCAA representative as evidence of
having attended the meeting.
4. The tenderer must ensure that the tender is signed by the person holding a valid power of attorney, without
material deviation, reservation or omission. Attach a copy of letter granting power of attorney signed
by a commissioner of oaths.
5. Provide a duly filled, signed and stamped Confidential Business Questionnaire indicating all the directors and
their shareholding.
6. Attach copy of registration certificate/certificate of incorporation
7. Attach copy of CR12 Certificate from Business Registration Services (BRS) valid for the last 6 months from
the date of tender opening.
8. Duly completed, signed and stamped Form of Tender in the prescribed format.
9. Duly filled and signed Price Schedules completed in accordance with ITT 14 and ITT 19
10. Provide a Valid Tax Compliance Certificate or Tax Exemption Certificate if any.
11. Provide a tender security of Kshs. 150,000.00 Only (One hundred and fifty thousand) valid for a
minimum of 119 days inform of a Bank Guarantee
12. Submit a statement in the bidder’s letter head indicating that the bidder or their sub-contractor(s), if any,
is not debarred by PPRA or any other Authority from participating in procurement proceedings. Submit a duly
filled and signed Form SD1
13. Self-declaration that the person/tenderer will not engage in any corrupt or fraudulent practice. Submit a duly
filled and signed Form SD2
14. Duly signed declaration and commitment to the code of ethics
15. Submit a statement in the bidders letter head that the company is not insolvent, receivership, bankrupt or in
the process of being wound up
16. Project commitment/implementation plan – Bidders MUST attach sample/proposed project plan/work
program clearly indicating the expected completion date of the project (provide details). Indicate expected
completion for each deliverable.
17. The bidders shall submit the latest two (2) years audited financial statements (2022/2021 and 2020)
18. Bidders MUST have an average annual turnover in the last three years of Kshs 5,000,000.00.
19. Submit evidence that your firm will be able to raise capital of over Kshs 5,000,000 million for the project
without depending/ requesting for advance payment.
20. Evidence of at least three (3) reference sites in which the firm has successfully carried out similar
assignment of Supply, delivery, installation and commissioning of Fibre Optic Links valued at Kenya Shillings
Eight million (Ksh.8,000,000.00) and above on each contract provided. Attach copies of LSOs OR signed
contracts and corresponding recommendation letters, explicitly showing provision of the same, including
Postal, Telephone and E-mail addresses of the sites).
21. Must be registered with CA or ICT Authority for Network Installation or Communications Installation – attach
a certificate
22. Must submit Manufacturers Authorization for ALL Active Network components
23. Must submit Manufacturers Authorization for Radio Equipment for Optical Fibre Cable for MIA-MIA-RX Site
24. All the installed equipment and Network shall have unlimited warranty from any defect for a period of thirty
six (36) months from the date of commissioning

NOTE: Tenderers who do not MEET all the requirements of the mandatory eligibility
criteria will be considered non-responsive at this stage and will thus not be considered
further.

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 B. MANDATORY TECHNICAL EVALUATION (Refer ALL aspects of technical
specifications provided in the tender document)
i. Bidders will be expected to meet ALL the technical requirements as per the technical
specifications provided in this tender document for Supply, delivery, installation and
commissioning of Fibre Optic Link between Moi International Airport Control Tower and
Receiver Station and attach technical brochures for the proposed solution where appropriate.

ii. Bidders are further advised respond in writing against each technical requirement clearly
showing technical compliance for each specification against their brochure with references by
attaching a compliance checklist for all the specifications for the equipment, failure to which
the bid will be declared non-responsive.

iii. All Bidders MUST attach the required documentation and MUST respond in writing
against each mandatory technical related requirements clearly showing technical compliance
for each specification against their brochure with references. Marking compliant/non-
compliant (√) or (X) will be considered INVALID and WILL NOT BE EVALUATED

iv. Only bidders who meet ALL the mandatory technical specifications provided will be evaluated
at the next stage of evaluation, i.e., financial stage.

C. DUE DILIGENCE:
KCAA may conduct a due diligence after Tender evaluation process and before award of the
contract to confirm and verify the qualifications of the lowest evaluated most responsive tenderer
to be awarded the contract.
D. RECOMMENDATION FOR AWARD
The lowest evaluated bidder will be recommended for award of contract.

MANDATORY TECHNICAL EVALUATION (Refer ALL aspects of technical specifications

provided in the tender document)

i) Bidders must demonstrate understanding and must meet all the requirements under
technical specifications as per the below check list (supply, delivery, installation and
commissioning)
ii) Bidders are expected to respond to each item and demonstrate ability to provide
the required solution.
iii) All bidders must meet the below requirements by providing content against
each requirement as evidence of technical capability.
iv) Only bidders who meet ALL the mandatory technical requirements under specifications will
proceed to the next stage of evaluation.

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2.0 Services
The Fibre Optic Network shall be integrated with the existing PtMP Network in order to provide
Unified Bandwidth. Therefore the two links shall be Aggregated using IEEE Link Aggregation
Control Protocol LACP 803.2ad. The following are the requirements for the FOC Link:-
i) The laying of the RX-Tower links shall be such that it can be extended to FOB and RADAR
sites in future
ii) The Link shall be Single Mode FOC
iii) The Link shall be Aggregated with the PtMP by LACP 803.2ad
iv) Terminated on the current equipment for the PtMP – Router and switch but supplied with
own SPF and Fiber trays and other necessary accessories
v) L3 Ethernet switches shall be deployed to terminate the FOC
3.0 Scope of Works
a) Excavation. Prior to excavation, bidders shall be required to survey the FOC routing as this is
not given to any specific accuracy by KCAA. Sketches are shown overleaf.
b) Bidders shall obtain Way Leave from Kenya Airports Authority. The charges associated with
this shall be included in the bid offer.
c) Laying of the fiber cable between Receiver Station and Control Tower
d) Design Services for the FOC Network and integration of PtMP Network existing
e) Termination and Configuration of the FOC Cable on to the IP/MPLS Equipment
f) Integration of the End Equipment on the FOC Network at Control Tower and Receiver
Station. Bidders are advised to verify the interfaces required on the Cisco ISR 4000 series at
MIA Control Tower and MIA Receiver station. If the VHF need to be integrated, E & M
Interface Modules shall be supplied by the bidders.

4.0 Scope of supply

No Item Description Remarks
1. Fibre Optic Cable with all accessories for The cable shall be done to the recommended
installation: pricing, trays, pigtails etc standards and shall be laid the whole length RX
station to Control tower
2. SFP Modules
3. Interface Modules to Integrate ALL To connect both IP and Analogue radios both at
VHF Radio equipment Tow and Rx Station
4. Layer 3 (L3) Ethernet Network Switches 1 at Each Site
5. 1.5 kVA UPS Rack Mount 19”. To be mounted on existing racks.
Bidders to verify dimensions
6. Network configuration. Integrate all VHF Equipment into the IP/MPLS Part
on the FOC Network

4. Multiple Contracts (ITT 35.6)

4.1 Multiple contracts will be permitted in accordance with ITT 35.4. Tenderers are evaluated on basis
of Lots and the lowest evaluated tenderer identified for each Lot. The Procuring Entity will select
one Option of the two Options listed below for award of Contracts.
OPTION1
i. If a tenderer wins only one Lot, the tenderer will be awarded a contract for that Lot, provided the
tenderer meets the Eligibility and Qualification Criteria for that Lot.

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 ii.If a tenderer wins more than one Lot, the tender will be awarded contracts for all won Lots,
provided the tenderer meets the aggregate Eligibility and Qualification Criteria for all the Lots.
The tenderer will be awarded the combination of Lots for which the tenderer qualifies and the
others will be considered for award to second lowest the tenderers.
OPTION 2
The Procuring Entity will consider all possible combinations of won Lots [contract(s)] and
determine the combinations with the lowest evaluated price. Tenders will then be awarded to
the Tenderer or Tenderers in the combinations provided the tenderer meets the aggregate
Eligibility and Qualification Criteria for all the won Lots.
5. MARGIN OF PREFERENCE
5.1 If the TDS so specifies, the Procuring Entity will grant a margin of preference of 15% (fifteen
percent) to Tenderers offering goods manufactured, mined, extracted, grown, assembled or
semi-processed in Kenya. Goods assembled or semi-processed in Kenya shall have a local
content of not less than 40%.
5.2 The margin of preference will be applied in accordance with, and subject to, the following provisions:
a) Tenderers applying for such preference on goods offered shall be asked to provide, as part
of the data for qualification, such information, including details of the goods produced in
Kenya, so as to determine whether, according to the classification established by the
Procuring Entity, a particular category of goods or group of goods qualifies for a margin of
preference.
b) After Tenders have been received and reviewed by the Procuring Entity, goods offered in
the responsive Tenders shall be assessed to ascertain they are manufactured, mined,
extracted, grown, assembled or semi-processed in Kenya. Responsive tenders shall be
classified in to the following groups:
i. Group A: Tenders offering goods manufactured in Kenya, for which (a) labor, raw
materials, and components from within Kenya account for more than forty (40)
percent of the Ex-Works price; and the production facility in which they will be
manufactured or assembled has been engaged in manufacturing or assembling such
goods at least since the date of Tender submission date;
ii. Group B: All other Tenders offering Goods manufactured in Kenya;
iii. Group C: Tenders offering Goods manufactured outside Kenya that have been
already imported or that will be imported.
5.3 To facilitate this classification by the Procuring Entity, the tenderer shall complete whichever
version of the Price Schedule furnished in the Tendering document is appropriate, provided
however, that the completion of an in correct version of the Price Schedule by the Tenderer shall
not result in rejection of its Tender, but merely in the Procuring Entity's reclassification of the
Tender into its appropriate Tender group.
5.4 The Tenders in each group will then be compared to determine the Tender with the lowest
evaluated cost in that group. The lowest evaluated cost Tender from each group shall then be
compared with each other and if as a result of this comparison a Tender from Group A or Group
B is the lowest, it shall be selected for the award.
5.5 If as a result of the preceding comparison, a Tender from Group C is the lowest evaluated cost,
an amount equal to or 15% of the respective tender price, including unconditional discounts and
excluding provisional sums, if any, shall be added to the evaluated price offered in each tender
from Group C. If the tender from Group C is still the lowest tender, it shall be selected for award.
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If not, the lowest evaluated tender from Group A or B based on the first evaluation price shall be
selected.

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6. Alternative Tenders (ITT 13.1)
An alternative if permitted under ITT 13.1, will be evaluated as follows:
The Procuring Entity shall consider Tenders offered for alternatives as specified in Part 2 -
Procuring Entity's requirements. Only the technical alternatives, if any, of the Tenderer with the
Best Evaluated Tender conforming to the basic technical requirements shall be considered by the
Procuring Entity.
7. Post qualification and Contract award (ITT 39), more specifically,
a) In case the tender was subject to post-qualification, the contract shall be awarded to the lowest
evaluated tenderer, subject to confirmation of prequalification data, if so required.
b) In case the tender was not subject to post-qualification, the tender that has been determined
to be the lowest evaluated tenderer shall be considered for contract award, subject to
meeting each of the following conditions.
i) The Tenderer shall demonstrate that it has access to, or has available, liquid assets,
unencumbered real assets, lines of credit, and other financial means (independent of any
contractual advance payment) sufficient to meet the construction cash flow of Kenya
Shillings
ii) Minimum average annual construction turnover of Kenya Shillings [insert
amount], equivalent calculated as total certified payments received for contracts in
progress and/ or completed within the last [insert
of year] years.
iii) At least (insert number) of contract (s) of a similar nature executed
within Kenya, or the East African Community or abroad, that have been satisfactorily
and substantially completed as a prime contractor, or joint venture member or sub-
contractor each of minimum value Kenya shillings equivalent.
iv) Contractor's Representative and Key Personnel, which are specified as
Contractors key equipment listed on the table “Contractor's Equipment” below
and more specifically listed as [specify requirements for each lot as applicable]
v) Other conditions depending on their seriousness.
a) History of non-performing contracts:
Tenderer and each member of JV in case the Tenderer is a JV, shall demonstrate
that Non- performance of a contract did not occur because of the default of the
Tenderer, or the member of a JV in the last (specify years). The required
information shall be furnished in the appropriate form.
b) Pending Litigation
Financial position and prospective long-term profitability of the Single Tenderer,
and in the case the Tenderer is a JV, of each member of the JV, shall remain
sound according to criteria established with respect to Financial Capability under
Paragraph (i) above i fall pending litigation will be resolved against the Tenderer.
Tenderer shall provide information on pending litigations in the appropriate form.
c) Litigation History
There shall be no consistent history of court/ arbitral award decisions against the
Tenderer, in the last (specify years). All parties to the contract shall
furnish the information in the appropriate form about any litigation or arbitration
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 resulting from contracts completed or ongoing under its execution over the years
specified. A consistent history of awards against the Tenderer or any member of
a JV may result in rejection of the tender.
8. Qualification
AS PROVIDED IN THE EVALUATION CRITERIA
9. Personnel
The Tenderer must demonstrate that it will have the personnel for the key positions that meet the
following requirements:
Total Work Similar In Similar Works
No. Position
Experience (years) Experience (years)
1
2
3
…
The Tenderer shall provide details of the proposed personnel and their experience records in the
relevant Forms included in Section IV, Tendering Forms.

10. Equipment
The Tenderer must demonstrate that it will have access to the key Contractor's equipment listed
hereafter:
No. Equipment Type and Characteristics Minimum Number required
1
2
3
…
The Tenderer shall provide further details of proposed items of equipment using the relevant
Form in Section IV.
11. Subcontractors
Subcontractors/ manufacturers for the following major items of supply or services ('Specialized
Subcontractors') must meet the following minimum criteria, here in listed for that item:
Item No. Description of Item Minimum Criteria to be met
1
2
3
…
Failure to comply with this requirement will result in rejection of the subcontractor.
In the case of a Tenderer who offers to supply and install major items of supply under the
contract that the Tenderer did not manufacture or otherwise produce, the Tenderer shall
provide the manufacturer's authorization, using the form provided in Section IV, showing that
the Tenderer has been duly authorized by the manufacturer or producer of the related plant
and equipment or component to supply and install that item Kenya. The Tenderer is responsible
for ensuring that the manufacturer or producer complies with the requirements of ITT 4 and 5
and meets the minimum criteria listed above for that item.

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SECTION IV - TENDERING FORMS
1. FORM OF TENDER
INSTRUCTIONS TO TENDERERS
i. All italicized text is to help the Tenderer in preparing this form.
ii. The Tenderer must prepare this Form of Tender on stationery with its letterhead clearly
showing the Tenderer’s complete name and business address. Tenderers are reminded that
this is a mandatory requirement.
iii. Tenderer must complete and sign CERTIFICATE OF INDEPENDENT TENDER DETERMINATION
and the SELF DECLARATION FORMS OF THE TENDERER as listed under (s) below.
Date of this Tender submission.................................... [insert date (as day, month and year) of
Tender submission]
Tender Name and Identification.......................................... [insert identification]
Alternative No................[insert Identification No. if this is a Tender for an alternative]
To.......................................................... [Insert complete name of Procuring Entity]
a) No reservations: We have examined and have no reservations to the Tendering document,
including Addenda issued in accordance with ITT 8;
b) Eligibility: We meet the eligibility requirements and have no conflict of interest in accordance with
ITT 4;
c) Tender-Securing Declaration: We have not been suspended nor declared ineligible by the
Procuring Entity based on execution of a Tender Securing Declaration or Proposal-Securing
Declaration in Kenya in accordance with ITT 4.7;
d) Conformity: We offer to provide design, supply and installation services in conformity with the
Tendering document of the following…............................................................. [insert a brief
description of the Plant, Design, Supply and Installation Services];
e) Tender Price: The total price of our Tender, excluding any discounts offered in item (f) below is:
………………………………... [Insert one of the options below as appropriate]
Option1, in case of one lot: Total price is…...................................... [insert the total price of the
Tender in words and figures, indicating the various amounts and the respective currencies];
Or
Option 2, in case of multiple lots: (a) Total price of each lot………. [insert the total price of
each lot in words and figures, indicating the various amounts and the respective currencies];
and (b) Total price of all lots (sum of all lots).............[insert the total price of all lots in
words
and figures, indicating the various amounts and the respective currencies];
f) Discounts: The discounts offered and the methodology for their application are:
i) The discounts offered are [Specify in detail each discount offered.]
ii) The exact method of calculations to determine the net price after application of
discounts is shown below…. [Specify in detail the method that shall be used to apply the
discounts];

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g) Tender Validity Period: Our Tender shall be valid for the period specified in TDS 19.1 (as
amended if applicable) from the date fixed for the Tender submission deadline specified in TDS
23.1 (as amended if applicable), and it shall remain binding upon us and may be accepted at any

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 time before the expiration of that period;
h) Performance Security: I four Tender is accepted; we commit to obtain a Performance
Security in accordance with the Tendering document.
i) One Tender Per Tenderer: We are not submitting any other Tender (s) as an individual
Tenderer, and we are not participating in any other Tender (s) as a Joint Venture member, and
meet the requirements of ITT 4.3, other than alternative Tenders submitted in accordance with
ITT 13;
j) Suspension and Debarment: We, along with any of our subcontractors, suppliers,
consultants, manufacturers, or service providers for any part of the contract, are not subject to,
and not controlled by any entity or individual that is subject to, a temporary suspension.
Further, we are not ineligible under the Kenya laws or official regulations or pursuant to a
decision of the United Nations Security Council;
k) State-owned enterprise or institution: [select the appropriate option and delete the
other] [We are not a state- owned enterprise or institution]/ [We are a state-owned enterprise
or institution but meet the requirements of ITT 4.6];
l) Commissions, gratuities and fees: We have paid, or will pay the following commissions,
gratuities, or fees with respect to the Tendering process or execution of the Contract: [insert
complete name of each Recipient, its full address, the reason for which each commission or
gratuity was paid and the amount and currency of each such commission or gratuity]
Name of Recipient Address Reason Amount

(If none has been paid or is to be paid, indicate “none.”)

m) Binding Contract: We understand that this Tender, together with your written acceptance
thereof included in your Form of Acceptance, shall constitute a binding contract between us,
until a formal contract is prepared and executed.
n) Not Bound to Accept: We understand that you are not bound to accept the lowest evaluated
cost Tender, the Best Evaluated Tender or any other Tender that you may receive; and
o) Fraud and Corruption: We hereby certify that we have taken steps to ensure that no person
acting for us or on our behalf engages in any type of Fraud and Corruption.
p) Collusive practices: We hereby certify and confirm that the tender is genuine, non-collusive
and made with the intention of accepting the contract if awarded. To this effect we have signed
the “Certificate of Independent Tender Determination” attached below.
q) Code of Ethical Conduct: We undertake to adhere by the Code of Ethical Conduct for Persons
Participating in Public Procurement and Asset Disposal Activities in Kenya, copy available from
www.pppra.go.ke during the procurement process and the execution of any resulting contract.
r) Beneficial Ownership Information: We commit to provide to the procuring entity the
Beneficial Ownership Information in conformity with the Beneficial Ownership Disclosure Form
upon receipt of notification of intention to enter into a contract in the event we are the
successful tenderer in this subject procurement proceeding.
s) We, the Tenderer, have duly completed, signed and stamped the following Forms as part of our

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 Tender:
(i) Tenderer’s Eligibility: Confidential Business Questionnaire – to establish we are not in
any conflict to interest.
(ii) Certificate of Independent Tender Determination – to declare that we completed the
tender without colluding with other tenderers.
(iii) Self-Declaration of the Tenderer – to declare that we will, if awarded a contract, not
engage in any form of fraud and corruption.
(iv) Declaration and commitment to the code of ethics for Persons Participating in Public
Procurement and Asset Disposal Activities in Kenya.
t) Further, we confirm that we have read and understood the full content and scope of fraud and
corruption as informed in “Appendix 1- Fraud and Corruption” attached to the Form of Tender.
Name of the Tenderer..............[insert complete name of person signing the Tender]
Name of the person duly authorized to sign the Tender on behalf of the
Tenderer.............[insert complete name of person duly authorized to sign the Tender]
Title of the person signing the Tender…………... [insert complete title of the person signing the
Tender]
Signature of the person named above…………... [insert signature of person whose name and
capacity are shown above]

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

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2. TENDERER'S ELIGIBILITY - CONFIDENTIAL BUSINESS QUESTIONNAIRE
Instruction to Tenderer
Tender is instructed to complete the particulars required in this Form, one form for each entity if
Tender is a JV. Tenderer is further reminded that it is an offence to give false information on this
Form.
a) Tenderer’s details
ITEM DESCRIPTION
1 Name of the Procuring Entity
2 Reference Number of the Tender
3 Date and Time of Tender Opening
4 Name of the Tenderer
5 Full Address and Contact Details of the Tenderer. 1. Country
2. City
3. Location
4. Building
5. Floor
6. Postal Address
7. Name and email of contact person.
6 Current Trade License Registration Number and
Expiring date
7 Name, country and full address ( postal and physical
addresses, email, and telephone number) of Registering
Body/Agency
8 Description of Nature of Business
9 Maximum value of business which the Tenderer
handles.
10 State if Tenders Company is listed in stock exchange,
give name and full address (postal and physical
addresses, email, and telephone number) of state which
stock exchange

General and Specific Details

b) Sole Proprietor, provide the following details.
Name in full………………………… Age………………………… Nationality……………….……
Country of Origin………………………………………
Citizenship……………………………………………….
c) Partnership, provide the following details.
Names of Partners Nationality Citizenship % Shares owned
1
2
3
d) Registered Company, provide the following details.

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 a. Private or public Company
b. State the nominal and issued capital of the Company: -
Nominal Kenya Shillings (Equivalent)
Issued Kenya Shillings (Equivalent)
c. Give details of Directors as follows.
Names of Director Nationality Citizenship % Shares owned
1
2
3

e) DISCLOSURE OF INTEREST-Interest of the Firm in the Procuring Entity.

i. Are there any person/ persons in................................................................
(Name of Procuring Entity) who has/ have an interest or relationship in this firm?
Yes/No.........................................If yes, provide details as follows.

ii) Conflict of interest disclosure

Names of Person Designation in the Interest or Relationship with

Procuring Entity Tenderer
1
2
3
Type of Conflict Disclosure YES If YES provide
OR NO details of the
relationship
with Tenderer
1 Tenderer is directly or indirectly controls, is controlled by
or is under common control with another tenderer.
2 Tenderer receives or has received any direct or indirect
subsidy from another tenderer.
3 Tenderer has the same legal representative as another
tenderer
4 Tender has a relationship with another tenderer,
directly or through common third parties, that puts it in
a position to influence the tender of another tenderer,
or influence the decisions of the Procuring Entity
regarding this
tendering process.
5 Any of the Tenderer’s affiliates participated as a
consultant in the preparation of the design or technical
specifications of the works that are the subject of the
tender.

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6 Tenderer would be providing goods, works, non-
consulting services or consulting services during

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 Type of Conflict Disclosure YES If YES provide
OR NO details of the
relationship
with Tenderer
implementation of the contract specified in this Tender
Document.
7 Tenderer has a close business or family relationship
with a professional staff of the Procuring Entity who are
directly or indirectly involved in the preparation of the
Tender document or specifications of the Contract,
and/or the Tender evaluation process of such contract.
8 Tenderer has a close business or family relationship
with a professional staff of the Procuring Entity who
would be involved in the implementation or supervision
of the such
Contract.
9 Has the conflict stemming from such relationship stated
in item 7 and 8 above been resolved in a manner
acceptable to the Procuring Entity throughout the
tendering process and execution of the Contract.
f) Certification
On behalf of the Tenderer, I certify that the information given above is complete, current and
accurate as at the date of submission.
Full Name…………………………………………
Title or Designation…………………………...
………………………………. …………………………..
(Signature) (Date)

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3. CERTIFICATE OF INDEPENDENT TENDER DETERMINATION
I, the under signed, in submitting the accompanying Letter of Tender to
the…………………………………………………………………... [Name of Procuring Entity] for:
…………………………………………………………………...…………………………………………………………………...……
……………………………………………………………... [Name and number of tender] in response to the request
for tenders made by: …………………………………………………………………... [Name of Tenderer] do here
by make the following statements that I certify to be true and complete in every respect:
I certify, on behalf of...................................................................... [Name of Tenderer] that:
1. I have read and I understand the contents of this Certificate;
2. I understand that the Tender will be disqualified if this Certificate is found not to be true and
complete in every respect;
3. I am the authorized representative of the Tenderer with authority to sign this Certificate, and to
submit the Tender on behalf of the Tenderer;
4. For the purposes of this Certificate and the Tender, I understand that the word “competitor” shall
include any individual or organization, other than the Tenderer, whether or not affiliated with the
Tenderer, who:
a) Has been requested to submit a Tender in response to this request for tenders;
b) could potentially submit a tender in response to this request for tenders, based on their
qualifications, abilities or experience.
5. The Tenderer discloses that [check one of the following, as applicable]:
a) The Tenderer has arrived at the Tender independently from, and without consultation,
communication, agreement or arrangement with, any competitor;
b) The Tenderer has entered into consultations, communications, agreements or arrangements
with one or more competitors regarding this request for tenders, and the Tenderer discloses,
in the attached document(s), complete details thereof, including the names of the competitors
and the nature of, and reasons for, such consultations, communications, agreements or
arrangements.
6. In particular, without limiting the generality of paragraphs (5) (a) or (5) (b) above, there has
been no consultation, communication, agreement or arrangement with any competitor regarding:
a) prices;
b) methods, factors or formulas used to calculate prices;
c) the intention or decision to submit, or not to submit, a tender; or
d) the submission of a tender which does not meet the specifications of the request for Tenders;
except as specifically disclosed pursuant to paragraph (5) (b) above;
7. In addition, there has been no consultation, communication, agreement or arrangement with any
competitor regarding the quality, quantity, specifications or delivery particulars of the works or
services to which this request for tenders relates, except as specifically authorized by the
procuring authority or as specifically disclosed pursuant to paragraph (5) (b) above;
8. The terms of the Tender have not been, and will not be, knowingly disclosed by the Tenderer,
directly or indirectly, to any competitor, prior to the date and time of the official tender opening,
or of the awarding of the Contract, whichever comes first, unless otherwise required by law or as
specifically disclosed pursuant to paragraph (5) (b) above.
Name…………………………………………………………………...
Title…………………………………………………………………...
Date…………………………………………………………………...
[Name, title and signature of authorized agent of Tenderer and Date]

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4. SELF DECLARATION FORMS
FORM SD1
SELF DECLARATION THAT THE PERSON /TENDERER IS NOT DEBARRED IN THE MATTER
OF THE PUBLIC PROCUREMENT AND ASSET DISPOSAL ACT 2015.
I, ……………………………………., of Post Office Box …….………………………. being a resident
of…………………………………... in the Republic of.......................................do hereby make a statement as
follows: -
1. THAT I am the Company Secretary/ Chief Executive/ Managing Director/ Principal Officer/
Director of ………....………………………………... (insert name of the Company) who is a Bidder in
respect of Tender No.……………………... for ……………………………………………………………….….
(insert tender title/description) for ………………………………...…. (insert name of the Procuring
entity) and duly authorized and competent to make this statement.
2. THAT the afore said Bidder, its Directors and subcontractors have not been debarred from
participating in procurement proceeding under Part IV of the Act.
3. THAT what is deponed to here in above is true to the best of my knowledge, information and
belief.

………………………………… ………………………… ………………………

(Title) (Signature) (Date)

Bidder's Official Stamp

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 FORM SD2
5. SELF DECLARATION THAT THE PERSON/TENDERER WILL NOT ENGAGE IN ANY
CORRUPT OR FRAUDULENT PRACTICE.

I, .........................................of P. O. Box ........................ being a resident of................ in the

Republic of...................................do hereby make a statement as follows: -

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

of…................................................ (insert name of the Company) who is a Bidder in respect of Tender
No.…………………...for…………………….(insert tender title/description) for ……………… (insert
name of the Procuring entity) and duly authorized and competent to make this statement.

2. THAT the afore said Bidder, its servants and/ or agents/ subcontractors will not engage in any
corrupt or fraudulent practice and has not been requested to pay any inducement to any
member of the Board, Management, Staff and/or employees and/or agents of............(insert name
of the Procuring entity) which is the procuring entity.

3. THAT the aforesaid Bidder, its servants and/ or agents/ subcontractor shave not offered any
inducement to any member of the Board, Management, Staff and/ or employees and/ or agents
of.............................(name of the procuring entity).

4. THAT the aforesaid Bidder will not engage/ has not engaged in any corrosive practice with other
bidders participating in the subject tender.

5. THAT what is deponed to here in above is true to the best of my knowledge information and belief.

………………………………… …………………………… ………………………

(Title) (Signature) (Date)

Bidder's Official Stamp

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6. DECLARATION AND COMMITMENT TO THE CODE OF ETHICS
I,.................................................................................... (person) on behalf of
(Name of the Business/Company/Firm)......................................................... declare that I have read
and fully understood the contents of the Public Procurement & Asset Disposal Act, 2015, Regulations
and the Code of Ethics for persons participating in Public Procurement and Asset Disposal and my
responsibilities under the Code.
I do hereby commit to abide by the provisions of the Code of Ethics for persons participating in
Public Procurement and Asset Disposal.

Name of Authorized signatory................................................................

Sign...............................................................
Position........................................................
Office address.............................................Telephone................................................
E-mail...................................................................
Name of the Firm/Company................................................................
Date.................................................................................

(Company Seal/ Rubber Stamp where applicable)

Witness Name......................................................
Sign.....................................................................
Date.....................................................................

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7. PRICE SCHEDULE
(To be filled and grand total sum to be transferred to the form of
tender (contract sum).
TITLE OF TENDER: SUPPLY, DELIVERY, INSTALLATION AND COMMISSIONING OF FIBRE
OPTIC LINK BETWEEN MOI INTERNATIONAL AIRPORT CONTROL TOWER AND
RECEIVER STATION:

TENDER NUMBER: KCAA/011/2023-2024

NAME OF TENDERER: ……………………………………………………

No Item Description Qty Remarks Unit price in Total Price in
Kshs. Kshs.
1. Fibre Optic Cable with all Lot The cable shall be done to
accessories for installation: the recommended
pricing, trays, pigtails etc standards and shall be laid
the whole length RX
station
to Control tower
2. SFP Modules 20
3. Interface Modules to Integrate Lot To connect both IP and
ALL VHF Radio equipment Analogue radios both at
Tow and Rx Station
4. Layer 3 (L3) Ethernet Network 2 1 at Each Site
Switches
5. 1.5 kVA UPS 2
Rack Mount 19”. To be
mounted on existing racks.
Bidders to verify
dimensions
6. Network configuration. Lot Integrate all VHF
Equipment into the
IP/MPLS Part on the FOC
Network
GRAND TOTAL AMOUNT IN KENYA SHILLINGS INCLUSIVE OF ALL
APPLICABLE TAXES TO BE TRANSFERRED TO THE FORM OF TENDER

State your Installation Period………………………………………………

PLEASE NOTE AND COMPLY WITH THE FOLLOWING.

i. All prices for ALL items for the supply, delivery and installation of the project must be
inclusive of all applicable taxes and up to door step deliveries and commissioning.
ii. Bidders must indicate total price (contract sum) to be transferred to the form of
tender which will form the contract/tender sum.

Authorized Official:

Name Signature, date and official stamp

Country of Origin Declaration Form
Page 63 of 171
 Item Description Code Country

Schedule No. 2. Plant and Mandatory Spare Parts Supplied from Within Kenya

Item Description Qty. EXW Unit EXW Total Price1

Price1
(1) (2) (1) x (2)

TOTAL (to Schedule No. 5. Grand Summary)

Name of Tender
Signature
1
Specify currency in accordance with ITT 18

Schedule No. 3. Design Services

Item Description Qty. Unit Price1 Total

Price1
Local Currency Foreign Currency
Portion Portion
(1) (2) (optional) (1) x (2)

TOTAL (to Schedule No. 5. Grand Summary)

Name of Tenderer Signature

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Schedule No. 4. Installation and Other Services

Item Description Qty. Unit Price1 Total Price1

Foreign Currency Local Currency Foreign Local
Portion Portion
(1) (2) (3) (1) x (2) (1) x (3)

TOTAL (to Schedule No. 5. Grand Summary)

Name of Tenderer Signature

1
Specify currency in accordance with ITT 18
Schedule No. 5. Grand Summary

Item Description Total Price1

Foreign Local
Total Schedule No. 1. Plant, and Mandatory Spare
Parts Supplied from Abroad
Total Schedule No. 2. Plant, and Mandatory Spare
Parts Supplied from Within Kenya
Total Schedule No. 3. Design Services
Total Schedule No. 4. Installation and Other Services
TOTAL (to Tender Form)

Name of Tenderer Signature

1
Specify currency in accordance with ITT 18. Create and use as many columns for Foreign
Currency requirement as there are foreign currencies

Schedule No. 6. Recommended Spare Parts

Item Description Qty. Unit Price Total Price

CIF or CIP EXW
(foreign parts) (local parts)
(1) (2) (3) (1) x (2) or (3)

Name of Tenderer Signature

NOTE:
 Bidders must attach a detailed price schedule for all the items quoted for.
 Prices must be inclusive of all the applicable taxes.

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TECHNICAL PROPOSAL
- Site Organization
- Method Statement
- Mobilization Schedule
- Construction Schedule
- Plant
- Contractor's Equipment
- Personnel
- Proposed Subcontractors for Major Items of Plant and Installation Services
- Others

Page 66 of 171
SITE ORGANIZATION

Page 67 of 171
METHOD STATEMENT

Page 68 of 171
MOBILIZATION SCHEDULE

Page 69 of 171
 CONSTRUCTION SCHEDULE – NOT APPLICABLE
Contractor's Equipment

Form EQU

The Tenderer shall provide adequate information to demonstrate clearly that it has the capability to
meet the requirements for the key Contractor's equipment listed in Section III, Evaluation and
Qualification Criteria. A separate Form shall be prepared for each item of equipment listed, or for
alternative equipment proposed by the Tenderer.

Item of equipment

Equipment Name of manufacturer Model and power rating

information
Capacity Year of manufacture

Current Current location

status
Details of current commitments

Source Indicate source of the equipment

 Owned  Rented  Leased  Specially manufactured

Omit the following information for equipment owned by the Tenderer.

Owner Name of owner

Address of owner

Telephone Contact name and title

Fax Telex
Agreements Details of rental / lease / manufacture agreements specific to the project

Functional Guarantees

The Tenderer shall copy in the left column of the table below, the identification of each functional
guarantee required in the Specification and stated by the Procuring Entity in para.1.2 (c) of Section
III, Evaluation and Qualification Criteria, and in the right column, provide the corresponding value
for each functional guarantee of the proposed plant and equipment.

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 Required Functional Value of Functional Guarantee of the Proposed Plant and
Guarantee Equipment

1.
2.
3.
4. …

Personnel
Form PER -1- Proposed Personnel
Tenderers should provide the names of suitably qualified personnel to meet the specified
requirements stated in Section III. The data on their experience should be supplied using the Form
below for each candidate.
1. Title of position*
Name
2. Title of position*
Name
3. Title of position*
Name
4. Title of position*
Name
*As listed in Section III.

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Form PER-2
Resume of Proposed Personnel
Name of Tenderer
Position

Personnel information Name Date of birth

Professional qualifications
Present employment Name of Procuring Entity
Address of Procuring Entity
Telephone Contact (manager / personnel officer)
Fax E-mail

Job title Years with present Procuring Entity

Summarize professional experience over the last 20 years, in reverse chronological order. Indicate
particular technical and managerial experience relevant to the project.

From To Company/Project/Position/Relevant technical and management

experience

Proposed Subcontractors for Major Items of Plant and Installation Services

A list of major items of Plant and Installation Services is provided below.

The following Subcontractors and/or manufacturers are proposed for carrying out the item of the
facilities indicated. Tenderers are free to propose more than one for each item

Major Items of Plant and Proposed Nationality

Installation Services Subcontractors/Manufacturers

Others - Time Schedule

(to be used by Tenderer when alternative Time for Completion is invited in ITT 13.2)

Tenderers Qualification without prequalification

To establish its qualifications to perform the contract in accordance with Section III, Evaluation and
Qualification Criteria the Tenderer shall provide the information requested in the corresponding
Information Sheets included here under.

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Form ELI 1.1

Tenderer Information Sheet

Date: ………………………………………………………………….

ITT No.: ………………………………………………………………

1. Tenderer’s Legal Name

2. In case of JV, legal name of each party:

3. Tenderer’s actual or intended Country of Registration:

4. Tenderer’s Year of Registration:

5. Tenderer’s Legal Address in Country of Registration:

6. Tenderer’s Authorized Representative Information

Name:

Address:

Telephone/Fax numbers:

Email Address:

7. Attached are copies of original documents of:

Articles of Incorporation or Registration of firm named in 1, above, in accordance with ITT

4.1 and ITT 4.4. In case of JV, Form of intent to form JV including a draft agreement, or JV
agreement, in accordance with ITT 4.1 and ITT 11.2.

In case of state-owned enterprise or institution from Kenya, documents establishing legal and
financial autonomy and compliance with the principles of commercial law, and is not under
the supervision of the Procuring Entity in accordance with ITT 4.6.

Please note that a written authorization needs to be attached to this sheet as required by ITT 21.3

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Form ELI 1.2

Party to JV Information Sheet

Date…………………………………………

ITT No.…………………………………….

1. Tenderer’s Legal Name:

2. JV’s Party legal name:

3. JV’s Party Country of Registration:

4. JV’s Party Year of Registration:
5. JV’s Party Legal Address in Country of Registration:
6. JV’s Party Authorized Representative Information
Name:
Address:
Telephone/Fax numbers:
Email Address:
7. Attached are copies of original documents of:
Articles of Incorporation or Registration of firm named in 1, above, in accordance with ITT
4.1 and ITT 4.4.
In case of state-owned enterprise or institution from Kenya, documents establishing legal and
financial autonomy and compliance with the principles of commercial law and is not under
the supervision of the Procuring Entity, in accordance with ITT 4.6.

Page 74 of 171
Form CON – 2

Historical Contract Non-Performance

Tenderer's Legal Name: …………………………………………………………

Date…………………………………………………………

JV Member Legal Name: …………………………………………………………

ITT No.: …………………………………………………………

Non-Performed Contracts in accordance with Section III, Evaluation and Qualification Criteria
 Contract non-performance did not occur since 1st January [insert year] specified in Section
III, Evaluation and Qualification Criteria, Sub-Factor 2.1.
 Contract(s) not performed since 1st January [insert year] specified in Section III,
Evaluation and Qualification Criteria, requirement 2.1
Year Non- Contract Identification Total Contract
performed Amount (current
portion of value, currency,
contract exchange rate and
K Shilling
equivalent)
[insert [insert amount Contract Identification: [indicate complete contract [insert amount]
year] and percentage] name/ number, and any other identification]
Name of Procuring Entity: [insert full name]
Address of Procuring Entity: [insert City/
street/building/floor number/room
number/country]
Reason(s) for nonperformance: [indicate main
reason(s)]
Pending Litigation, in accordance with Section III, Evaluation and Qualification Criteria
 No pending litigation in accordance with Section III, Evaluation and Qualification Criteria,
Sub- Factor 2.3.
 Pending litigation in accordance with Section III, Evaluation and Qualification Criteria,
Sub- Factor 2.3 as indicated below.
Year of Amount in Contract Identification Total Contract
dispute dispute Amount (currency),
(currency) K Shilling Equivalent
(exchange rate)
Contract Identification:
Name of Procuring Entity:
Address of Procuring Entity:
Matter in dispute:
Party who initiated the dispute:
Status of dispute:

Page 75 of 171
 Contract Identification:
Name of Procuring Entity:
Address of Procuring Entity:
Matter in dispute:
Party who initiated the dispute:
Status of dispute:
Litigation History in accordance with Section III, Evaluation and Qualification Criteria
 No Litigation History in accordance with Section III, Evaluation and Qualification
Criteria, Sub-Factor 2.4.
 Litigation History in accordance with Section III, Evaluation and Qualification Criteria,
Sub- Factor 2.4 as indicated below.
[insert [insert Contract Identification: [indicate [insert amount]
year] percentage] complete contract name, number, and
any other identification]
Name of Procuring Entity: [insert
full name]
Address of Procuring Entity: [insert City/
street/building/floor number/room
number/country]
Matter in dispute: [indicate main
issues in dispute]
Party who initiated the dispute:
[indicate “Procuring Entity” or
“Contractor”]
Reason(s) for Litigation and
award decision [indicate main
reason(s)]

Form CCC
Current Contract Commitments / Works in Progress

Tenderers and each member to a JV should provide information on their current commitments on all
contracts that have been awarded, or for which a Form of intent or acceptance has been received,
or for contracts approaching completion, but for which an unqualified, full completion certificate has
yet to be issued.

Name Procuring Value of Estimated Average monthly

of Entity, outstanding work completion invoicing over last
contrac contact (current Kshs date six months
t address/tel equivalent) (K Shilling /month)
1.
2.
3.
4.
5.
etc.

Page 76 of 171
Page 77 of 171
Form FIN – 3.1
Financial Situation

Historical Financial Performance

Tenderer’s Legal Name: Date:

JV Member Legal Name: ITT No.:
To be completed by the Tenderer and, if JV, by each member

Financial Historic information for previous ( ) years

information in (Kshs. equivalent in 000s)
Kshs. equivalent
Year 1 Year 2 Year 3 Year … Year n Avg. Avg. Ratio
Information from Balance Sheet
Total Assets (TA)
Total Liabilities (TL)
Net Worth (NW)
Current Assets (CA)
Current Liabilities
(CL)
Information from Income Statement
Total Revenue (TR)

Profits Before
Taxes (PBT)

Attached are copies of financial statements (balance sheets, including all related notes, and income
statements) for the years required above complying with the following conditions:
a) Must reflect the financial situation of the Tenderer or member to a JV, and not sister or
parent companies.
b) Historic financial statements must be audited by a certified accountant.
c) Historic financial statements must be complete, including all notes to the financial
statements.
d) Historic financial statements must correspond to accounting periods already completed
and audited (no statements for partial periods shall be requested or accepted).

Page 78 of 171
Form FIN - 3.2

Average Annual Turnover

Tenderer's Legal Name……………………………………...Date: ……………………………………...

JV Member Legal Name: ……………………………………...ITT No.: ……………………………………...

Annual turnover data

Year Amount and Currency KSHILLING equivalent

*Average Annual Turnover

*Average annual turnover calculated as total certified payments received for work in progress or
completed, divided by the number of years specified in Section III, Evaluation Criteria, Sub-Factor
2.3.2.

Form FIN3.3

Financial Resources

Specify proposed sources of financing, such as liquid assets, unencumbered real assets, lines of
credit, and other financial means, net of current commitments, available to meet the total cash flow
demands of the subject contractor contracts as indicated in Section III, Evaluation and Qualification
Criteria.

Source of financing Amount (KShilling equivalent)

1.

2.

3.

4.

Page 79 of 171
Form EXP 4.1
General Experience
Tenderer's Legal Name: ……………………………………………..
JV Member Legal Name: ……………………………………………..
ITT No.: ……………………………………………..
Date: ……………………………………………..
Starting Ending Years Contract Identification
Role of Tenderer
Month/Year Month/Year *
Contract name:
Brief Description of the Works performed by
the Tenderer:
Name of Procuring Entity:
Address:
Contract name:
Brief Description of the Works performed by
the Tenderer:
Name of Procuring Entity:
Address:
Contract name:
Brief Description of the Works performed by
the Tenderer:
Name of Procuring Entity:
Address:
Contract name:
Brief Description of the Works performed by
the Tenderer:
Name of Procuring Entity:
Address:
Contract name:
Brief Description of the Works performed by
the Tenderer:
Name of Procuring Entity:
Address:
Contract name:
Brief Description of the Works performed by
the Tenderer:
Name of Procuring Entity:
Address:

*List calendar year for years with contracts with at least nine (9) months activity per year starting
with the earliest year

Page 80 of 171
Form EXP –4.2(a)

Specific Experience

Tenderer's Legal Name……………………………………..

JV Member Legal Name: ……………………………………..

Similar Contract No. [insert specific number] of Information

[total number of contracts]….............required
Description of the similarity in accordance with Sub-Factor
4.2a) of Section III:
Amount

Physical size

Complexity

Methods/Technology

Physical Production Rate

Form EXP –4.2(b)

Specific Experience in Key Activities

Tenderer’s Legal Name: Date:

JV Member Legal Name: ITT No.: Subcontractor’s Legal Name:

Information
Contract Identification
Award date
Completion date
Role in Contract   Subcontractor
Contractor Management
Contractor
Total contract amount KSHILLING
If member in a JV or subcontractor,
specify participation of total contract % KSHILLING
amount
Procuring Entity’s Name:

Page 81 of 171
 Information
Address:

Telephone/fax number:
E-mail:

Page 82 of 171
FORM OF TENDER SECURITY - [Option 1–Demand Bank Guarantee]

Beneficiary:…………………………. Request for Tenders No:…………………………………

Date: …………………………………

TENDER GUARANTEE No.: …………………………………

Guarantor: …………………………………

1. We have been informed that (here in after called "the Applicant") has submitted or
will submit to the Beneficiary its Tender (here in after called" the Tender") for the execution of
under Request for Tenders No. (“the ITT”).

2. Furthermore, we understand that, according to the Beneficiary's conditions, Tenders must be

supported by a Tender guarantee.

3. At the request of the Applicant, we, as Guarantor, hereby irrevocably undertake to pay the
Beneficiary any sum or sums not exceeding in total an amount of ( ) upon receipt by us
of the Beneficiary's complying demand, supported by the Beneficiary's statement, whether in the
demand itself or a separate signed document accompanying or identifying the demand, stating
that either the Applicant:

a) has withdrawn its Tender during the period of Tender validity set forth in the Applicant's
Letter of Tender (“the Tender Validity Period”), or any extension thereto provided by the
Applicant; or

b) having been notified of the acceptance of its Tender by the Beneficiary during the Tender
Validity Period or any extension thereto provided by the Applicant, (i) has failed to execute
the contract agreement, or (ii) has failed to furnish the Performance.

4. This guarantee will expire: (a) if the Applicant is the successful Tenderer, upon our receipt of
copies of the contract agreement signed by the Applicant and the Performance Security and, or
(b) if the Applicant is not the successful Tenderer, upon the earlier of (i) our receipt of a copy of
the Beneficiary's notification to the Applicant of the results of the Tendering process; or (ii) thirty
days after the end of the Tender Validity Period.

5. Consequently, any demand for payment under this guarantee must be received by us at the office
indicated above on or before that date.

…………………………………………………

[signature(s)]

Note: All italicized text is for use in preparing this form and shall be deleted from the
final product.

Page 83 of 171
FORMAT OF TENDER SECURITY [Option 2–Insurance Guarantee]

TENDER GUARANTEE No.…………………………………………….

1. Whereas...............[Name of the tenderer] (hereinafter called “the tenderer”) has submitted its tender dated
……… [Date of submission of tender] for the....................[Name and/or description of the tender] (hereinafter
called “the Tender”) for the execution of…...under Request for Tenders No..............................(“the ITT”).
2. KNOW ALL PEOPLE by these presents that WE ………………… of ………… [Name of Insurance Company]
having our registered office at …………… (hereinafter called “the Guarantor”), are bound unto ……………...
[Name of Procuring Entity] (hereinafter called “the Procuring Entity”) in the sum of …………………
(Currency and guarantee amount) for which payment well and truly to be made to the said Procuring
Entity, the Guarantor binds itself, its successors and assigns, jointly and severally, firmly by these presents.

Sealed with the Common Seal of the said Guarantor this day of 20 .

3. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION is such that if the Applicant:
a) has withdrawn its Tender during the period of Tender validity set forth in the Principal’s Letter of
Tender (“the Tender Validity Period”), or any extension thereto provided by the Principal; or
b) having been notified of the acceptance of its Tender by the Procuring Entity during the Tender Validity
Period or any extension thereto provided by the Principal; (i) failed to execute the Contract
agreement; or (ii) has failed to furnish the Performance Security, in accordance with the Instructions
to tenderers (“ITT”) of the Procuring Entity’s Tendering document.

then the guarantee undertakes to immediately pay to the Procuring Entity up to the above amount upon
receipt of the Procuring Entity’s first written demand, without the Procuring Entity having to substantiate
its demand, provided that in its demand the Procuring Entity shall state that the demand arises from the
occurrence of any of the above events, specifying which event(s) has occurred.

4. This guarantee will expire: (a) if the Applicant is the successful Tenderer, upon our receipt of
copies of the contract agreement signed by the Applicant and the Performance Security and, or
(b) if the Applicant is not the successful Tenderer, upon the earlier of (i) our receipt of a copy
of the Beneficiary's notification to the Applicant of the results of the Tendering process; or (ii)twenty-
eight days after the end of the Tender Validity Period.
5. Consequently, any demand for payment under this guarantee must be received by us at the office indicated
above on or before that date.

[Date] [Signature of the Guarantor]

[Witness] [Seal]

Page 84 of 171
TENDER-SECURING DECLARATION FORM {r 46 and 155(2)}

[The Bidder shall complete this Form in accordance with the instructions indicated]

Date:............................ [insert date (as day, month and year) of Tender Submission]

Tender No............................... [insert number of tendering process]

To............................................. [insert complete name of Purchaser]

I/We, the under signed, declare that:

1. I/We understand that, according to your conditions, bids must be supported by a Tender-
Securing Declaration.
2. I/We accept that I/ we will automatically be suspended from being eligible for tendering in any
contract with the Purchaser for the period of time of [insert number of months or years]
starting on [insert date], if we are in breach of our obligation (s) under the bid conditions,
because we–
(a) have withdrawn our tender during the period of tender validity specified by us in the
Tendering Data Sheet; or (b) having been notified of the acceptance of our Bid by the
Purchaser during the period of bid validity, (i) fail or refuse to execute the Contract, if required,
or (ii) fail or refuse to furnish the Performance Security, in accordance with the instructions to
tenders.
3. I/ We understand that this Tender Securing Declaration shall expire if we are not the successful
Tenderer (s), upon the earlier of:

a) Our receipt of a copy of your notification of the name of the successful Tenderer; or

b) Thirty days after the expiration of our Tender.

4. I/ We understand that if I am/ we are/ in a Joint Venture, the Tender Securing Declaration
must be in the name of the Joint Venture that submits the bid, and the Joint Venture has not
been legally constituted at the time of bidding, the Tender Securing Declaration shall be in the
names of all future partners as named in the letter of intent.

Signed: ...............................................................................................................

Capacity/title (director or partner or sole proprietor, etc.) .......................................................

Name: ..................................................................................................................

Duly authorized to sign the bid for and on behalf of:..............[insert complete name of Tenderer]

Dated on......................day of....................................................... [Insert date of signing]

Seal or stamp

Page 85 of 171
MANUFACTURER'S AUTHORIZATION FORM

Date: .......................................................

ITT No.: .......................................................

To: .......................................................

WHEREAS

We.........................................., who are official manufacturers of..................................................,

having factories at...................................................., do hereby authorize to submit a Tender
the purpose of which is to provide the following goods, manufactured by
us..................................................., and to subsequently negotiate and sign the Contract.

We hereby extend our full guarantee and warranty in accordance with Clause 27 of the General
Conditions, with respect to the goods offered by the above firm.

Signed: .......................................................

Name: .......................................................

Title: .......................................................

Duly authorized to sign this Authorization on behalf of: .................................................

Dated on..................... day of.................., ...................................

Page 86 of 171
PART 2 - PROCURING ENTITY'S REQUIREMENTS

Page 87 of 171
TECHNICAL SPECIFICATIONS FOR SUPPLY, DELIVERY,
INSTALLATION AND COMMISSIONING OF FIBRE OPTIC LINK
BETWEEN MOI INTERNATIONAL AIRPORT CONTROL TOWER AND
RECEIVER STATION :

1.0 PREAMBLE
KCAA is mandated by Aviation Act(2003) to provide Air Navigation Services within the
Nairobi Flight Information Region (FIR). In achieving this, KCAA has various systems,
ranging from RADAR, NAVAIDS, VHF Coverage both for Area Control Coverage as well as
VHF coverage localized at every manned aerodrome. Moi International Airport (MIA) in
Mombasa is one of the aerodromes equipped with both Area Coverage and local VHF
receivers as well as transmitters.

There is a Central Receiver Site in MIA, located to the South West of the Control Tower
about 2km away. Currently the site is linked to Control Tower with a Radio Link, which is a
Point To Multi-Point (PtMP) WiMAX that serves the Front Operations Base for Kenya Navy as
well.

The PtMP link carries the following traffic:-

i) Voice over IP (VoIP)

ii) VHF traffic
iii) AIM and AMHS Data Services
KCAA now wants to deploy a backup service for the above traffic by deploying Fiber Optic
Link between the VHF Receiver Station and Control Tower.

2.0 Services
The Fibre Optic Network shall be integrated with the existing PtMP Network in order to
provide Unified Bandwidth. Therefore the two links shall be Aggregated using IEEE Link
Aggregation Control Protocol LACP 803.2ad. The following are the requirements for the FOC
Link:-

vi) The laying of the RX-Tower links shall be such that it can be extended to FOB and
RADAR sites in future
vii) The Link shall be Single Mode FOC
Page 88 of 171
viii) The Link shall be Aggregated with the PtMP by LACP 803.2ad

Page 89 of 171
 ix) Terminated on the current equipment for the PtMP – Router and switch but supplied
with own SPF and Fiber trays and other necessary accessories
x) L3 Ethernet switches shall be deployed to terminate the FOC

3.0 Scope of Works

g) Excavation. Prior to excavation, bidders shall be required to survey the FOC routing
as this is not given to any specific accuracy by KCAA. Sketches are shown overleaf.
h) Bidders shall obtain Way Leave from Kenya Airports Authority. The charges
associated with this shall be included in the bid offer.
i) Laying of the fiber cable between Receiver Station and Control Tower
j) Design Services for the FOC Network and integration of PtMP Network existing
k) Termination and Configuration of the FOC Cable on to the IP/MPLS Equipment
l) Integration of the End Equipment on the FOC Network at Control Tower and Receiver
Station. Bidders are advised to verify the interfaces required on the Cisco ISR 4000
series at MIA Control Tower and MIA Receiver station. If the VHF need to be
integrated, E & M Interface Modules shall be supplied by the bidders.

Page 90 of 171
Page 91 of 171
Page 92 of 171
4.0 Scope of supply
No. Item Description Remarks
1. Fibre Optic Cable with all accessories for The cable shall be done to the recommended
installation: pricing, trays, pigtails etc standards and shall be laid the whole length RX
station to Control tower
2. SFP Modules
3. Interface Modules to Integrate ALL VHF To connect both IP and Analogue radios both at
Radio equipment Tow and Rx Station
4. Layer 3 (L3) Ethernet Network Switches 1 at Each Site
5. 1.5 kVA UPS Rack Mount 19”. To be mounted on existing
racks. Bidders to verify dimensions
6. Network configuration. Integrate all VHF Equipment into the IP/MPLS
Part on the FOC Network

Page 93 of 171
FORMS AND PROCEDURES

Form of Completion Certificate

Date:………………………………………

ITT No: ………………………………………

To: ………………………………………

Dear Ladies and/or Gentlemen,

Pursuant to GCC Clause 24 (Completion of the Facilities) of the General Conditions of the Contract
entered into between yourselves and the Procuring Entity dated………………………, relating to
the…………………………, we hereby notify you that the following part (s) of the Facilities was (were)
complete on the date specified below, and that, in accordance with the terms of the Contract, the
Procuring Entity hereby takes over the said part (s) of the Facilities, together with the responsibility
for care and custody and the risk of loss thereof on the date mentioned below.

1. Description of the Facilities or part there of: ………………………………………

2. Date of Completion: ………………………………………

However, you are required to complete the outstanding items listed in the attachment hereto as
soon as practicable.

This Form does not relieve you of your obligation to complete the execution of the Facilities in
accordance with the Contract nor of your obligations during the Defect Liability Period.

Very truly yours,

Title (Project Manager)

Page 94 of 171
FORM OF OPERATIONAL ACCEPTANCE CERTIFICATE

Date: ………………………………………

ITT No: ………………………………………

To: ………………………………………

Dear Ladies and/or Gentlemen,

Pursuant to GCC Sub-Clause 25.3 (Operational Acceptance) of the General Conditions of the Contract
entered into between yourselves and the Procuring Entity dated….............................................., relating
to the………………………………………, we hereby notify you that the Functional Guarantees of the
following part (s) of the Facilities were satisfactorily attained on the date specified below.

1. Description of the Facilities or part there of: ………………………………………

2. Date of Operational Acceptance: ………………………………………

This Form does not relieve you of your obligation to complete the execution of the Facilities in
accordance with the Contract nor of your obligations during the Defect Liability Period.

Very truly yours,

Title (Project Manager)

Page 95 of 171
CHANGE ORDER PROCEDURE AND FORMS
Date: .....................................................
ITT No: ...................................................
CONTENTS
1. General
2. Change Order Log
3. References for Changes
ANNEXES
Annex 1: Request for Change Proposal
Annex 2: Estimate for Change Proposal
Annex 3: Acceptance of Estimate
Annex 4: Change Proposal
Annex 5: Change Order
Annex 6: Pending Agreement Change Order
Annex 7: Application for Change Proposal
Change Order Procedure
1. General
This section provides samples of procedures and forms for implementing changes in the Facilities
during the performance of the Contract in accordance with GCC Clause 39 (Change in the Facilities)
of the General Conditions.
2. Change Order Log
The Contractor shall keep an up-to-date Change Order Log to show the current status of Requests
for Change and Changes authorized or pending, as Annex 8. Entries of the Changes in the Change
Order Log shall be made to ensure that the log is up-to-date. The Contractor shall attach a copy of
the current Change Order Log in the monthly progress report to be submitted to the Procuring
Entity.
3. References for Changes
1) Request for Change as referred to in GCC Clause 39 shall be serially numbered CR-X-nnn.
2) Estimate for Change Proposal as referred to in GCC Clause 39 shall be serially numbered
CN- X-nnn.
3) Acceptance of Estimate as referred to in GCC Clause 39 shall be serially numbered CA-X-nnn.
4) Change Proposal as referred to in GCC Clause 39 shall be serially numbered CP-X-nnn.
5) Change Order as referred to in GCC Clause 39 shall be serially numbered CO-X-nnn.
Note:
a) Requests for Change issued from the Procuring Entity's Home Office and the Site
representatives of the Procuring Entity shall have the following respective references:
Home Office CR-H-nnn
Site CR-S-nnn
Page 96 of 171
 b) The above number “nnn” is the same for Request for Change, Estimate for Change Proposal,
Acceptance of Estimate, Change Proposal and Change Order.
ANNEX 1. REQUEST FOR CHANGE PROPOSAL
(Procuring Entity's Form head)
To: .................................................... Date: ....................................................
Attention: ....................................................
Contract Name: ....................................................
Contract Number: ....................................................
Dear Ladies and/or Gentlemen:
With reference to the captioned Contract, you are requested to prepare and submit a Change
Proposal for the Change noted below in accordance with the following instructions
within………...days of the date of this Form....................................................
1. Title of Change: ....................................................
2. Change Request No. ....................................................
3. Originator of Change: ....................................................
4. Procuring Entity: ....................................................
5. Contractor (by Application for Change Proposal No.: ........................................
6. Brief Description of Change……………………………………………………...
7. Facilities and/or Item No. of equipment related to the requested Change:
8. Reference drawings and/ or technical documents for the request of Change: Drawing No./
Document No. Description
9. Detailed conditions or special requirements on the requested Change: …………
10. General Terms and Conditions:
a) Please submit your estimate to us showing what effect the requested Change will have on
the Contract Price.
b) Your estimate shall include your claim for the additional time, if any, for completion of the
requested Change.
c) If you have any opinion negative to the adoption of the requested Change in connection
with the conformability to the other provisions of the Contractor the safety of the Plant or
Facilities, please inform us of your opinion in your proposal of revised provisions.
d) Any increase or decrease in the work of the Contractor relating to the services of its
personnel shall be calculated.
e) You shall not proceed with the execution of the work for the requested Change until we
have accepted and confirmed the amount and nature in writing.
(Procuring Entity's Name) ...........................................................................................
(Signature).............................................................................................
(Name of signatory) ...............................................................................................
(Title of signatory) ............................................................................................

Page 97 of 171
ANNEX 2. ESTIMATE FOR CHANGE PROPOSAL

(Contractor's Form head)

To: ....................................................Date: ....................................................

Attention: ....................................................

Contract Name: ....................................................

Contract Number: ....................................................

Dear Ladies and/or Gentlemen:

With reference to your Request for Change Proposal, we are pleased to notify you of the
approximate cost of preparing the below-referenced Change Proposal in accordance with GCC Sub-
Clause 39.2.1 of the General Conditions. We acknowledge that your agreement to the cost of
preparing the Change Proposal, in accordance with GCC Sub-Clause 39.2.2, is required before
estimating the cost for change work.

1. Title of Change: ....................................................

2. Change Request No./Rev.: ....................................................

3. Brief Description of Change: ....................................................

4. Scheduled Impact of Change: ....................................................

5. Cost for Preparation of Change Proposal: 9

a) Engineering (Amount)

i) Engineer hrsx rate/hr=

ii) Draftsperson hrsx rate/hr= Sub-total hrs

iii) Total Engineering Cost

b) Other Cost

Total Cost (a) + (b)

(Contractor's Name)............................................
(Signature) ....................................................
(Name of signatory)....................................................
(Title of signatory) ....................................................

9Costs shall be in the currencies of the Contract.

Page 98 of 171
ANNEX 3. ACCEPTANCE OF ESTIMATE

(Procuring Entity's Form head)

To: ................................................. Date: .................................................

Attention: .................................................

Contract Name: .................................................

Contract Number: .................................................

Dear Ladies and/or Gentlemen:

We hereby accept your Estimate for Change Proposal and agree that you should proceed with the
preparation of the Change Proposal.

1. Title of Change: .................................................

2. Change Request No./ Rev.: .................................................

3. Estimate for Change Proposal No./ Rev.: .................................................

4. Acceptance of Estimate No./ Rev.: .................................................

5. Brief Description of Change: .................................................

6. Other Terms and Conditions: In the event that we decide not to order the Change accepted,
you shall be entitled to compensation for the cost of preparation of Change Proposal
described in your Estimate for Change Proposal mentioned in para. 3 above in accordance
with GCC Clause 39 of the General Conditions.

(Procuring Entity's Name) .................................................

(Signature) .................................................

(Name and Title of signatory) .................................................

Page 99 of 171
ANNEX 4. CHANGE PROPOSAL
(Contractor's Form head)
To: .................................................Date: .................................................
Attention: .................................................
Contract Name: .................................................
Contract Number: .................................................
Dear Ladies and/or Gentlemen:
In response to your Request for Change Proposal No………………………………., we hereby submit our
proposal as follows:
1. Title of Change: .................................................
2. Change Proposal No./Rev.:..................................
3. Originator of Change: .........................................
Procuring Entity: .................................................
Contractor: .................................................
4. Brief Description of Change: .................................................
5. Reasons for Change: .................................................
6. Facilities and/or Item No. of Equipment related to the requested Change: ........
7. Reference drawings and/ or technical documents for the requested Change: Drawing/
Document No. Description
8. Estimate of increase/ decrease to the Contract Price resulting from Change Proposal:
(Amount)
a) Direct material
b) Major construction equipment
c) Direct field labor (Total hrs)
d) Subcontracts
e) Indirect material and labor
f) Site supervision
g) Head office technical staff salaries
Process engineer……………. hrs @.........rate/hr
Project engineer……………. hrs @............rate/hr
Equipment engineer …………hrs @............rate/hr
Procurement……………. hrs @............rate/hr
Drafts person ……………. hrs @............rate/hr
Total….....................................hrs
h) Extraordinary costs (computer, travel, etc.)
i) Fee for general administration…....................% of Items

Page 100 of
171
 j) Taxes and customs duties

Total lump sum cost of Change Proposal

(Sum of items (a) to (j))

Cost to prepare Estimate for Change

Proposal (Amount payable if Change is not accepted)

9. Additional time for Completion required due to Change Proposal

10. Effect on the Functional Guarantees

11. Effect on the other terms and conditions of the Contract

12. Validity of this Proposal: within [Number] days after receipt of this Proposal by the
Procuring Entity

13. Other terms and conditions of this Change Proposal:

a) You are requested to notify us of your acceptance, comments or rejection of this

detailed Change Proposal within days from your receipt of this Proposal.
b) The amount of any increase and/or decrease shall be taken into account in the
adjustment of the Contract Price.
c) Contractor's cost for preparation of this Change Proposal:2

(Contractor's Name) ................................................

(Signature) ................................................

(Name of signatory) ................................................

(Title of signatory) ................................................

2Specify where necessary.

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ANNEX 5. CHANGE ORDER

(Procuring Entity's Form head)

To:…………………………………………… Date………………………………….

Attention: ……………………………………………

Contract Name: ……………………………………………

Contract Number: ……………………………………………

Dear Ladies and/or Gentlemen:

We approve the Change Order for the work specified in the Change Proposal (No...........), and agree
to adjust the Contract Price, Time for Completion and/or other conditions of the Contract in
accordance with GCC Clause 39 of the General Conditions.

1. Title of Change: ……………………………………………

2. Change Request No./Rev.: ……………………………………………

3. Change Order No./ Rev.: ……………………………………………

4. Originator of Change: ……………Procuring Entity: ……………Contractor…………………

5. Authorized Price: ……………………Ref. No.: …………………………Date….............................Foreign

currency portion…………………plus Local currency portion………………………

6. Adjustment of Time for Completion

None………… Increase………Days Decrease.............days

7. Other effects, if any

Authorized by: ………………………………………Date: ………………………………………

(Procuring Entity)

Accepted by: ………………………………………Date: ………………………………………

(Contractor)

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ANNEX 6. PENDING AGREEMENT CHANGE ORDER

(Procuring Entity's Form head)

To…………………………………………… Date………………………………….

Attention: ……………………………………………

Contract Name: ……………………………………………

Contract Number: ……………………………………………

Dear Ladies and/or Gentlemen:

We instruct you to carry out the work in the Change Order detailed below in accordance with GCC
Clause 39 of the General Conditions.

1. Title of Change: ……………………………………………

2. Procuring Entity's Request for Change Proposal No./Rev.: …………dated: …………

3. Contractor's Change Proposal No./Rev.: …………dated: …………

4. Brief Description of Change…………………………………….

5. Facilities and/or Item No. of equipment related to the requested Change………..

6. Reference Drawings and/or technical documents for the requested Change:

Drawing/Document No. Description

7. Adjustment of Time for Completion:

8. Other change in the Contract terms:

9. Other terms and conditions:

(Procuring Entity's Name) …………………………………………

(Signature)…………………………………………

(Name of signatory) …………………………………………

(Title of signatory) …………………………………………

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ANNEX 7. APPLICATION FOR CHANGE PROPOSAL

(Contractor's Form head)

To…………………………………………… Date………………………………….

Attention: ……………………………………………

Contract Name: ……………………………………………

Contract Number: ……………………………………………

Dear Ladies and/or Gentlemen:

We hereby propose that the below-mentioned work be treated as a Change in the Facilities.

1. Title of Change: ……………………………………………

2. Application for Change Proposal No./Rev.: ………………… dated………………………

3. Brief Description of Change: ……………………………………………

4. Reasons for Change: ……………………………………………

5. Order of Magnitude Estimation (in the currencies of the Contract):

6. Scheduled Impact of Change:

7. Effect on Functional Guarantees, if any:

8. Appendix:

(Contractor's Name) ……………………………………………

(Signature) ……………………………………………

(Name of signatory) ……………………………………………

(Title of signatory) ……………………………………………

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DRAWINGS

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Page 106 of
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PART 3 – CONDITIONS OF CONTRACT
AND CONTRACT FORMS

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GENERAL CONDITIONS OF CONTRACT
A. Contract and Interpretation
1. Definitions
7.1 The following words and expressions shall have the meanings here by assigned to them:
“Contract” means the Contract Agreement entered into between the Procuring Entity and the
Contractor, together with the Contract Documents referred to there in; they shall constitute the
Contract, and the term “the Contract” shall in all such documents be construed accordingly.
“Contract Documents” means the documents listed in Article 1.1 (Contract Documents) of the
Contract Agreement (including any amendments thereto).
“GCC” means the General Conditions of Contract hereof. “SCC” means the Special Conditions of
Contract.
“day” means calendar day. “year” means 365 days. “month” means calendar month.
“Party” means the Procuring Entity or the Contractor, as the context requires, and “Parties” means
both of them.
“Procuring Entity” means the public entity named as such in the SCC and includes the legal
successors or permitted assigns of the Procuring Entity.
“Project Manager” means the person appointed by the Procuring Entity in the manner provided
in GCC Sub- Clause 17.1 (Project Manager) hereof and named as such in the SCC to perform the
duties delegated by the Procuring Entity.
“Contractor” means the person(s) whose Tender to perform the Contract has been accepted by
the Procuring Entity and is named as Contractor in the Contract Agreement, and includes the
legal successors or permitted assigns of the Contractor.
“Contractor's Representative” means any person nominated by the Contractor and approved by
the Procuring Entity in the manner provided in GCC Sub-Clause 17.2 (Contractor's
Representative and Construction Manager) here of to perform the duties delegated by the
Contractor.
“Construction Manager” means the person appointed by the Contractor's Representative in the
manner provided in GCC Sub-Clause 17.2.4.
“Subcontractor,” including manufacturers, means any person to whom execution of any part of
the Facilities, including preparation of any design or supply of any Plant, is sub-contracted
directly or indirectly by the Contractor, and includes its legal successors or permitted assigns.
“Dispute Board” (DB) means the person or persons named as such in the SCC appointed by
agreement between the Procuring Entity and the Contractor to make a decision with respect to
any dispute or difference between the Procuring Entity and the Contractor referred to him or her
by the Parties pursuant to GCC Sub-Clause 46.1 (Dispute Board) hereof.
“Contract Price” means the sum specified in Article 2.1 (Contract Price) of the Contract
Agreement, subject to such additions and adjustments there to or deductions there from, as may
be made pursuant to the Contract.
“Facilities” means the Plant to be supplied and installed, as well as all the Installation Services to
be carried out by the Contractor under the Contract.
“Plant” means permanent plant, equipment, machinery, apparatus, materials, articles and things
of all kinds to be provided and incorporated in the Facilities by the Contractor under the Contract
(including the spare parts to be supplied by the Contractor under GCC Sub-Clause7.3 here of),
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“Installation Services” means all those services ancillary to the supply of the Plant for the
Facilities, to be provided by the Contractor under the Contract, such as transportation and
provision of marine or other similar insurance, inspection, expediting, site preparation works
(including the provision and use of Contractor's Equipment and the supply of all construction
materials required), installation, testing, pre-commissioning, commissioning, operations,
maintenance, the provision of operations and maintenance manuals, training, etc…as the case
may require.
“Contractor's Equipment” means all facilities, equipment, machinery, tools, apparatus, appliances
or things of every kind required in or for installation, completion and maintenance of Facilities
that are to be provided by the Contractor, but does not include Plant, or other things intended to
form or forming part of the Facilities.
“Country of Origin” means the countries and territories eligible as elaborated in the SCC.
“Site” means the land and other places upon which the Facilities are to be installed, and such
other land or places as may be specified in the Contract as forming part of the Site.
“Effective Date” means the date of fulfillment of all conditions stated in Article 3 (Effective Date)
of the Contract Agreement, from which the Time for Completion shall be counted.
“Time for Completion” means the time within which Completion of the Facilities as a whole (or of
a part of the Facilities where a separate Time for Completion of such part has been prescribed)
is to be attained, as referred to in GCC Clause8 and in accordance with the relevant provisions of
the Contract.
“Completion” means that the Facilities (or a specific part thereof where specific parts are
specified in the Contract) have been completed operationally and structurally and put in a tight
and clean condition, that all work in respect of Pre-commissioning of the Facilities or such
specific part thereof has been completed, and that the Facilities or specific part thereof are ready
for Commissioning as provided in GCC Clause 24 (Completion) hereof.
“Pre-commissioning” means the testing, checking and other requirements specified in the
Procuring Entity's Requirements that are to be carried out by the Contractor in preparation for
Commissioning as provided in GCC Clause24 (Completion) hereof.
“Commissioning” means operation of the Facilities or any part thereof by the Contractor following
Completion, which operation is to be carried out by the Contractor as provided in GCC Sub-Clause
25.1 (Commissioning) hereof, for the purpose of carrying out Guarantee Test(s).
“Guarantee Test(s)” means the test(s) specified in the Procuring Entity's Requirements to be
carried out to ascertain whether the Facilities or a specified part thereof is able to attain the
Functional Guarantees specified in the Appendix to the Contract Agreement titled Functional
Guarantees, in accordance with the provisions of GCC Sub-Clause25.2 (Guarantee Test) hereof.
“Operational Acceptance” means the acceptance by the Procuring Entity of the Facilities (or any
part of the Facilities where the Contract provides for acceptance of the Facilities in parts), which
certifies the Contractor's fulfillment of the Contract in respect of Functional Guarantees of the
Facilities (or the relevant part thereof) in accordance with the provisions of GCC Clause 28
(Functional Guarantees) hereof and shall include deemed acceptance in accordance with GCC
Clause 25 (Commissioning and Operational Acceptance) hereof.
“Defect Liability Period” means the period of validity of the warranties given by the Contractor
commencing at Completion of the Facilities or a part thereof, during which the Contractor is
responsible for defects with respect to the Facilities (or the relevant part thereof) as provided in
GCC Clause 27(Defect Liability) hereof.

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 “Notice of Dissatisfaction” means the notice given by either Party to the other under Sub-Clause
46.4 indicating its dissatisfaction and intention to commence arbitration.
8. Contract Documents
8.1 Subject to Article 1.2 (Order of Precedence) of the Contract Agreement, all documents forming
part of the Contract (and all parts thereof) are intended to be correlative, complementary and
mutually explanatory. The Contract shall be read as a whole.
9. Interpretation
9.1 In the Contract, except where the context requires otherwise:
a) Words indicating one gender include all genders;
b) words indicating the singular also include the plural and words indicating the plural also
include the singular;
c) provisions including the word “agree,” “agreed,” or “agreement” require the agreement to
be recorded in writing;
d) the word “tender” is synonymous with “Tender,” “tenderer,” with “Tenderer,” and “tender
documents” with “Tendering Document,” and
e) “written” or “in writing” means hand-written, type-written, printed or electronically made,
and resulting in a permanent record.
The marginal words and other headings shall not be taken in to consideration in the
interpretation of these Conditions.
9.2 Incoterms
Unless inconsistent with any provision of the Contract, the meaning of any trade term and
the rights and obligations of Parties thereunder shall be as prescribed by Incoterms.
Incoterms means international rules for interpreting trade terms published by the
er
International Chamber of Commerce (latest edition), 38 C ours Albert 1 , 75008 Paris,
France.
9.3 Entire Agreement
a) Subject to GCC Sub-Clause 16.4 hereof, the Contract constitutes the entire agreement between
the Procuring Entity and Contractor with respect to the subject matter of Contract and
supersedes all communications, negotiations and agreements (whether written or oral) of
Parties with respect there to made prior to the date of Contract.
9.4 Amendment
No amendment or other variation of the Contract shall be effective unless it is in writing, is
dated, expressly refers to the Contract, and is signed by a duly authorized representative of
each Party hereto.
9.5 Independent Contractor
The Contractor shall be an independent contract or performing the Contract. The Contract does
not create any agency, partnership, joint venture or other joint relationship between the Parties
hereto. Subject to the provisions of the Contract, the Contractor shall be solely responsible for
the manner in which the Contract is performed. All employees, representatives or
Subcontractors engaged by the Contractor in connection with the performance of the Contract
shall be under the complete control of the Contractor and shall not be deemed to be employees
of the Procuring Entity, and nothing contained in the Contractor in any subcontract awarded
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by the Contractor

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 shall be construed to create any contractual relationship between any such employees,
representatives or Subcontractors and the Procuring Entity.
9.6 Non-Waiver
a) Subject to GCC Sub-Clause 3.6.2 below, no relaxation, forbearance, delay or indulgence by
either Party in enforcing any of the terms and conditions of the Contract or the granting of
time by either Party to the other shall prejudice, affect or restrict the rights of that Party under
the Contract, nor shall any waiver by either Party of any breach of Contract operate as waiver
of any subsequent or continuing breach of Contract.
b) Any waiver of a Party's rights, powers or remedies under the Contract must be in writing, must
be dated and signed by an authorized representative of the Party granting such waiver, and
must specify the right and the extent to which it is being waived.
3.7 Severability
If any provision or condition of the Contract is prohibited or rendered invalid or unenforceable,
such prohibition, in validity or unenforced ability shall not affect the validity or enforce ability of
any other provisions and conditions of the Contract.
9.7 Country of Origin
“Origin” means the place where the plant and component parts thereof are mined, grown,
produced or manufactured, and from which the services are provided. Plant components are
produced when, through manufacturing, processing, or substantial or major assembling of
components, a commercially recognized product results that is substantially in its basic
characteristics or in purpose or utility from its components.
10. Communications
10.1 Wherever these Conditions provide for the giving or issuing of approvals, certificates, consents,
determinations, notices, requests and discharges, these communications shall be:
a) In writing and delivered against receipt; and
b) delivered, sent or transmitted to the address for the recipient's communications as
stated in the Contract Agreement.
When a certificate is issued to a Party, the certifier shall send a copy to the other Party. When
a notice is issued to a Party, by the other Party or the Project Manager, a copy shall be sent to
the Project Manager or the other Party, as the case may be.
11. Law and Language
11.1 The Contract shall be governed by in accordance with laws of Kenya
11.2 The ruling language of the Contract shall be English Language.
11.3 The language for communications shall be the English language.
12. Fraud and Corruption
12.1 The Procuring Entity requires compliance with the provisions of the Public Procurement and
Asset Disposal Act, 2015, Section 62 as set forth in Section …...” Declaration not to engage in
corruption”. The tender submitted by a person shall include a declaration that the person shall
not engage in any corrupt or fraudulent practice and a declaration that the person or his or her
sub-contractors are not debarred from participating in public procurement proceedings.
12.2 Tenderers shall permit and shall cause their agents (where declared or not), subcontractors,
sub- consultants, service providers, suppliers, and their personnel, to permit the PPRA to
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 accounts, records and other documents relating to any initial selection process, prequalification
process, tender submission, proposal submission, and contract performance (in the case of
award), and to have them audited by auditors appointed by the PPRA.
B. Subject Matter of Contract
13. Scope of Facilities
13.1 Unless otherwise expressly limited in the Procuring Entity's Requirements, the Contractor's
obligations cover the provision of all Plant and the performance of all Installation Services
required for the design, and the manufacture (including procurement, quality assurance,
construction, installation, associated civil works, Pre- commissioning and delivery) of the Plant,
and the installation, completion and commissioning of the Facilities in accordance with the
plans, procedures, specifications, drawings, codes and any other documents as specified in the
Section, Procuring Entity's Requirements. Such specifications include, but are not limited to, the
provision of supervision and engineering services; the supply of labor, materials, equipment,
spare parts (as specified in GCC Sub-Clause 7.3 below) and accessories; Contractor's
Equipment; construction utilities and supplies; temporary materials, structures and facilities;
transportation (including, without limitation, unloading and hauling to, from and at the Site);
and storage, except for those supplies, works and services that will be provided or performed
by the Procuring Entity, asset for thin the Appendix to the Contract Agreement titled Scope of
Works and Supply by the Procuring Entity.
13.2 The Contractor shall, unless specifically excluded in the Contract, perform all such work and/or
supply all such items and materials not specifically mentioned in the Contract but that can be
reasonably inferred from the Contract as being required for attaining Completion of the
Facilities as if such work and/or items and materials were expressly mentioned in the Contract.
13.3 In addition to the supply of Mandatory Spare Parts included in the Contract, the Contractor
agrees to supply spare parts required for the operation and maintenance of the Facilities for the
period specified in the SCC and the provisions, if any, specified in the SCC. However, the
identity, specifications and quantities of such spare parts and the terms and conditions relating
to the supply there of are to be agreed between the Procuring Entity and the Contractor, and
the price of such spare parts shall be that given in Price Schedule No.6, which shall be added to
the Contract Price. The price of such spare parts shall include the purchase price there for and
other costs and expenses (including the Contractor's fees) relating to the supply of spare parts.
14. Time for Commencement and Completion
14.1 The Contractor shall commence work on the Facilities within the period specified in the SCC and
without prejudice to GCC Sub-Clause 26.2 hereof, the Contractor shall thereafter proceed with
the Facilities in accordance with the time schedule specified in the Appendix to the Contract
Agreement titled Time Schedule.
14.2 The Contractor shall attain Completion of the Facilities or of a part where a separate time for
Completion of such part is specified in the Contract, within the time stated in the SCC or within
such extended time to which the Contractor shall be entitled under GCC Clause 40 hereof.
15. Contractor's Responsibilities
15.1 The Contractor shall design, manufacture including associated purchases and/or subcontracting,
install and complete the Facilities in accordance with the Contract. When completed, the
Facilities should be fit for the purposes for which they are intended as defined in the Contract.
15.2 The Contractor confirms that it has entered in to this Contract on the basis of a proper
examination of the data relating to the Facilities including any data as to boring tests provided by

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 the Procuring Entity, and on the basis of information that the Contractor could have obtained
from a visual inspection of the Site if access there to was available and of other data readily
available to it relating to the Facilities as of the date twenty-eight (28) days prior to Tender
submission. The Contractor acknowledges that any failure to acquaint itself with all such data
and information shall not relieve its responsibility for properly estimating the difficulty or cost of
successfully performing the Facilities.
15.3 The Contractor shall acquire and pay for all permits, approvals and /or licenses from all local,
state or national government authorities or public service undertakings in the country where the
Site is located which such authorities or undertakings require the Contractor to obtain in its
name and which are necessary for the performance of the Contract, including, without
limitation, visas for the Contractor's and Subcontractor's personnel and entry permits for all
imported Contractor's Equipment. The Contractor shall acquire all other permits, approvals
and/or licenses that are not the responsibility of the Procuring Entity under GCC Sub-
Clause10.3 hereof and that are necessary for the performance of the Contract.
15.4 The Contractor shall comply with all laws in force in the country where the Facilities are to be
implemented. The laws will include all local, state, national or other laws that affect the
performance of the Contract and bind upon the Contractor. The Contractor shall indemnify and
hold harmless the Procuring Entity from and against any and all liabilities, damages, claims,
fines, penalties and expenses of whatever nature arising or resulting from the violation of such
laws by the Contractor or its personnel, including the Subcontractors and their personnel, but
without prejudice to GCC Sub-Clause 10.1 hereof.
15.5 Any Plant and Installation Services that will be incorporated in or be required for the Facilities
and other supplies shall have their origin as specified under GCC Clause 1 (Country of Origin).
Any subcontractors retained by the Contractor shall be from a country as specified in GCC
Clause1 Country of Origin).
15.6 If the Contractor is a joint venture, or association (JV) of two or more persons, all such persons
shall be jointly and severally bound to the Procuring Entity for the fulfillment of the provisions of
the Contract, and shall designate one of such persons to act as a leader with authority to bind
the JV. The composition or the constitution of the JV shall not be altered without the prior
consent of the Procuring Entity.
15.7 Pursuant to paragraph 2.2 e. of Appendix B to the General Conditions the Contractor shall
permit and shall cause its subcontractors and sub-consultants to permit, PPRA and/or persons
appointed by PPRA to inspect the Site and/or the accounts and records relating to the
procurement process, selection and/or contract execution, and to have such accounts and
records audited by auditors appointed by PPRA. The Contractor's and its Subcontractors' and
sub-consultants' attention is drawn to Sub-Clause 6.1 which provides, interalia, that acts
intended to materially impede the exercise of the PPRA's inspection and audit rights constitute a
prohibited practice subject to contract termination.
15.8 The Contractor shall conform to the sustainable procurement contractual provisions, if and as
specified in the SCC.
16. Procuring Entity's Responsibilities
16.1 All information and/or data to be supplied by the Procuring Entity as described in the Appendix
to the Contract Agreement titled Scope of Works and Supply by the Procuring Entity, shall be
deemed to be accurate, except when the Procuring Entity expressly states otherwise.
16.2 The Procuring Entity shall be responsible for acquiring and providing legal and physical
possession of the Site and access thereto, and for providing possession of and access to all
other areas reasonably required for the proper execution of the Contract, including all requisite
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rights

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 of way, as specified in the Appendix to the Contract Agreement titled Scope of Works and
Supply by the Procuring Entity. The Procuring Entity shall give full possession of an accord all
rights of access there to on or before the date (s) specified in that Appendix.
16.3 The Procuring Entity shall acquire and pay for all permits, approvals and/or licenses from all
local, state or national government authorities or public service under takings in the country
where the Site is located which such authorities or under takings require the Procuring Entity
to obtain in the Procuring Entity's name, (b) are necessary for the execution of the Contract,
including those required for the performance by both the Contractor and the Procuring Entity
of their respective obligations under the Contract, and (c) are specified in the Appendix (Scope
of Works and Supply by the Procuring Entity).
16.4 If requested by the Contractor, the Procuring Entity shall use its best endeavors to assist the
Contractor in obtaining in a timely and expeditious manner all permits, approvals and/or
licenses necessary for the execution of the Contract from all local, state or national
government authorities or public service under takings that such authorities or undertakings
require the Contractor or Subcontractors or the personnel of the Contractor or Subcontractors,
as the case may be, to obtain.
16.5 Unless otherwise specified in the Contract or agreed upon by the Procuring Entity and the
Contractor, the Procuring Entity shall provide sufficient, properly qualified operating and
maintenance personnel; shall supply and make available all raw materials, utilities, lubricants,
chemicals, catalysts, other materials and facilities; and shall perform all work and services of
whatsoever nature, including those required by the Contractor to properly carry out Pre-
commissioning, Commissioning and Guarantee Tests, all in accordance with the provisions of
the Appendix to the Contract Agreement titled Scope of Works and Supply by the Procuring
Entity, at or before the time specified in the program furnished by the Contractor under GCC
Sub- Clause18.2 hereof and in the manner thereupon specified or as otherwise agreed upon by
the Procuring Entity and the Contractor.
16.6 The Procuring Entity shall be responsible for the continued operation of the Facilities after
Completion, in accordance with GCC Sub-Clause 24.8, and shall be responsible for facilitating
the Guarantee Test (s) for the Facilities, in accordance with GCC Sub-Clause 25.2.
16.7 All costs and expenses involved in the performance of the obligations under this GCC Clause 10
shall be the responsibility of the Procuring Entity, save those to be incurred by the Contractor
with respect to the performance of Guarantee Tests, in accordance with GCC Sub-Clause25.2.
16.8 In the event that the Procuring Entity shall be in breach of any of his obligations under this
Clause, the additional cost incurred by the Contractor in consequence there of shall be
determined by the Project Manager and added to the Contract Price.
C. Payment
17. Contract Price
17.1 Contract as specified in Article 2 (Contract Price and Terms of Payment) of the Contract
Agreement.
17.2 Unless an adjustment clause is provided for in the SCC, the Contract Price shall be a firm lump
sum not subject to any alteration, except in the event of a Change in the Facilities or as
otherwise provided in the Contract.
17.3 Subject to GCC Sub-Clauses 9.2,10.1 and 35 hereof, the Contractor shall be deemed to have
satisfied itself as to the correctness and sufficiency of the Contract Price, which shall, except
as otherwise provided for in the Contract, cover all its obligations under the Contract.

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18. Terms of Payment
18.1 The Contract Price shall be paid as specified in Article 2 (Contract Price and Terms of
Payment) of the Contract Agreement and in the Appendix to the Contract Agreement titled
Terms and Procedures of Payment, which also outlines the procedures to be followed in
making application for and processing payments.
18.2 No payment made by the Procuring Entity herein shall be deemed to constitute acceptance by
the Procuring Entity of the Facilities or any part (s) thereof.
18.3 In the event that the Procuring Entity fails to make any payment by its respective due date or
within the period set for thin the Contract, the Procuring Entity shall pay to the Contractor
interest on the amount of such delayed payment at the rate(s) shown in the Appendix to the
Contract Agreement titled Terms and Procedures of Payment, for the period of delay until
payment has been made in full, whether before or after judgment or arbitrage award.
18.4 The currency or currencies in which payments are made to the Contractor under this Contract
shall be specified in the Appendix to the Contract Agreement titled Terms and Procedures of
Payment, subject to the general principle that payments will be made in the currency or
currencies in which the Contract Price has been stated in the Contractor's Tender.
19. Securities
19.1 Issuance of Securities
The Contractor shall provide the securities specified below in favor of the Procuring Entity at
the times, and in the amount, manner and form specified below.
19.2 Advance Payment Security
13.2.1 The Contractor shall, within twenty-eight (28) days of the notification of contract award,
provide a security in an amount equal to the advance payment calculated in accordance
with the Appendix to the Contract Agreement titled Terms and Procedures of Payment, and
in the same currency or currencies.
13.2.2 The security shall be in the form provided in the Tendering documents or in another form
acceptable to the Procuring Entity. The amount of the security shall be reduced in
proportion to the value of the Facilities executed by and paid to the Contractor from time to
time, and shall automatically become null and void when the full amount of the advance
payment has been recovered by the Procuring Entity. The security shall be returned to the
Contractor immediately after its expiration.
19.3 Performance Security
13.3.1 The Contractor shall, within twenty-eight (28) days of the notification of contract award,
provide a security for the due performance of the Contract in the amount specified in the
SCC.
13.3.2 The Performance Security shall be denominated in the currency or currencies of the Contract,
or in a freely convertible currency acceptable to the Procuring Entity, and shall be in the form
provided in Section X, Contract Forms, corresponding to the type of bank guarantee
stipulated by the Procuring Entity in the SCC, or in another form acceptable to the Procuring
Entity.
13.3.3 Unless otherwise specified in the SCC, the security shall be reduced by half on the date of
the Operational Acceptance. The Security shall become null and void, or shall be reduced
prorata to the Contract Price of a part of the Facilities for which a separate Time for
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Completion is provided, five hundred and forty (540) days after Completion of the Facilities
or three hundred and sixty five (365) days after Operational Acceptance of the Facilities,
whichever occurs first;

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 provided, however, that if the Defects Liability Period has been extended on any part of the
Facilities pursuant to GCC Sub-Clause27.8 hereof, the Contractor shall issue an additional
security in an amount proportionate to the Contract Price of that part. The security shall be
returned to the Contractor immediately after its expiration, provided, however, that if the
Contractor, pursuant to GCC Sub- Clause 27.10, is liable for an extended defect liability
obligation, the Performance Security shall be extended for the period specified in the SCC
pursuant to GCC Sub-Clause 27.10 and up to the amount specified in the SCC.
13.3.4 The Procuring Entity shall not make a claim under the Performance Security, except for
amounts to which the Procuring Entity is entitled under the Contract. The Procuring Entity
shall indemnify and hold the Contractor harmless against and from all damages, losses and
expenses (including legal fees and expenses) resulting from a claim under the Performance
Security to the extent to which the Procuring Entity was not entitled to make the claim.
20. Taxes and Duties
20.1 Except as otherwise specifically provided in the Contract, the Contractor shall bear and pay all
taxes, duties, levies and charges assessed on the Contractor, its Subcontractors or their
employees by all municipal, state or national government authorities in connection with the
Facilities in and outside of the country where the Site is located.
20.2 If any tax exemptions, reductions, allowances or privileges may be available to the Contractor
in Kenya, the Procuring Entity shall use its best endeavors to enable the Contractor to benefit
from any such tax savings to the maximum allowable extent.
20.3 For the purpose of the Contract, it is agreed that the Contract Price specified in Article 2
(Contract Price and Terms of Payment) of the Contract Agreement is based on the taxes,
duties, levies and charges prevailing at the date twenty-eight (28) days prior to the date of
Tender submission in Kenya (hereinafter called “Tax” in this GCC Sub-Clause14.4). If any rates
of Tax are increased or decreased, a new Tax is introduced, an existing Tax is abolished, or
any change in interpretation or application of any Tax occurs in the course of the performance
of Contract, which was or will be assessed on the Contractor, Subcontractors or their
employees in connection with performance of the Contract, an equitable adjustment of the
Contract Price shall be made to fully take in to account any such change by addition to the
Contract Price or deduction therefrom, as the case may be, in accordance with GCC Clause36
hereof.
A. Intellectual Property
21. License/Use of Technical Information
21.1 For the operation and maintenance of the Plant, the Contractor hereby grants a non-exclusive
and non- transferable license (without the right to sub-license) to the Procuring Entity under
the patents, utility models or other industrial property rights owned by the Contractor or by a
third Party from whom the Contractor has received the right to grant licenses there under, and
shall also grant to the Procuring Entity a non-exclusive and non-transferable right (without the
right to sub-license) to use the know-how and other technical information disclosed to the
Procuring Entity under the Contract. Nothing contained herein shall be construed as
transferring ownership of any patent, utility model, trademark, design, copyright, know-how or
other intellectual property right from the Contractor or any third Party to the Procuring Entity.
21.2 The copy right in all drawings, documents and other materials containing data and information
furnished to the Procuring Entity by the Contractor here in shall remain vested in the
Contractor or, if they are furnished to the Procuring Entity directly or through the Contractor
by any third Party, including suppliers of materials, the copy right in such materials shall
remain vested in such third Party.
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22. Confidential Information
22.1 The Procuring Entity and the Contractor shall keep confidential and shall not, without the
written consent of the other Party hereto, divulge to any third Party any documents, data or
other information furnished directly or indirectly by the other Party hereto in connection with
the Contract, whether such information has been furnished prior to, during or following
termination of the Contract. Notwithstanding the above, the Contractor may furnish to its
Subcontractor (s) such documents, data and other information it receives from the Procuring
Entity to the extent required for the Subcontractor (s) to perform its work under the Contract,
in which event the Contractor shall obtain from such Subcontractor (s) an under taking of
confidentiality similar to that imposed on the Contractor under this GCC Clause16.
22.2 The Procuring Entity shall not use such documents, data and other information received from
the Contractor for any purpose other than the operation and maintenance of the Facilities.
Similarly, the Contractor shall not use such documents, data and other information received
from the Procuring Entity for any purpose other than the design, procurement of Plant,
construction or such other work and services as are required for the performance of the
Contract.
22.3 The obligation of a Party under GCC Sub-Clauses 16.1 and 16.2 above, however, shall not
apply to that information which
a) Now or here after enters the public domain through no fault of that Party
b) can be proven to have been possessed by that Party at the time of disclosure and which
was not previously obtained, directly or indirectly, from the other Party hereto
c) otherwise lawfully becomes available to that Party from a third Party that has no obligation
of confidentiality.
22.4 The above provisions of this GCC Clause 16 shall not in any way modify any undertaking of
confidentiality given by either of the Parties hereto prior to the date of the Contract in respect
of the Facilities or any part thereof.
22.5 The provisions of this GCC Clause 16 shall survive termination, for whatever reason, of the
Contract.
B. Execution of the Facilities
23. Representatives
23.1 Project Manager
If the Project Manager is not named in the Contract, then within fourteen (14) days of the
Effective Date, the Procuring Entity shall appoint and notify the Contractor in writing of the
name of the Project Manager. The Procuring Entity may from time to time appoint some other
person as the Project Manager in place of the person previously so appointed, and shall give a
notice of the name of such other person to the Contractor without delay. No such appointment
shall be made at such a time or in such a manner as to impede the progress of work on the
Facilities. Such appointment shall only take effect upon receipt of such notice by the
Contractor. The Project Manager shall represent and act for the Procuring Entity at all times
during the performance of the Contract. All notices, instructions, orders, certificates, approvals
and all other communications under the Contract shall be given by the Project Manager, except
as here in otherwise provided.

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 All notices, instructions, information and other communications given by the Contractor to the
Procuring Entity under the Contract shall be given to the Project Manager, except as herein
otherwise provided.
23.2 Contractor's Representative & Construction Manager
17.2.1 If the Contractor's Representative is not named in the Contract, then within fourteen (14)
days of the Effective Date, the Contractor shall appoint the Contractor's Representative and
shall request the Procuring Entity in writing to approve the person so appointed. If the
Procuring Entity makes no objection to the appointment within fourteen (14) days, the
Contractor's Representative shall be deemed to have been approved. If the Procuring Entity
objects to the appointment within fourteen (14) days giving the reason therefor, then the
Contractor shall appoint a replacement within fourteen (14) days of such objection, and the
foregoing provisions of this GCC Sub-Clause17.2.1 shall apply thereto.
17.2.2 The Contractor's Representative shall represent and act for the Contractor at all times during
the performance of the Contract and shall give to the Project Manager all the Contractor's
notices, instructions, information and all other communications under the Contract.
17.2.3 All notices, instructions, information and all other communications given by the Procuring
Entity or the Project Manager to the Contractor under the Contract shall be given to the
Contractor's Representative or, in its absence, its deputy, except as herein otherwise
provided.
17.2.4 The Contractor shall not revoke the appointment of the Contractor's Representative without
the Procuring Entity's prior written consent, which shall not be unreasonably withheld. If the
Procuring Entity consents thereto, the Contractor shall appoint some other person as the
Contractor's Representative, pursuant to the procedure set out in GCC Sub-Clause 17.2.1.
17.2.5 The Contractor's Representative may, subject to the approval of the Procuring Entity which
shall not be unreasonably withheld, at any time delegate to any person any of the powers,
functions and authorities vested in him or her. Any such delegation may be revoked at any
time. Any such delegation or revocation shall be subject to a prior notice signed by the
Contractor's Representative, and shall specify the powers, functions and authorities there by
delegated or revoked. No such delegation or revocation shall take effect unless and until a
copy there of has been delivered to the Procuring Entity and the Project Manager.
17.2.6 Any actor exercise by any person of powers, functions and authorities so delegated to him or
her in accordance with this GCC Sub-Clause 17.2.3 shall be deemed to be an actor exercise
by the Contractor's Representative.
17.2.7 From the commencement of installation of the Facilities at the Site until Completion, the
Contractor's Representative shall appoint a suitable person as the Construction Manager. The
Construction Manager shall supervise all work done at the Site by the Contractor and shall be
present at the Site throughout normal working hours except when on leave, sick or absent
for reasons connected with the proper performance of the Contract. Whenever the
Construction Manager is absent from the Site, a suitable person shall be appointed to act as
the Construction Manager's deputy.
17.2.8 The Procuring Entity may by notice to the Contractor object to any representative or person
employed by the Contractor in the execution of the Contract who, in the reasonable opinion
of the Procuring Entity, may be have inappropriately, may be incompetent or negligent, or
may commit a serious breach of the Site regulations provided under GCC Sub-Clause 22.4.
The Procuring Entity shall provide evidence of the same, where upon the Contractor shall
remove such person from the Facilities.

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17.2.9 If any representative or person employed by the Contractor is removed in accordance with
GCC Sub-Clause 17.2.5, the Contractor shall, where required, promptly appoint a
replacement.

24. Work Program

24.1 Contractor's Organization
The Contractor shall supply to the Procuring Entity and the Project Manager a chart showing
the proposed organization to be established by the Contractor for carrying out work on the
Facilities within twenty-one (21) days of the Effective Date. The chart shall include the
identities of the key personnel and the curricula vitae of such key personnel to be employed
shall be supplied together with the chart. The Contractor shall promptly inform the Procuring
Entity and the Project Manager in writing of any revision or alteration of such an organization
chart.
24.2 Program of Performance
Within twenty-eight (28) days after the Effective Date, the Contractor shall submit to the
Project Manager a detailed program of performance of the Contract, made in a form
acceptable to the Project Manager and showing the sequence in which it proposes to design,
manufacture, transport, assemble, install and pre- commission the Facilities, as well as the
date by which the Contractor reasonably requires that the Procuring Entity shall have fulfilled
its obligations under the Contract so as to enable the Contractor to execute the Contract in
accordance with the program and to achieve Completion, Commissioning and Acceptance of
the Facilities in accordance with the Contract. The program so submitted by the Contractor
shall accord with the Time Schedule included in the Appendix to the Contract Agreement titled
Time Schedule, and any other dates and periods specified in the Contract. The Contractor shall
update and revise the program as and when appropriate or when required by the Project
Manager, but without modification in the Times for Completion specified in the SCC pursuant
to Sub-Clause 8.2 and any extension granted in accordance with GCC Clause 40, and shall
submit all such revisions to the Project Manager.
24.3 Progress Report
The Contractor shall monitor progress of all the activities specified in the program referred to in
GCC Sub- Clause 18.2 above, and supply a progress report to the Project Manager every month.
The progress report shall be in a form acceptable to the Project Manager and shall indicate: (a)
percentage completion achieved compared with the planned percentage completion for each
activity; and (b) where any activity is behind the program, giving comments and likely
consequences and stating the corrective action being taken.
24.4 Progress of Performance
If at any time the Contractor's actual progress falls behind the program referred to in GCC
Sub- Clause 18.2, or it becomes apparent that it wills of all behind, the Contractor shall, at the
request of the Procuring Entity or the project Manager, prepare and submit to the Project
Manager a revised program, taking into account the prevailing circumstances, and shall notify
the Project Manager of the steps being taken to expedite progress so as to attain Completion
of the Facilities within the Time for Completion under GCC Sub-Clause 8.2, any extension
thereof entitled under GCC Sub-Clause 40.1, or any extended period as may otherwise be
agreed upon between the Procuring Entity and the Contractor.

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24.5 Procedures

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 The Contract shall be executed in accordance with the Contract Documents including the
procedures given in the Forms and Procedures of the Procuring Entity's Requirements.
The Contractor may execute the Contract in accordance with its own standard project
execution plans and procedures to the extent that they do not conflict with the provisions
contained in the Contract.
25. Subcontracting
25.1 The Appendix to the Contract Agreement titled List of Major Items of Plant and Installation
Services and List of Approved Subcontractors, specifies major items of supply or services and a
list of approved Subcontractors against each item, including manufacturers. In so far as no
Subcontractors are listed against any such item, the Contractor shall prepare a list of
Subcontractors for such item for inclusion in such list. The Contractor may from time to time
propose any addition to or deletion from any such list. The Contractor shall submit any such
list or any modification thereto to the Procuring Entity for its approval in sufficient time so as
not to impede the progress of work on the Facilities. Such approval by the Procuring Entity for
any of the Subcontractors shall not relieve the Contractor from any of its obligations, duties or
responsibilities under the Contract.
25.2 The Contractor shall select and employ its Subcontractors for such major items from those
listed in the lists referred to in GCC Sub-Clause19.1.
25.3 For items or parts of the Facilities not specified in the Appendix to the Contract Agreement
titled List of Major Items of Plant and Installation Services and List of Approved
Subcontractors, the Contractor may employ such Subcontractors as it may select, at its
discretion.
25.4 Each sub-contract shall include provisions which would entitle the Procuring Entity to require
the sub-contract to be assigned to the Procuring Entity under GCC19.5 (if and when
applicable), or in event of termination by the Procuring Entity under GCC 42.2.
25.5 If a subcontractor's obligations extend beyond the expiry date of the relevant Defects Liability
Period and the Project Manager, prior to that date, instructs the Contractor to assign the
benefits of such obligations to the Procuring Entity, then the Contractor shall do so.
26. Design and Engineering
26.1 Specifications and Drawings
20.1.1 The Contractor shall execute the basic and detailed design and the engineering work in
compliance with the provisions of the Contract, or where not so specified, in accordance with
good engineering practice.
20.1.2 The Contractor shall be responsible for any discrepancies, errors or omissions in the
specifications, drawings and other technical documents that it has prepared, whether such
specifications, drawings and other documents have been approved by the Project Manager or
not, provided that such discrepancies, errors or omissions are not because of inaccurate
information furnished in writing to the Contractor by or on behalf of the Procuring Entity.
20.1.3 The Contractor shall be entitled to disclaim responsibility for any design, data, drawing,
specification or other document, or any modification thereof provided or designated by or on
behalf of the Procuring Entity, by giving a notice of such disclaimer to the Project Manager.
26.2 Codes and Standards
Wherever references are made in the Contract to codes and standards in accordance with
which the Contract shall be executed, the edition or the revised version of such codes and

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standards current at the date twenty-eight (28) days prior to date of Tender submission shall
apply unless

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 otherwise specified. During Contract execution, any changes in such codes and standards
shall be applied subject to approval by the Procuring Entity and shall be treated in accordance
with GCC Clause 39.

26.3 Approval/ Review of Technical Documents by Project Manager.

20.3.1 The Contractor shall prepare or cause its Subcontractors to prepare, and furnish to the
Project Manager the documents listed in the Appendix to the Contract Agreement titled List
of Documents for Approval or Review, for its approval or review as specified and in
accordance with the requirements of GCC Sub-Clause 18.2 (Program of Performance).
20.3.2 Any part of the Facilities covered by or related to the documents to be approved by the
Project Manager shall be executed only after the Project Manager's approval thereof. GCC
Sub-Clauses
20.3.2 through 20.3.7 shall apply to those documents requiring the Project Manager's
approval, but not to those furnished to the Project Manager for its review only.
20.3.3 Within fourteen (14) days after receipt by the Project Manager of any document requiring
the Project Manager's approval in accordance with GCC Sub-Clause 20.3.1, the Project
Manager shall either return one copy thereof to the Contractor with its approval endorsed
there on or shall notify the Contractor in writing of its disapproval thereof and the reasons
therefor and the modifications that the Project Manager proposes. If the Project Manager
fails to take such action within the said fourteen (14) days, then the said document shall be
deemed to have been approved by the Project Manager.
20.3.4 The Project Manager shall not disapprove any document, except on the grounds that the
document does not comply with the Contractor that it is contrary to good engineering
practice.
20.3.5 If the Project Manager disapproves the document, the Contractor shall modify the document
and resubmit it for the Project Manager's approval in accordance with GCC Sub-Clause
20.3.2. If the Project Manager approves the document subject to modification(s), the
Contractor shall make the required modification (s), where upon the document shall be
deemed to have been approved.
20.3.6 If any dispute or difference occurs between the Procuring Entity and the Contractor in
connection with or arising out of the disapproval by the Project Manager of any document
and/or any modification (s) there to that cannot be settled between the Parties within a
reasonable period, then such dispute or difference may be referred to a Dispute Board for
determination in accordance with GCC Sub-Clause 46.1 hereof. If such dispute or difference
is referred to a Dispute Board, the Project Manager shall give instructions as to whether and
if so, how, performance of the Contract is to proceed. The Contractor shall proceed with the
Contract in accordance with the Project Manager's instructions, provided that if the Dispute
Board upholds the Contractor's view on the dispute and if the Procuring Entity has not given
notice under GCC Sub-Clause 46.3 hereof, then the Contractor shall be reimbursed by the
Procuring Entity for any additional costs incurred by reason of such instructions and shall be
relieved of such responsibility or liability in connection with the dispute and the execution of
the instructions as the Dispute Board shall decide, and the Time for Completion shall be
extended accordingly.
20.3.7 The Project Manager's approval, with or without modification of the document furnished by
the Contractor, shall not relieve the Contractor of any responsibility or liability imposed upon

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it by any provisions of the Contract except to the extent that any subsequent failure results
from modifications required by the Project Manager.

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20.3.8 The Contractor shall not depart from any approved document unless the Contractor has first
submitted to the Project Manager an amended document and obtained the Project Manager's
approval thereof, pursuant to the provisions of this GCC Sub-Clause 20.3. If the Project
Manager requests any change in any already approved document and/or in any document
based there on, the provisions of GCC Clause 39 shall apply to such request.
27. Procurement
27.1 Plant
Subject to GCC Sub-Clause 14.2, the Contractor shall procure and transport all Plant in an
expeditious and orderly manner to the Site.
27.2 Procuring Entity-Supplied Plant
If the Appendix to the Contract Agreement titled Scope of Works and Supply by the Procuring
Entity, provides that the Procuring Entity shall furnish any specific items to the Contractor, the
following provisions shall apply:
21.2.1 The Procuring Entity shall, at its own risk and expense, transport each item to the place on
or near the Site as agreed upon by the Parties and make such item available to the
Contractor at the time specified in the program furnished by the Contractor, pursuant to GCC
Sub- Clause18.2, unless otherwise mutually agreed.
21.2.2 Upon receipt of such item, the Contractor shall inspect the same visually and notify the
Project Manager of any detected shortage, defect or default. The Procuring Entity shall
immediately remedy any shortage, defector default, or the Contractor shall, if practicable and
possible, at the request of the Procuring Entity, remedy such shortage, defect or default at
the Procuring Entity's cost and expense. After inspection, such item shall fall under the care,
custody and control of the Contractor. The provision of this GCC Sub-Clause21.2.2 shall apply
to any item supplied to remedy any such shortage or default or to substitute for any
defective item, or shall apply to defective items that have been repaired.
21.2.3 The foregoing responsibilities of the Contractor and its obligations of care, custody and
control shall not relieve the Procuring Entity of liability for any undetected shortage, defect or
default, nor place the Contractor under any liability for any such shortage, defect or default
whether under GCC Clause 27 or under any other provision of Contract.
27.3 Transportation
21.3.1 The Contractor shall at its own risk and expense transport all the materials and the
Contractor's Equipment to the Site by the mode of transport that the Contractor judges most
suitable under all the circumstances.
21.3.2 Unless otherwise provided in the Contract, the Contractor shall be entitled to select any safe
mode of transport operated by any person to carry the materials and the Contractor's
Equipment.
21.3.3 Upon dispatch of each shipment of materials and the Contractor's Equipment, the Contractor
shall notify the Procuring Entity by telex, cable, facsimile or electronic means, of the
description of the materials and of the Contractor's Equipment, the point and means of
dispatch, and the estimated time and point of arrival in the Kenya, if applicable, and at the
Site. The Contractor shall furnish the Procuring Entity with relevant shipping documents to be
agreed upon between the Parties.
21.3.4 The Contractor shall be responsible for obtaining, if necessary, approvals from the authorities
for transportation of the materials and the Contractor's Equipment to the Site. The Procuring
Entity shall use its best endeavors in a timely and expeditious manner to assist the
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Contractor

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 in obtaining such approvals, if requested by the Contractor. The Contractor shall indemnify
and hold harmless the Procuring Entity from and against any claim for damage to roads,
bridges or any other traffic facilities that may be caused by the transport of the materials and
the Contractor's Equipment to the Site.

21.4 Customs Clearance

21.4.1 The Contractor shall, at its own expense, handle all imported materials and Contractor's
Equipment at the point(s) of import and shall handle any formalities for customs clearance,
subject to the Procuring Entity's obligations under GCC Sub-Clause 14.2, provided that if
applicable laws or regulations require any application or act to be made by or in the name of
the Procuring Entity, the Procuring Entity shall take all necessary steps to comply with such
laws or regulations. In the event of delays in customs clearance that are not the fault of the
Contractor, the Contractor shall be entitled to an extension in the Time for Completion,
pursuant to GCC Clause 40.
28. Installation
28.1 Setting Out/ Supervision
22.1.1 Bench Mark: The Contractor shall be responsible for the true and proper setting-out of the
Facilities in relation to bench marks, reference marks and lines provided to it in writing by or
on behalf of the Procuring Entity. If, at any time during the progress of installation of the
Facilities, any error shall appear in the position, level or alignment of the Facilities, the
Contractor shall forth with notify the Project Manager of such error and, at its own expense,
immediately rectify such error to the reasonable satisfaction of the Project Manager. If such
error is based on incorrect data provided in writing by or on behalf of the Procuring Entity,
the expense of rectifying the same shall be borne by the Procuring Entity.
22.1.2 Contractor's Supervision: The Contractor shall give or provide all necessary superintendence
during the installation of the Facilities, and the Construction Manager or its deputy shall be
constantly on the Site to provide full-time super intendance of the installation. The
Contractor shall provide and employ only technical personnel who are skilled and
experienced in their respective callings and supervisory staff who are competent to
adequately supervise the work at hand.
28.2 Labor:
22.2.1 Engagement of Staff and Labor
Except as otherwise stated in the Specification, the Contractor shall make arrangements for
the engagement of all staff and labor, local or otherwise, and for their payment, housing,
feeding and transport.
The Contractor shall provide and employ on the Site in the installation of the Facilities such
skilled, semi- skilled and unskilled labor as is necessary for the proper and timely execution
of the Contract. The Contractor is encouraged to use local labor that has the necessary skills.
The Contractor shall be responsible for obtaining all necessary permit(s) and/or visa(s) from
the appropriate authorities for the entry of all labor and personnel to be employed on the
Site into Kenya. The Procuring Entity will, if requested by the Contractor, use his best
endeavors in a timely and expeditious manner to assist the Contractor in obtaining any local,
state, national or government permission required for bringing in the Contractor's personnel.

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 The Contractor shall at its own expense provide the means of repatriation to all of its and its
Subcontractor's personnel employed on the Contract at the Site to the place where they were
recruited or to their domicile. It shall also provide suitable temporary maintenance of all such
persons from the cessation of their employment on the Contract to the date programmed for
their departure. In the event that the Contractor defaults in providing such means of
transportation and temporary maintenance, the Procuring Entity may provide the same to
such personnel and recover the cost of doing so from the Contractor.
22.2.2 Persons in the Service of Procuring Entity
The Contractor shall not recruit, or attempt to recruit, staff and labor from amongst the
Procuring Entity's Personnel.
22.2.3 Labor Laws
The Contractor shall comply with all the relevant labor Laws applicable to the Contractor's
Personnel, including Laws relating to their employment, health, safety, welfare, immigration
and emigration, and shall allow them all their legal rights.
The Contractor shall at all times during the progress of the Contract use its best endeavors
to prevent any unlawful, riotous or disorderly conduct or behavior by or amongst its
employees and the labor of its Subcontractors.
The Contractor shall, in all dealings with its labor and the labor of its Subcontractors
currently employed on or connected with the Contract, pay due regard to all recognized
festivals, official holidays, religious or other customs and all local laws and regulations
pertaining to the employment of labor.
22.2.4 Rates of Wages and Conditions of Labor
The Contractor shall pay rates of wages, and observe conditions of labor, which are not
lower than those established for the trade or industry where the work is carried out. If no
established rates or conditions are applicable, the Contractor shall pay rates of wages and
observe conditions which are not lower than the general level of wages and conditions
observed locally by Procuring Entities whose trade or industry is similar to that of the
Contractor.
The Contractor shall in form the Contractor's Personnel about their liability to pay personal
income taxes in the Country in respect of such of their salaries, wages and allowances as are
chargeable under the Laws for the time being in force, and the Contractor shall perform such
duties in regard to such deductions thereof as may be imposed on him by such Laws.
22.2.5 Working Hours
No work shall be carried out on the Site on locally recognized days of rest, or outside the
normal working hours stated in the SCC, unless:
a) Otherwise stated in the Contract,
b) The Project Manager gives consent, or
c) The work is unavoidable, or necessary for the protection of life or property or for the
safety of the Works, in which case the Contractor shall immediately advise the Project
Manager.
If and when the Contractor considers it necessary to carryout work at night or on public
holidays so as to meet the Time for Completion and requests the Project Manager's consent
thereto, the Project Manager shall not unreasonably withhold such consent.

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 This Sub-Clause shall not apply to any work which is customarily carried out by rotary or
double-shifts.
22.2.6 Facilities for Staff and Labor
Except as otherwise stated in the Specification, the Contractor shall provide and maintain all
necessary accommodation and welfare facilities for the Contractor's Personnel. The
Contractor shall also provide facilities for the Procuring Entity's Personnel as stated in the
Specification.
The Contractor shall not permit any of the Contractor's Personnel to maintain any temporary
or permanent living quarters within the structures forming part of the Permanent Works.
22.2.7 Health and Safety
The Contractor shall at all times take all reasonable precautions to maintain the health and
safety of the Contractor's Personnel. In collaboration with local health authorities, the
Contractor shall ensure that medical staff, first aid facilities, sick bay and ambulance service
are available at all times at the Site and at any accommodation for Contractor's and
Procuring Entity's Personnel, and that suitable arrangements are made for all necessary
welfare and hygiene requirements and for the prevention of epidemics.
The Contractor shall appoint an accident prevention officer at the Site, responsible for
maintaining safety and protection against accidents. This person shall be qualified for this
responsibility, and shall have the authority to issue instructions and take protective measures
to prevent accidents. Throughout the performance of the Contract, the Contractor shall
provide whatever is required by this person to exercise this responsibility and authority.
The Contractor shall send to the Project Manager, details of any accident as soon as
practicable after its occurrence. The Contractor shall maintain records and make reports
concerning health, safety and welfare of persons, and damage to property, as the Project
Manager may reasonably require.
The Contractor shall throughout the contract (including the Defects Notification Period): (i)
conduct Information, Education and Consultation Communication (IEC) campaigns, at least
every other month, addressed to all the Site staff and labor (including all the Contractor's
employees, all Subcontractors and Procuring Entity's and Project Manager's' employees, and
all truck drivers and crew making deliveries to Site for construction activities) and to the
immediate local communities, concerning the risks, dangers and impact, and appropriate
avoidance behavior with respect to of Sexually Transmitted Diseases (STD) - or Sexually
Transmitted Infections (STI) in general and HIV/AIDS in particular; (ii) provide male or
female condoms for all Site staff and labor as appropriate; and (iii) provide for STI and
HIV/AIDS screening, diagnosis, counseling and referral to a dedicated national STI and
HIV/AIDS program,(unless otherwise agreed) of all Site staff and labor.
The Contractor shall include in the program to be submitted for the execution of the Facilities
under Sub- Clause18.2 an alleviation program for Site staff and labor and their families in
respect of Sexually Transmitted Infections (STI) and Sexually Transmitted Diseases (STD)
including HIV/AIDS. The STI, STD and HIV/AIDS alleviation program shall indicate when,
how and at what cost the Contractor plans to satisfy the requirements of this Sub-Clause and
the related specification. For each component, the program shall detail the resources to be
provided or utilized and any related sub-contracting proposed. The program shall also include
provision of a detailed cost estimate with supporting documentation. Payment to the
Contractor for preparation and implementation this program shall not exceed the Provisional
Sum dedicated for this purpose.

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22.2.8 Funeral Arrangements

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 In the event of the death of any of the Contractor's personnel or accompanying members of
their families, the Contractor shall be responsible for making the appropriate arrangements
for their return or burial, unless otherwise specified in the SCC.
22.2.9 Records of Contractor's Personnel
The Contractor shall keep accurate records of the Contractor's personnel, including the
number of each class of Contractor's Personnel on the Site and the names, ages, genders,
hours worked and wages paid to all workers. These records shall be summarized on a
monthly basis in a form approved by the Project Manager and shall be available for
inspection by the Project Manager until the Contractor has completed all work.
22.2.10 Supply of Food stuffs
The Contractor shall arrange for the provision of a sufficient supply of suitable food as may
be stated in the Specification at reasonable prices for the Contractor's Personnel for the
purposes of or in connection with the Contract.
22.2.11 Supply of Water
The Contractor shall, having regard to local conditions, provide on the Site an adequate
supply of drinking and other water for the use of the Contractor's Personnel.
22.2.12 Measures against Insect and Pest Nuisance
The Contractor shall at all times take the necessary precautions to protect the Contractor's
Personnel employed on the Site from insect and pest nuisance, and to reduce their danger
to health. The Contractor shall comply with all the regulations of the local health authorities,
including use of appropriate insecticide.
22.2.13 Alcoholic Liquor or Drugs
The Contractor shall not, otherwise than in accordance with the Laws of Kenya, import, sell,
give barter or otherwise dispose of any alcoholic liquor or drugs, or permit or allow
importation, sale, gift barter or disposal by Contractor's Personnel.
22.2.14 Arms and Ammunition
The Contractor shall not give, barter, or otherwise dispose of, to any person, any arms or
ammunition of any kind, or allow Contractor's Personnel to do so.
22.2.15 Prohibition of All Forms of Forced or Compulsory Labor
The contractor shall not employ “forced or compulsory labor” in any form. “Forced or
compulsory labor” consists of all work or service, not voluntarily performed, that is extracted
from an individual under threat of force or penalty.
22.2.16 Prohibition of Harmful Child Labor
The Contractor shall not employ any child to perform any work that is economically
exploitative, or is likely to be hazardous to, or to interfere with, the child's education, or to
be harmful to the child's health or physical, mental, spiritual, moral, or social development.
22.3 Contractor's Equipment
22.3.1 All Contractor's Equipment brought by the Contractor on to the Site shall be deemed to be
intended to be used exclusively for the execution of the Contract. The Contractor shall not
remove the same from the Site without the Project Manager's consent that such Contractor's
Equipment is no longer required for the execution of the Contract.

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22.3.2 Unless otherwise specified in the Contract, upon completion of the Facilities, the Contractor
shall remove from the Site all Equipment brought by the Contractor on to the Site and any
surplus materials remaining there on.
22.3.3 The Procuring Entity will, if requested, use its best endeavors to assist the Contractor in
obtaining any local, state or national government permission required by the Contractor for
the export of the Contractor's Equipment imported by the Contractor for use in the execution
of the Contract that is no longer required for the execution of the Contract.
22.4 Site Regulations and Safety
The Procuring Entity and the Contractor shall establish Site regulations setting out the rules to
be observed in the execution of the Contract at the Site and shall comply there with. The
Contractor shall prepare and submit to the Procuring Entity, with a copy to the Project
Manager, proposed Site regulations for the Procuring Entity's approval, which approval shall
not be unreasonably withheld.
Such Site regulations shall include, but shall not be limited to, rules in respect of security,
safety of the Facilities, gate control, sanitation, medical care, and fire prevention.
22.5 Opportunities for Other Contractors
22.5.1 The Contractor shall, upon written request from the Procuring Entity or the Project Manager,
give all reasonable opportunities for carrying out the work to any other contractors employed
by the Procuring Entity on or near the Site.
22.5.2 If the Contractor, upon written request from the Procuring Entity or the Project Manager,
makes available to other contractors any roads or ways the maintenance for which the
Contractor is responsible, permits the use by such other contractors of the Contractor's
Equipment, or provides any other service of whatsoever nature for such other contractors,
the Procuring Entity shall fully compensate the Contractor for any loss or damage caused or
occasioned by such other contractors in respect of any such use or service, and shall pay to
the Contractor reasonable remuneration for the use of such equipment or the provision of
such services.
22.5.3 The Contractor shall also so arrange to perform its work as to minimize, to the extent
possible, interference with the work of other contractors. The Project Manager shall
determine the resolution of any difference or conflict that may arise between the Contractor
and other contractors and the workers of the Procuring Entity in regard to their work.
22.5.4 The Contractor shall notify the Project Manager promptly of any defects in the other
contractors' work that come to its notice, and that could affect the Contractor's work. The
Project Manager shall determine the corrective measures, if any, required to rectify the
situation after inspection of the Facilities. Decisions made by the Project Manager shall be
binding on the Contractor.
22.6 Emergency Work
If, by reason of an emergency arising in connection with and during the execution of the
Contract, any protective or remedial work is necessary as a matter of urgency to prevent
damage to the Facilities, the Contractor shall immediately carry out such work.
If the Contractor is unable or unwilling to do such work immediately, the Procuring Entity
may door cause such work to be done as the Procuring Entity may determine is necessary in
order to prevent damage to the Facilities. In such event the Procuring Entity shall, as soon as
practicable after the occurrence of any such emergency, notify the Contractor in writing of
such emergency, the work done and the reasons there for. If the work done or caused to be

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 done by the Procuring Entity is work that the Contractor was liable to do at its own expense
under the Contract, the reasonable costs incurred by the Procuring Entity in connection there
with shall be paid by the Contractor to the Procuring Entity. Otherwise, the cost of such
remedial work shall be borne by the Procuring Entity.
22.7 Site Clearance
22.7.1 Site Clearance in Course of Performance: In the course of carrying out the Contract, the
Contractor shall keep the Site reasonably free from all unnecessary obstruction, store or
remove any surplus materials, clear away any wreckage, rubbish or temporary works from
the Site, and remove any Contractor's Equipment no longer required for execution of the
Contract.
22.7.2 Clearance of Site after Completion: After Completion of all parts of the Facilities, the
Contractor shall clear away and remove all wreckage, rubbish and debris of any kind from
the Site, and shall leave the Site and Facilities in a clean and safe condition.

22.8 Watching and Lighting

The Contractor shall provide and maintain at its own expense all lighting, fencing, and
watching when and Where necessary for the proper execution and the protection of the
Facilities, or for the safety of the owners and occupiers of adjacent property and for the
safety of the public.
29. Test and Inspection
29.1 The Contractor shall at its own expense carryout at the place of manufacture and/or on the
Site all such tests and/ or inspections of the Plant and any part of the Facilities as are specified
in the Contract.
29.2 The Procuring Entity and the Project Manager or their designated representatives shall be
entitled to attend the afore said test and/ or inspection, provided that the Procuring Entity shall
bear all costs and expenses incurred in connection with such attendance including, but not
limited to, all traveling and board and lodging expenses.
29.3 Whenever the Contractor is ready to carry out any such test and/or inspection, the Contractor
shall give a reasonable advance notice of such test and/or inspection and of the place and time
thereof to the Project Manager. The Contractor shall obtain from any relevant third Party or
manufacturer any necessary permission or consent to enable the Procuring Entity and the
Project Manager or their designated representatives to attend the test and/ or inspection.
29.4 The Contractor shall provide the Project Manager with a certified report of the results of any
such test and/ or inspection. If the Procuring Entity or Project Manager or their designated
representatives fails to attend the test and/or inspection, or if it is agreed between the Parties
that such persons shall not do so, then the Contractor may proceed with the test and/ or
inspection in the absence of such persons, and may provide the Project Manager with a
certified report of the results thereof.
29.5 The Project Manager may require the Contractor to carry out any test and/or inspection not
required by the Contract, provided that the Contractor's reasonable costs and expenses
incurred in the carrying out of such test and/or inspection shall be added to the Contract Price.
Further, if such test and/or inspection impede the progress of work on the Facilities and/or the
Contractor's performance of its other obligations under the Contract, due allowance will be
made in respect of the Time for Completion and the other obligations so affected.
29.6 If any Plant or any part of the Facilities fails to pass any test and/ or inspection, the Contractor
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shall either rectify or replace such Plant or part of the Facilities and shall repeat the test and/or
inspection upon giving a notice under GCC Sub-Clause 23.3.

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29.7 If any dispute or difference of opinion shall arise between the Parties in connection with or
arising out of the test and/or inspection of the Plant or part of the Facilities that cannot be
settled between the Parties within a reasonable period of time, it may be referred to a Dispute
Board for determination in accordance with GCC Sub-Clause 46.3.
29.8 The Contractor shall afford the Procuring Entity and the Project Manager, at the Procuring
Entity's expense, access at any reasonable time to any place where the Plant are being
manufactured or the Facilities are being installed, in order to inspect the progress and the
manner of manufacture or installation, provided that the Project Manager shall give the
Contractor a reasonable prior notice.
29.9 The Contractor agrees that neither the execution of a test and/ or inspection of Plant or any
part of the Facilities, nor the attendance by the Procuring Entity or the Project Manager, nor
the issue of any test certificate pursuant to GCC Sub-Clause 23.4, shall release the Contractor
from any other responsibilities under the Contract.
29.10 No part of the Facilities or foundations shall be covered upon the Site without the Contractor
carrying out any test and/or inspection required under the Contract. The Contractor shall give
a reasonable notice to the Project Manager whenever any such parts of the Facilities or
foundations are ready or about to be ready for test and/or inspection; such test and/or
inspection and notice there of shall be subject to the requirements of the Contract.
29.11 The Contractor shall uncover any part of the Facilities or foundations, or shall make openings
in or through the same as the Project Manager may from time to time require at the Site, and
shall reinstate and make good such part or parts.
If any parts of the Facilities or foundations have been covered up at the Site after compliance
with the requirement of GCC Sub-Clause 23.10 and are found to be executed in accordance
with the Contract, the expenses of uncovering, making openings in or through, reinstating,
and making good the same shall be borne by the Procuring Entity, and the Time for
Completion shall be reasonably adjusted to the extent that the contractor has thereby been
delayed or impeded in the performance of any of its obligations under the Contract.
30. Completion of the Facilities
30.1 As soon as the Facilities or any part thereof has, in the opinion of the Contractor, been
completed operationally and structurally and put in a tight and clean condition as specified in
the Procuring Entity's Requirements, excluding minor items not materially affecting the
operation or safety of the Facilities, the Contractor shall so notify the Procuring Entity in
writing.
30.2 Within seven (7) days after receipt of the notice from the Contractor under GCC Sub-Clause
24.1, the Procuring Entity shall supply the operating and maintenance personnel specified in
the Appendix to the Contract Agreement titled Scope of Works and Supply by the Procuring
Entity for Pre-commissioning of the Facilities or any part thereof.
30.3 Pursuant to the Appendix to the Contract Agreement titled Scope of Works and Supply by the
Procuring Entity, the Procuring Entity shall also provide, within the said seven (7) day period,
the raw materials, utilities, lubricants, chemicals, catalysts, facilities, services and other matters
required for Pre-commissioning of the Facilities or any part thereof.
30.4 As soon as reasonably practicable after the operating and maintenance personnel have been
supplied by the Procuring Entity and the raw materials, utilities, lubricants, chemicals,
catalysts, facilities, services and other matters have been provided by the Procuring Entity in
accordance with GCC Sub-Clause24.2, the Contractor shall commence Pre-commissioning of
the Facilities or the relevant part thereof in preparation for Commissioning, subject to GCC

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Sub-Clause 25.5.

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30.5 As soon as all works in respect of Pre-commissioning are completed and, in the opinion of the
Contractor, the Facilities or any part thereof is ready for Commissioning, the Contractor shall
so notify the Project Manager in writing.
30.6 The Project Manager shall, within fourteen (14) days after receipt of the Contractor's notice
under GCC Sub- Clause24.4, either issue a Completion Certificate in the form specified in the
Procuring Entity's Requirements (Forms and Procedures), stating that the Facilities or that part
thereof have reached Completion as of the date of the Contractor's notice under GCC Sub-
Clause 24.4, or notify the Contractor in writing of any defects and/or deficiencies.
If the Project Manager notifies the Contractor of any defects and/or deficiencies, the
Contractor shall then correct such defects and/or deficiencies, and shall repeat the procedure
described in GCC Sub-Clause 24.4.
If the Project Manager is satisfied that the Facilities or that part thereof have reached
Completion, the Project Manager shall, within seven (7) days after receipt of the Contractor's
repeated notice, issue a Completion Certificate stating that the Facilities or that part thereof
have reached Completion as of the date of the Contractor's repeated notice.
If the Project Manager is not so satisfied, then it shall notify the Contractor in writing of any
defects and/or deficiencies within seven (7) days after receipt of the Contractor's repeated
notice, and the above procedure shall be repeated.
30.7 If the Project Manager fails to issue the Completion Certificate and fails to inform the
Contractor of any defects and/or deficiencies within fourteen (14) days after receipt of the
Contractor's notice under GCC Sub-Clause 24.4 or within seven (7) days after receipt of the
Contractor's repeated notice under GCC Sub-Clause 24.5, or if the Procuring Entity makes use
of the Facilities or part thereof, then the Facilities or that part there of shall be deemed to have
reached Completion as of the date of the Contractor's notice or repeated notice, or as of the
Procuring Entity's use of the Facilities, as the case may be.
30.8 As soon as possible after Completion, the Contractor shall complete all outstanding minor
items so that the Facilities are fully in accordance with the requirements of the Contract, failing
which the Procuring Entity will undertake such completion and deduct the costs there of from
any monies owing to the Contractor.
30.9 Upon Completion, the Procuring Entity shall be responsible for the care and custody of the
Facilities or the relevant part thereof, together with the risk of loss or damage thereto, and
shall thereafter take over the Facilities or the relevant part thereof.
31. Commissioning and Operational Acceptance
31.1 Commissioning
25.1.1 Commissioning of the Facilities or any part there of shall be commenced by the Contractor
immediately after issue of the Completion Certificate by the Project Manager, pursuant to
GCC Sub-Clause24.5, or immediately after the date of the deemed Completion, under GCC
Sub- Clause 24.6.
25.1.2 The Procuring Entity shall supply the operating and maintenance personnel and all raw
materials, utilities, lubricants, chemicals, catalysts, facilities, services and other matters
required for Commissioning.
25.1.3 In accordance with the requirements of the Contract, the Contractor's and Project Manager's
advisory personnel shall attend the Commissioning, including the Guarantee Test, and shall
advise and assist the Procuring Entity.
31.2 Guarantee Test
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 a) Subject to GCC Sub-Clause 25.5, the Guarantee Test and repeats there of shall be
conducted by the Contractor during Commissioning of the Facilities or the relevant part
thereof to ascertain whether the Facilities or the relevant part can attain the Functional
Guarantees specified in the Appendix to the Contract Agreement titled Functional
Guarantees. The Procuring Entity shall promptly provide the Contractor with such
information as the Contractor may reasonably require in relation to the conduct and results
of the Guarantee Test and any repeats thereof.
b) If for reasons not attributable to the Contractor, the Guarantee Test of the Facilities or the
relevant part thereof cannot be successfully completed within the period from the date of
Completion specified in the SCC or any other period agreed upon by the Procuring Entity
and the Contractor, the Contractor shall be deemed to have fulfilled its obligations with
respect to the Functional Guarantees, and GCC Sub-Clauses 28.2 and 28.3 shall not apply.
25.3 Operational Acceptance
a) Subject to GCC Sub-Clause 25.4 below, Operational Acceptance shall occur in respect of
the Facilities or any part thereof when
a) The Guarantee Test has been successfully completed and the Functional Guarantees
are met; or
b) the Guarantee Test has not been successfully completed or has not been carried out
for reasons not attributable to the Contractor within the period from the date of
Completion specified in the SCC pursuant to GCC Sub-Clause 25.2.2 above or any
other period agreed upon by the Procuring Entity and the Contractor; or
c) the Contractor has paid the liquidated damages specified in GCC Sub-Clause
28.3hereof; and
d) any minor items mentioned in GCC Sub-Clause 24.7 here of relevant to the Facilities
or that part thereof have been completed.
b) At any time after any of the events set out in GCC Sub-Clause 25.3.1 have occurred, the
Contractor may give a notice to the Project Manager requesting the issue of an Operational
Acceptance Certificate in the form provided in the Procuring Entity's Requirements (Forms
and Procedures) in respect of the Facilities or the part there of specified in such notice as
of the date of such notice.
c) The Project Manager shall, after consultation with the Procuring Entity, and within seven (7)
days after receipt of the Contractor's notice, issue an Operational Acceptance Certificate.
d) If within seven (7) days after receipt of the Contractor's notice, the Project Manager fails to
issue the Operational Acceptance Certificate or fails to inform the Contractor in writing of
the justifiable reasons why the Project Manager has not issued the Operational Acceptance
Certificate, the Facilities or the relevant part there of shall be deemed to have been
accepted as of the date of the Contractor's said notice.
25.4 Partial Acceptance
a) If the Contract specifies that Completion and Commissioning shall be carried out in respect
of parts of the Facilities, the provisions relating to Completion and Commissioning including
the Guarantee Test shall apply to each such part of the Facilities individually, and the
Operational Acceptance Certificate shall be issued accordingly for each such part of the
Facilities.
b) If a part of the Facilities comprises facilities such as buildings, for which no Commissioning
or Guarantee Test is required, then the Project Manager shall issue the Operational
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 Acceptance Certificate for such facility when it attains Completion, provided that the
Contractor shall there after complete any outstanding minor items that are listed in the
Operational Acceptance Certificate.
25.5 Delayed Pre-commissioning and/or Guarantee Test
a) In the event that the Contractor is unable to proceed with the Pre-commissioning of the
Facilities pursuant to Sub-Clause 24.3, or with the Guarantee Test pursuant to Sub-Clause
25.2, for reasons attributable to the Procuring Entity either on account of non-availability of
other facilities under the responsibilities of other contractor(s), or for reasons beyond the
Contractor's control, the provisions leading to “deemed” completion of activities such as
Completion, pursuant to GCC Sub-Clause 24.6, and Operational Acceptance, pursuant to
GCC Sub-Clause 25.3.4, and Contractor's obligations regarding Defect Liability Period,
pursuant to GCC Sub- Clause 27.2, Functional Guarantee, pursuant to GCC Clause 28, and
Care of Facilities, pursuant to GCC Clause 32, and GCC Clause 41.1, Suspension, shall not
apply. In this case, the following provisions shall apply.
b) When the Contractor is notified by the Project Manager that he will be unable to proceed
with the activities and obligations pursuant to above Sub-Clause 25.5.1, the Contractor
shall be entitled to the following:
a) The Time of Completion shall be extended for the period of suspension without
imposition of liquidated damages pursuant to GCC Sub-Clause 26.2;
b) payments due to the Contractor in accordance with the provision specified in the
Appendix to the Contract Agreement titled Terms and Procedures of Payment, which
would not have been payable in normal circumstances due to non-completion of the
subject activities, shall be released to the Contractor against submission of a security
in the form of a bank guarantee of equivalent amount acceptable to the Procuring
Entity, and which shall become null and void when the Contractor will have complied
with its obligations regarding those payments, subject to the provision of Sub-Clause
25.5.3 below;
c) the expenses towards the above security and extension of other securities under the
contract, of which validity needs to be extended, shall be reimbursed to the
Contractor by the Procuring Entity;
d) the additional charges towards the care of the Facilities pursuant to GCC Sub-Clause
32.1 shall be reimbursed to the Contractor by the Procuring Entity for the period
between the notification mentioned above and the notification mentioned in Sub-
Clause 25.5.4 below. The provision of GCC Sub-Clause 33.2 shall apply to the
Facilities during the same period.
e) Where the contract price is different from the corrected tender price, in order to
ensure the contractor is not paid less or more relative to the contract price (which
would be the tender price), payment valuation certificates and variation orders on
omissions and additions valued based on rates in the Bill of Quantities or schedule of
rates in the Tender, will be adjusted by a plus or minus percentage. The percentage
already worked out during tender evaluation is worked out as follows: (corrected
tender price
–tender price)/ tender price X100.
c) In the event that the period of suspension under above Sub-Clause 25.5.1 actually exceeds
one hundred eighty (180) days, the Procuring Entity and Contractor shall mutually agree to
any additional compensation payable to the Contractor.

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 d) When the Contractor is notified by the Project Manager that the plant is ready for Pre-
commissioning, the Contractor shall proceed without delay in performing Pre-
commissioning in accordance with Clause 24.
A. Guarantees and Liabilities
26 Completion Time Guarantee
26.1 The Contractor guarantees that it shall attain Completion of the Facilities (or a part for which a
separate time for completion is specified) within the Time for Completion specified in the SCC
pursuant to GCC Sub-Clause 8.2, or within such extended time to which the Contractor shall be
entitled under GCC Clause 40 hereof.
26.2 If the Contractor fails to attain Completion of the Facilities or any part thereof within the Time
for Completion or any extension thereof under GCC Clause 40, the Contractor shall pay to the
Procuring Entity liquidated damages in the amount specified in the SCC as a percentage rate of
the Contract Price or the relevant part thereof. The aggregate amount of such liquidated
damages shall in no event exceed the amount specified as “Maximum” in the SCC as a
percentage rate of the Contract Price. Once the “Maximum” is reached, the Procuring Entity
may consider termination of the Contract, pursuant to GCC Sub-Clause 42.2.2.
26.3 Such payment shall completely satisfy the Contractor's obligation to attain Completion of the
Facilities or the relevant part thereof within the Time for Completion or any extension thereof
under GCC Clause 40. The Contractor shall have no further liability whatsoever to the
Procuring Entity in respect thereof.
26.4 However, the payment of liquidated damages shall not in any way relieve the Contractor from
any of its obligations to complete the Facilities or from any other obligations and liabilities of
the Contractor under the Contract.
26.5 Save for liquidated damages payable under this GCC Sub-Clause 26.2, the failure by the
Contractor to attain any milestone or other act, matter or thing by any date specified in the
Appendix to the Contract Agreement titled Time Schedule, and/or other program of work
prepared pursuant to GCC Sub-Clause 18.2 shall not render the Contractor liable for any loss
or damage there by suffered by the Procuring Entity.
26.6 If the Contractor attains Completion of the Facilities or any part there of before the Time for
Completion or any extension thereof under GCC Clause 40, the Procuring Entity shall pay to
the Contractor a bonus in the amount specified in the SCC. The aggregate amount of such
bonus shall in no event exceed the amount specified as “Maximum” in the SCC.
27 Defect Liability
27.1 The Contractor warrants that the Facilities or any part thereof shall be free from defects in the
design, engineering, materials and workmanship of the Plant supplied and of the work
executed.
27.2 The Defect Liability Period shall be five hundred and forty (540) days from the date of
Completion of the Facilities (or any part thereof) or one year from the date of Operational
Acceptance of the Facilities (or any part thereof), whichever first occurs, unless specified
otherwise in the SCC pursuant to GCC Sub-Clause 27.10.
If during the Defect Liability Period any defect should be found in the design, engineering,
materials and workmanship of the Plant supplied or of the work executed by the Contractor,
the Contractor shall promptly, in consultation and agreement with the Procuring Entity
regarding appropriate remedying of the defects, and at its cost, repair, replace or otherwise
make good as the Contractor shall determine at its discretion, such defect as well as any

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damage to the Facilities caused by such defect. The Contractor shall not be responsible
for the repair,

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 replacement or making good of any defector of any damage to the Facilities arising out of or
resulting from any of the following causes:
a) Improper operation or maintenance of the Facilities by the Procuring Entity;
b) Operation of the Facilities outside specifications provided in the Contract; or
c) Normal wear and tear.
27.3 The Contractor's obligations under this GCC Clause 27 shall not apply to:
a) any materials that are supplied by the Procuring Entity under GCC Sub-Clause 21.2, are
normally consumed in operation, or have a normal life shorter than the Defect Liability
Period stated herein;
b) any designs, specifications or other data designed, supplied or specified by or on behalf
of the Procuring Entity or any matters for which the Contractor has disclaimed
responsibility herein; or
c) any other materials supplied or any other work executed by or on behalf of the
Procuring Entity, except for the work executed by the Procuring Entity under GCC Sub-
Clause 27.7.
27.4 The Procuring Entity shall give the Contractor a notice stating the nature of any such defect
together with all available evidence thereof, promptly following the discovery thereof. The
Procuring Entity shall afford all reasonable opportunity for the Contractor to inspect any such
defect.
27.5 The Procuring Entity shall afford the Contractor all necessary access to the Facilities and the
Site to enable the Contractor to perform its obligations under this GCC Clause 27. The
Contractor may, with the consent of the Procuring Entity, remove from the Site any Plant or
any part of the Facilities that are defective if the nature of the defect, and/or any damage to
the Facilities caused by the defect, is such that repairs cannot be expeditiously carried out at
the Site.
27.6 If the repair, replacement or making good is of such a character that it may affect the
efficiency of the Facilities or any part thereof, the Procuring Entity may give to the Contractor a
notice requiring that tests of the defective part of the Facilities shall be made by the Contractor
immediately upon completion of such remedial work, where upon the Contractor shall carryout
such tests.
27.7 If such part fails the tests, the Contractor shall carryout further repair, replacement or making
good, as the case may be, until that part of the Facilities passes such tests. The tests shall be
agreed upon by the Procuring Entity and the Contractor.
27.8 If the Contractor fails to commence the work necessary to remedy such defector any damage
to the Facilities caused by such defect within a reasonable time (which shall in no event be
considered to be less than fifteen (15) days), the Procuring Entity may, following notice to the
Contractor, proceed to do such work, and the reasonable costs incurred by the Procuring Entity
in connection there with shall be paid to the Procuring Entity by the Contractor or may be
deducted by the Procuring Entity from any monies due the Contractor or claimed under the
Performance Security.
27.9 If the Facilities or any part thereof cannot be used by reason of such defect and/or making
good of such defect, the Defect Liability Period of the Facilities or such part, as the case may
be, shall be extended by a period equal to the period during which the Facilities or such part
cannot be used by the Procuring Entity because of any of the aforesaid reasons.

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27.10 Except as provided in GCC Clauses 27 and 33, the Contractor shall be under no liability
whatsoever and how so ever arising, and whether under the Contractor at law, in respect of

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 defects in the Facilities or any part thereof, the Plant, design or engineering or work executed
that appear after Completion of the Facilities or any part thereof, except where such defects
are the result of the gross negligence, fraud, or criminal or willful action of the Contractor.
27.11 In addition, any such component of the Facilities, and during the period of time as may be
specified in the SCC, shall be subject to an extended defect liability period. Such obligation of
the Contractor shall be in addition to the defect liability period specified under GCC Sub-
Clause 27.2.

28 Functional Guarantees
28.1 The Contractor guarantees that during the Guarantee Test, the Facilities and all parts thereof
shall attain the Functional Guarantees specified in the Appendix to the Contract Agreement
titled Functional Guarantees, subject to and upon the conditions therein specified.
28.2 If, for reasons attributable to the Contractor, the minimum level of the Functional Guarantees
specified in the Appendix to the Contract Agreement titled Functional Guarantees, are not met
either in whole or in part, the Contractor shall at its cost and expense make such changes,
modifications and/ or additions to the Plant or any part there of as may be necessary to meet
at least the minimum level of such Guarantees. The Contractor shall notify the Procuring Entity
upon completion of the necessary changes, modifications and/or additions, and shall request
the Procuring Entity to repeat the Guarantee Test until the minimum level of the Guarantees
has been met. If the Contractor eventually fails to meet the minimum level of Functional
Guarantees, the Procuring Entity may consider termination of the Contract, pursuant to GCC
Sub-Clause 42.2.2.
28.3 If, for reasons attributable to the Contractor, the Functional Guarantees specified in the
Appendix to the Contract Agreement titled Functional Guarantees, are not attained either in
whole or in part, but the minimum level of the Functional Guarantees specified in the said
Appendix to the Contract Agreement is met, the Contractor shall, at the Contractor's option,
either
a) Make such changes, modifications and/or additions to the Facilities or any part there of
that are necessary to attain the Functional Guarantees at its cost and expense, and shall
request the Procuring Entity to repeat the Guarantee Test or
b) Pay liquidated damages to the Procuring Entity in respect of the failure to meet the
Functional Guarantees in accordance with the provisions in the Appendix to the Contract
Agreement titled Functional Guarantees.
c) The payment of liquidated damages under GCC Sub-Clause 28.3, up to the limitation of
liability specified in the Appendix to the Contract Agreement titled Functional Guarantees,
shall completely satisfy the Contractor's guarantees under GCC Sub-Clause 28.3, and the
Contractor shall have no further liability whatsoever to the Procuring Entity in respect
thereof. Upon the payment of such liquidated damages by the Contractor, the Project
Manager shall issue the Operational Acceptance Certificate for the Facilities or any part
thereof in respect of which the liquidated damages have been so paid.
29 Patent Indemnity
29.1 The Contractor shall, subject to the Procuring Entity's compliance with GCC Sub-Clause 29.2,
indemnify and hold harmless the Procuring Entity and its employees and officers from and
against any and all suits, actions or administrative proceedings, claims, demands, losses,
damages, costs, and expenses of whatsoever nature, including attorney's fees and expenses,
which the Procuring Entity may suffer as a result of any infringement or alleged infringement
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of any patent, utility model, registered design, trademark, copy right or other intellectual
property

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 right registered or otherwise existing at the date of the Contract by reason of: (a) the
installation of the Facilities by the Contractor or the use of the Facilities in Kenya; and (b) the
sale of the products produced by the Facilities in any country.
29.2 Such indemnity shall not cover any use of the Facilities or any part thereof other than for the
purpose indicated by or to be reasonably inferred from the Contract, any infringement
resulting from the use of the Facilities or any part thereof, or any products produced thereby in
association or combination with any other equipment, plant or materials not supplied by the
Contractor, pursuant to the Contract Agreement.
29.3 If any proceedings are brought or any claim is made against the Procuring Entity arising out of
the matters referred to in GCC Sub-Clause 29.1, the Procuring Entity shall promptly give the
Contractor a notice thereof, and the Contractor may at its own expense and in the Procuring
Entity's name conduct such proceedings or claim and any negotiations for the settlement of
any such proceedings or claim.
29.4 If the Contractor fails to notify the Procuring Entity within twenty-eight (28) days after receipt
of such notice that it intends to conduct any such proceedings or claim, then the Procuring
Entity shall be free to conduct the same on its own behalf. Unless the Contractor has so failed
to notify the Procuring Entity within the twenty- eight (28) day period, the Procuring Entity
shall make no admission that may be prejudicial to the defense of any such proceedings or
claim.
29.5 The Procuring Entity shall, at the Contractor's request, afford all available assistance to the
Contractor in conducting such proceedings or claim, and shall be reimbursed by the Contractor
for all reasonable expenses incurred in so doing.
29.6 The Procuring Entity shall indemnify and hold harmless the Contractor and its employees,
officers and Subcontractors from and against any and all suits, actions or administrative
proceedings, claims, demands, losses, damages, costs, and expenses of whatsoever nature,
including attorney's fees and expenses, which the Contractor may suffer as a result of any
infringement or alleged infringement of any patent, utility model, registered design, trademark,
copyright or other intellectual property right registered or otherwise existing at the date of the
Contract arising out of or in connection with any design, data, drawing, specification, or other
documents or materials provided or designed by or on behalf of the Procuring Entity.
30 Limitation of Liability
30.1 Except in cases of criminal negligence or willful misconduct,
a. Neither Party shall be liable to the other Party, whether in contract, tort, or otherwise,
for any in director consequential loss or damage, loss of use, loss of production, or loss
of profits or interest costs, which may be suffered by the other Party in connection with
the Contract, other than specifically provided as any obligation of the Party in the
Contract, and
b. the aggregate liability of the Contractor to the Procuring Entity, whether under the
Contract, in tort or otherwise, shall not exceed the amount resulting from the application
of the multiplier specified in the SCC, to the Contract Price or, if a multiplier is not so
specified, the total Contract Price, provided that this limitation shall not apply to the cost
of repairing or replacing defective equipment, or to any obligation of the Contractor to
indemnify the Procuring Entity with respect to patent infringement.
B. Risk Distribution
31 Transfer of Ownership

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31.1 Ownership of the Plant (including spare parts) to be imported in to Kenya shall be transferred
to the Procuring Entity upon loading on to the mode of transport to be used to convey the
Plant from the country of origin to that country.
31.2 Ownership of the Plant (including spare parts) procured in Kenya shall be transferred to the
Procuring Entity when the Plant are brought on to the Site.
31.3 Ownership of the Contractor's Equipment used by the Contractor and its Subcontractors in
connection with the Contract shall remain with the Contractor or its Subcontractors.
31.4 Ownership of any Plant in excess of the requirements for the Facilities shall revert to the
Contractor upon Completion of the Facilities or at such earlier time when the Procuring Entity
and the Contractor agree that the Plant in question are no longer required for the Facilities.
31.5 Notwithstanding the transfer of ownership of the Plant, the responsibility for care and custody
thereof together with the risk of loss or damage there to shall remain with the Contractor
pursuant to GCC Clause 32 (Care of Facilities) hereof until Completion of the Facilities or the
part there of in which such Plant are incorporated.
32 Care of Facilities
32.1 The Contractor shall be responsible for the care and custody of the Facilities or any part
thereof until the date of Completion of the Facilities pursuant to GCC Clause 24 or, where the
Contract provides for Completion of the Facilities in parts, until the date of Completion of the
relevant part, and shall make good at its own cost any loss or damage that may occur to the
Facilities or the relevant part thereof from any cause whatsoever during such period. The
Contractor shall also be responsible for any loss or damage to the Facilities caused by the
Contractor or its Subcontractors in the course of any work carried out, pursuant to GCC Clause
27. Notwithstanding the foregoing, the Contractor shall not be liable for any loss or damage to
the Facilities or that part thereof caused by reason of any of the matters specified or referred
to in paragraphs (a), (b) and (c) of GCC Sub-Clauses 32.2 and 38.1.
32.2 If any loss or damage occurs to the Facilities or any part, thereof or to the Contractor's
temporary facilities by reason of
a) insofar as they relate to Kenya, nuclear reaction, nuclear radiation, radioactive
contamination, pressure wave caused by aircraft or other aerial objects, or any other
occurrences that an experienced contract or could not reasonably foresee, or if reasonably
foreseeable could not reasonably make provision for or insure against, in so far as such
risks are not normally insurable on the insurance market and are mentioned in the general
exclusions of the policy of insurance, including War Risks and Political Risks, taken out
under GCC Clause 34 hereof; or
b) any use or occupation by the Procuring Entity or any third Party other than a
Subcontractor, authorized by the Procuring Entity of any part of the Facilities; or
c) any use of or reliance upon any design, data or specification provided or designated by or
on behalf of the Procuring Entity, or any such matter for which the Contractor has
disclaimed responsibility herein, the Procuring Entity shall pay to the Contractor all sums
payable in respect of the Facilities executed, notwithstanding that the same be lost,
destroyed or damaged, and will pay to the Contractor the replacement value of all
temporary facilities and all parts thereof lost, destroyed or damaged. If the Procuring Entity
requests the Contractor in writing to make good any loss or damage to the Facilities
thereby occasioned, the Contractor shall make good the same at the cost of the Procuring
Entity in accordance with GCC Clause 39. If the Procuring Entity does not request the
Contractor in writing to make good any loss or damage to the Facilities thereby occasioned,

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the Procuring Entity shall either

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 request a change in accordance with GCC Clause 39, excluding the performance of that
part of the Facilities there by lost, destroyed or damaged, or, where the loss or damage
affects a substantial part of the Facilities, the Procuring Entity shall terminate the Contract
pursuant to GCC Sub-Clause 42.1 hereof.
32.3 The Contractor shall be liable for any loss of or damage to any Contractor's Equipment, or any
other property of the Contractor used or intended to be used for purposes of the Facilities,
except
(i) as mentioned in GCC Sub-Clause 32.2 with respect to the Contractor's temporary facilities,
and (ii) where such loss or damage arises by reason of any of the matters specified in GCC
Sub- Clauses 32.2 (b) and (c) and 38.1.
32.4 With respect to any loss or damage caused to the Facilities or any part thereof or to the
Contractor's Equipment by reason of any of the matters specified in GCC Sub-Clause 38.1, the
provisions of GCC Sub-Clause 38.3 shall apply.
33 Loss of or Damage to Property; Accident or Injury to Workers; Indemnification
33.1 Subject to GCC Sub-Clause 33.3, the Contractor shall indemnify and hold harmless the
Procuring Entity and its employees and officers from and against any and all suits, actions or
administrative proceedings, claims, demands, losses, damages, costs, and expenses of
whatsoever nature, including attorney's fees and expenses, in respect of the death or injury of
any person or loss of or damage to any property other than the Facilities whether accepted or
not, arising in connection with the supply and installation of the Facilities and by reason of the
negligence of the Contractor or its Subcontractors, or their employees, officers or agents,
except any injury, death or property damage caused by the negligence of the Procuring Entity,
its contractors, employees, officers or agents.
33.2 If any proceedings are brought or any claim is made against the Procuring Entity that might
subject the Contractor to liability under GCC Sub-Clause33.1, the Procuring Entity shall
promptly give the Contractor a notice thereof and the Contractor may at its own expense and
in the Procuring Entity's name conduct such proceedings or claim and any negotiations for the
settlement of any such proceedings or claim.
33.3 If the Contractor fails to notify the Procuring Entity within twenty-eight (28) days after receipt
of such notice that it intends to conduct any such proceedings or claim, then the Procuring
Entity shall be free to conduct the same on its own behalf. Unless the Contractor has so failed
to notify the Procuring Entity within the twenty- eight (28) day period, the Procuring Entity
shall make no admission that may be prejudicial to the defense of any such proceedings or
claim.
33.4 The Procuring Entity shall, at the Contractor's request, afford all available assistance to the
Contractor in conducting such proceedings or claim, and shall be reimbursed by the Contractor
for all reasonable expenses incurred in so doing.
33.5 The Procuring Entity shall indemnify and hold harmless the Contractor and its employees,
officers and Subcontractors from any liability for loss of or damage to property of the Procuring
Entity, other than the Facilities not yet taken over, that is caused by fire, explosion or any
other perils, in excess of the amount recoverable from insurances procured under GCC Clause
34, provided that such fire, explosion or other perils were not caused by any actor failure of
the Contractor.
33.6 The Party entitled to the benefit of an indemnity under this GCC Clause 33 shall take all
reasonable measures to mitigate any loss or damage which has occurred. If the Party fails to
take such measures, the other Party's liabilities shall be correspondingly reduced.

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34 Insurance
34.1 To the extent specified in the Appendix to the Contract Agreement titled Insurance Requirements,
the Contractor shall at its expense take out and maintain in effect, or cause to be taken out and

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 maintained in effect, during the performance of the Contract, the insurances set forth below in
the sums and with the deductibles and other conditions specified in the said Appendix. The
identity of the insurers and the form of the policies shall be subject to the approval of the
Procuring Entity, who should not unreasonably withhold such approval.
a) Cargo Insurance During Transport
Covering loss or damage occurring while in transit from the Contractor's or
Subcontractor's works or stores until arrival at the Site, to the Plant (including spare parts
therefor) and to the Contractor's Equipment.
b) Installation All Risks Insurance
Covering physical loss or damage to the Facilities at the Site, occurring prior to
Completion of the Facilities, with an extended maintenance coverage for the Contractor's
liability in respect of any loss or damage occurring during the Defect Liability Period while
the Contractor is on the Site for the purpose of performing its obligations during the
Defect Liability Period.
c) Third Party Liability Insurance
Covering bodily injury or death suffered by third Parties including the Procuring Entity's
personnel, and loss of or damage to property occurring in connection with the supply and
installation of the Facilities.
d) Automobile Liability Insurance
Covering use of all vehicles used by the Contractor or its Subcontractors, whether or not
owned by them, in connection with the execution of the Contract.
e) Workers' Compensation
In accordance with the statutory requirements applicable in any country where the
Contract or any part thereof is executed.
f) Procuring Entity's Liability
In accordance with the statutory requirements applicable in any country where the
Contract or any part thereof is executed.
g) Other Insurances
Such other insurances as may be specifically agreed upon by the Parties here to as listed
in the Appendix to the Contract Agreement titled Insurance Requirements.
34.2 The Procuring Entity shall be named as co-insured under all insurance policies taken out by the
Contractor pursuant to GCC Sub-Clause 34.1, except for the Third Party Liability, Workers'
Compensation and Procuring Entity's Liability Insurances, and the Contractor's Subcontractors
shall be named as co-insureds under all insurance policies taken out by the Contractor
pursuant to GCC Sub-Clause 34.1 except for the Cargo Insurance During Transport, Workers'
Compensation and Procuring Entity's Liability Insurances. All insurer's rights of subrogation
against such co-insureds for losses or claims arising out of the performance of the Contract
shall be waived under such policies.
34.3 The Contractor shall, in accordance with the provisions of the Appendix to the Contract
Agreement titled Insurance Requirements, deliver to the Procuring Entity certificates of
insurance or copies of the insurance policies as evidence that the required policies are in full
force and effect. The certificates shall provide that no less than twenty-one (21) days' notice
shall be given to the Procuring Entity by insurers prior to cancellation or material modification
of a policy.
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34.4 The Contractor shall ensure that, where applicable, its Subcontractor(s) shall take out and
maintain in effect adequate insurance policies for their personnel and vehicles and for work
executed by them under the Contract, unless such Subcontractors are covered by the policies
taken out by the Contractor.
34.5 The Procuring Entity shall at its expense take out and maintain in effect during the
performance of the Contract those insurances specified in the Appendix to the Contract
Agreement titled Insurance Requirements, in the sums and with the deductibles and other
conditions specified in the said Appendix. The Contractor and the Contractor's Subcontractors
shall be named as co- insureds under all such policies. All insurers' rights of subrogation
against such co-insureds for losses or claims arising out of the performance of the Contract
shall be waived under such policies. The Procuring Entity shall deliver to the Contractor
satisfactory evidence that the required insurances are in full force and effect. The policies shall
provide that not less than twenty-one (21) days' notice shall be given to the Contractor by all
insurers prior to any cancellation or material modification of the policies. If so requested by the
Contractor, the Procuring Entity shall provide copies of the policies taken out by the Procuring
Entity under this GCC Sub-Clause 34.5.
34.6 If the Contractor fails to take out and/or maintain in effect the insurances referred to in GCC
Sub-Clause 34.1, the Procuring Entity may take out and maintain in effect any such insurances
and may from time to time deduct from any amount due the Contractor under the Contract
any premium that the Procuring Entity shall have paid to the insurer, or may otherwise recover
such amount as a debt due from the Contractor. If the Procuring Entity fails to take out and/or
maintain in effect the insurances referred to in GCC 34.5, the Contractor may take out and
maintain in effect any such insurances and may from time to time deduct from any amount
due the Procuring Entity under the Contract any premium that the Contractor shall have paid
to the insurer, or may otherwise recover such amount as a debt due from the Procuring Entity.
If the Contractor fails to or is unable to take out and maintain in effect any such insurances,
the Contractor shall nevertheless have no liability or responsibility towards the Procuring Entity,
and the Contractor shall have full recourse against the Procuring Entity for any and all liabilities
of the Procuring Entity herein.
34.7 Unless otherwise provided in the Contract, the Contractor shall prepare and conduct all and
any claims made under the policies effected by it pursuant to this GCC Clause 34, and all
monies payable by any insurers shall be paid to the Contractor. The Procuring Entity shall give
to the Contractor all such reasonable assistance as may be required by the Contractor. With
respect to insurance claims in which the Procuring Entity's interest is involved, the Contractor
shall not give any release or make any compromise with the insurer without the prior written
consent of the Procuring Entity. With respect to insurance claims in which the Contractor's
interest is involved, the Procuring Entity shall not give any release or make any compromise
with the insurer without the prior written consent of the Contractor.
35 Unforeseen Conditions
35.1 If, during the execution of the Contract, the Contractor shall encounter on the Site any physical
conditions other than climatic conditions, or artificial obstructions that could not have been
reasonably foreseen prior to the date of the Contract Agreement by an experienced contractor
on the basis of reasonable examination of the data relating to the Facilities including any data
as to boring tests, provided by the Procuring Entity, and on the basis of information that it
could have obtained from a visual inspection of the Site if access thereto was available, or
other data readily available to it relating to the Facilities, and if the Contractor determines that
it will in consequence of such conditions or obstructions incur additional cost and expense or
require additional time to perform its obligations under the Contract that would not have been
required
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 if such physical conditions or artificial obstructions had not been encountered, the Contractor
shall promptly, and before performing additional work or using additional Plant or Contractor's
Equipment, notify the Project Manager in writing of
a) the physical conditions or artificial obstructions on the Site that could not have been
reasonably foreseen;
b) the additional work and/or Plant and/or Contractor's Equipment required, including the
steps which the Contractor will or proposes to take to overcome such conditions or
obstructions;
c) the extent of the anticipated delay; and
d) the additional cost and expense that the Contractor is likely to incur.
On receiving any notice from the Contractor under this GCC Sub-Clause 35.1, the Project
Manager shall promptly consult with the Procuring Entity and Contractor and decide upon the
actions to be taken to overcome the physical
35.2 If the Contractor is delayed or impeded in the performance of the Contract because of any
such physical conditions or artificial obstructions referred to in GCC Sub-Clause 35.1, the Time
for Completion shall be extended in accordance with GCC Clause 40.
36 Change in Laws and Regulations
36.1 If, after the date twenty-eight (28) days prior to the date of Tender submission, in Kenya, any
law, regulation, ordinance, order or by-law having the force of law is enacted, promulgated,
abrogated or changed which shall be deemed to include any change in interpretation or
application by the competent authorities, that subsequently affects the costs and expenses of
the Contractor and/or the Time for Completion, the Contract Price shall be correspondingly
increased or decreased, and/or the Time for Completion shall be reasonably adjusted to the
extent that the Contractor has thereby been affected in the performance of any of its
obligations under the Contract. Notwithstanding the foregoing, such additional or reduced
costs shall not be separately paid or credited if the same has already been accounted for in the
price adjustment provisions where applicable, in accordance with the SCC pursuant to GCC
Sub-Clause 11.2.
37 Force Majeure
37.1 “Force Majeure” shall mean any event beyond the reasonable control of the Procuring Entity or
of the Contractor, as the case may be, and which is unavoidable notwithstanding the
reasonable care of the Party affected, and shall include, without limitation, the following:
a. war, hostilities or warlike operations whether a state of war be declared or not, invasion,
act of foreign enemy and civil war
b. rebellion, revolution, insurrection, mutiny, usurpation of civil or military government,
conspiracy, riot, civil commotion and terrorist acts
c. confiscation, nationalization, mobilization, commandeering or requisition by or under the
order of any government or de jure or de facto authority or ruler or any other act or
failure to act of any local state or national government authority
d. strike, sabotage, lockout, embargo, import restriction, port congestion, lack of usual
means of public transportation and communication, industrial dispute, shipwreck,
shortage or restriction of power supply, epidemics, quarantine and plague
e. earthquake, landslide, volcanic activity, fire, flood or inundation, tidal wave, typhoon or
cyclone, hurricane, storm, lightning, or other inclement weather condition, nuclear and

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pressure waves or other natural or physical disaster

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 f. shortage of labor, materials or utilities where caused by circumstances that are
themselves Force Majeure.
37.2 If either Party is prevented, hindered or delayed from or in performing any of its obligations
under the Contract by an event of Force Majeure, then it shall notify the other in writing of the
occurrence of such event and the circumstances thereof within fourteen (14) days after the
occurrence of such event.
37.3 The Party who has given such notice shall be excused from the performance or punctual
performance of its obligations under the Contract for so long as the relevant event of Force
Majeure continues and to the extent that such Party's performance is prevented, hindered or
delayed. The Time for Completion shall be extended in accordance with GCC Clause 40.
37.4 The Party or Parties affected by the event of Force Majeure shall use reasonable efforts to
mitigate the effect thereof upon its or their performance of the Contract and to fulfill its or
their obligations under the Contract, but without prejudice to either Party's right to terminate
the Contract under GCC Sub-Clauses 37.6 and 38.5.
37.5 No delay or nonperformance by either Party hereto caused by the occurrence of any event of
Force Majeure shall;
a) constitute a default or breach of the Contract, or
b) give rise to any claim for damages or additional cost or expense occasioned thereby,
subject to GCC Sub-Clauses 32.2, 38.3 and 38.4
if and to the extent that such delay or nonperformance is caused by the occurrence of an
event of Force Majeure.
37.6 If the performance of the Contract is substantially prevented, hindered or delayed for a single
period of more than sixty (60) days or an aggregate period of more than one hundred and
twenty (120) days on account of one or more events of Force Majeure during the currency of
the Contract, the Parties will attempt to develop a mutually satisfactory solution, failing which
either Party may terminate the Contract by giving a notice to the other, but without prejudice
to either Party's right to terminate the Contract under GCC Sub-Clause 38.5.
37.7 In the event of termination pursuant to GCC Sub-Clause 37.6, the rights and obligations of the
Procuring Entity and the Contractor shall be as specified in GCC Sub-Clauses 42.1.2 and
42.1.3.
37.8 Notwithstanding GCC Sub-Clause 37.5, Force Majeure shall not apply to any obligation of the
Procuring Entity to make payments to the Contractor herein.
38 War Risks
38.1 “War Risks” shall mean any event specified in paragraphs (a) and (b) of GCC Sub-Clause 37.1
and any explosion or impact of any mine, bomb, shell, grenade or other projectile, missile,
munitions or explosive of war, occurring or existing in or near the country (or countries) where
the Site is located.
38.2 Notwithstanding anything contained in the Contract, the Contractor shall have no liability
whatsoever for or with respect to
a. destruction of or damage to Facilities, Plant, or any part thereof;
b. destruction of or damage to property of the Procuring Entity or any third Party; or
c. injury or loss of life
if such destruction, damage, injury or loss of life is caused by any War Risks, and the Procuring

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Entity shall indemnify and hold the Contractor harmless from and against any and all claims,

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 liabilities, actions, lawsuits, damages, costs, charges or expenses arising in consequence of or
in connection with the same.
38.3 If the Facilities or any Plant or Contractor's Equipment or any other property of the Contractor
used or intended to be used for the purposes of the Facilities shall sustain destruction or
damage by reason of any War Risks, the Procuring Entity shall pay the Contractor for
a) any part of the Facilities or the Plant so destroyed or damaged to the extent not
already paid for by the Procuring Entity and so far as may be required by the
Procuring Entity, and as may be necessary for completion of the Facilities
b) replacing or making good any Contractor's Equipment or other property of the
Contractor so destroyed or damaged
c) replacing or making good any such destruction or damage to the Facilities or the
Plant or any part thereof.
If the Procuring Entity does not require the Contractor to replace or make good any such
destruction or damage to the Facilities, the Procuring Entity shall either request a change
in accordance with GCC Clause 39, excluding the performance of that part of the
Facilities thereby destroyed or damaged or, where the loss, destruction or damage
affects a substantial part of the Facilities, shall terminate the Contract, pursuant to GCC
Sub-Clause 42.1.
If the Procuring Entity requires the Contractor to replace or make good on any such
destruction or damage to the Facilities, the Time for Completion shall be extended in
accordance with GCC 40.
38.4 Notwithstanding anything contained in the Contract, the Procuring Entity shall pay the
Contractor for any increased costs or incidentals to the execution of the Contract that are in
any way attributable to, consequent on, resulting from, or in any way connected with any War
Risks, provided that the Contractor shall as soon as practicable notify the Procuring Entity in
writing of any such increased cost.
38.5 If during the performance of the Contract any War Risks shall occur that financially or
otherwise materially affect the execution of the Contract by the Contractor, the Contractor
shall use its reasonable efforts to execute the Contract with due and proper consideration
given to the safety of its and its Subcontractors' personnel engaged in the work on the
Facilities, provided, however, that if the execution of the work on the Facilities becomes
impossible or is substantially prevented for a single period of more than sixty (60) days or an
aggregate period of more than one hundred and twenty (120) days on account of any War
Risks, the Parties will attempt to develop a mutually satisfactory solution, failing which either
Party may terminate the Contract by giving a notice to the other.
38.6 In the event of termination pursuant to GCC Sub-Clauses 38.3 or 38.5, the rights and
obligations of the Procuring Entity and the Contractor shall be specified in GCC Sub-Clauses
42.1.2 and
42.1.3. A. Change in Contract Elements.
A. Change in Contract Elements
39 Change in the Facilities
39.1 Introducing a Change
39.1.1 Subject to GCC Sub-Clauses 39.2.5 and 39.2.7, the Procuring Entity shall have the right to
propose, and subsequently require, that the Project Manager order the Contractor from time
to time during the performance of the Contract to make any change, modification, addition
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or deletion to, in or from the Facilities here in after called “Change”, provided that such
Change

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 falls within the general scope of the Facilities and does not constitute unrelated work and
that it is technically practicable, taking into account both the state of advancement of the
Facilities and the technical compatibility of the Change envisaged with the nature of the
Facilities as specified in the Contract.
39.1.2 Value Engineering: The Contractor may prepare, at its own cost, a value engineering
proposal at any time during the performance of the contract. The value engineering
proposal shall, at a minimum, include the following;
a) The proposed change (s), and a description of the difference to the existing contract
requirements;
b) a full cost/benefit analysis of the proposed change(s) including a description and
estimate of costs (including life cycle costs) the Procuring Entity may incur in
implementing the value engineering proposal; and
c) a description of any effect (s) of the change on performance/ functionality.
The Procuring Entity may accept the value engineering proposal if the proposal demonstrates
benefits that:
a) accelerates the delivery period; or
b) reduces the Contract Price or the life cycle costs to the Procuring Entity; or
c) improves the quality, efficiency, safety or sustain ability of the Facilities; or
d) yields any other benefits to the Procuring Entity, without compromising the necessary
functions of the Facilities.
If the value engineering proposal is approved by the Procuring Entity and results in:
(a) a reduction of the Contract Price; the amount to be paid to the Contractor shall be
the percentage specified in the SCC of the reduction in the Contract Price; or
(b) an increase in the Contract Price; but results in a reduction in life cycle costs due to
any benefit described in (a) to (d) above, the amount to be paid to the Contractor
shall be the full increase in the Contract Price.
39.1.3 Notwithstanding GCC Sub-Clauses 39.1.1 and 39.1.2, no change made necessary because of
any default of the Contractor in the performance of its obligations under the Contract shall
be deemed to be a Change, and such change shall not result in any adjustment of the
Contract Price or the Time for Completion.
39.1.4 The procedure on how to proceed with and execute Changes is specified in GCC Sub-Clauses
39.2 and 39.3, and further details and forms are provided in the Procuring Entity's
Requirements (Forms and Procedures).
39.2 Changes Originating from Procuring Entity
39.2.1 If the Procuring Entity proposes a Change pursuant to GCC Sub-Clause 39.1.1, it shall send
to the Contractor a “Request for Change Proposal,” requiring the Contractor to prepare and
furnish to the Project Manager as soon as reasonably practicable a “Change Proposal,” which
shall include the following:
a) Brief description of the Change
b) Effect on the Time for Completion
c) Estimated cost of the Change
d) Effect on Functional Guarantees (if any)
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 e) Effect on the Facilities
f) Effect on any other provisions of the Contract.
39.2.2 Prior to preparing and submitting the “Change Proposal,” the Contractor shall submit to the
Project Manager an “Estimate for Change Proposal,” which shall be an estimate of the cost of
preparing and submitting the Change Proposal. Upon receipt of the Contractor's Estimate for
Change Proposal, the Procuring Entity shall do one of the following:
 Accept the Contractor's estimate with instructions to the Contractor to proceed with
the preparation of the Change Proposal
 Advise the Contractor of any part of its Estimate for Change Proposal that is
unacceptable and request the Contractor to review its estimate
 Advise the Contractor that the Procuring Entity does not intend to proceed with the
Change.
39.2.3 Upon receipt of the Procuring Entity's instruction to proceed under GCC Sub-Clause 39.2.2
(a), the Contractor shall, with proper expedition, proceed with the preparation of the Change
Proposal, in accordance with GCC Sub-Clause 39.2.1.
39.2.4 The pricing of any Change shall, as far as practicable, be calculated in accordance with the
rates and prices included in the Contract. If such rates and prices are inequitable, the Parties
there to shall agree on specific rates for the valuation of the Change.
39.2.5 If before or during the preparation of the Change Proposal it becomes apparent that the
aggregate effect of compliance there with and with all other Change Orders that have
already become binding upon the Contractor under this GCC Clause 39 would be to increase
or decrease the Contract Price as originally set for thin Article 2 (Contract Price) of the
Contract Agreement by more than fifteen percent (15%), the Contractor may give a written
notice of objection there to prior to furnishing the Change Proposal as aforesaid. If the
Procuring Entity accepts the Contractor's objection, the Procuring Entity shall withdraw the
proposed Change and shall notify the Contractor in writing thereof. The Contractor's failure
to so object shall neither affect its right to object to any subsequent requested Changes or
Change Orders here in, nor affect its right to take in to account, when making such
subsequent objection, the percentage increase or decrease in the Contract Price that any
Change not objected to by the Contractor represents.
39.2.6 Upon receipt of the Change Proposal, the Procuring Entity and the Contractor shall mutually
agree upon all matters therein contained. Within fourteen (14) days after such agreement,
the Procuring Entity shall, if it intends to proceed with the Change, issue the Contractor with
a Change Order. If the Procuring Entity is unable to reach a decision within fourteen (14)
days, it shall notify the Contractor with details of when the Contractor can expect a decision.
If the Procuring Entity decides not to proceed with the Change for whatever reason, it shall,
within the said period of fourteen (14) days, notify the Contractor accordingly. Under such
circumstances, the Contractor shall be entitled to reimbursement of all costs reasonably
incurred by it in the preparation of the Change Proposal, provided that these do not exceed
the amount given by the Contractor in its Estimate for Change Proposal submitted in
accordance with GCC Sub-Clause 39.2.2.
39.2.7 If the Procuring Entity and the Contractor cannot reach agreement on the price for the
Change, an equitable adjustment to the Time for Completion, or any other matters identified
in the Change Proposal, the Procuring Entity may nevertheless instruct the Contractor to
proceed with the Change by issue of a “Pending Agreement Change Order.” Upon receipt of
a Pending Agreement Change Order, the Contractor shall immediately proceed with effecting

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the Changes

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 covered by such Order. The Parties shall there after attempt to reach agreement on the
outstanding issues under the Change Proposal. If the Parties cannot reach agreement within
sixty (60) days from the date of issue of the Pending Agreement Change Order, then the
matter may be referred to the Dispute Board in accordance with the provisions of GCC Sub-
Clause 46.1.
39.2.8 Changes Originating from Contractor
39.2.8.1 If the Contractor proposes a Change pursuant to GCC Sub-Clause 39.1.2, the Contractor
shall submit to the Project Manager a written “Application for Change Proposal,” giving
reasons for the proposed Change and including the information specified in GCC Sub-
Clause 39.1.2.
39.2.8.2 Upon receipt of the Application for Change Proposal, the Parties shall follow the procedures
outlined in GCC Sub-Clauses 39.2.6 and 39.2.7. However, the Contractor shall not be
entitled to recover the costs of preparing the Application for Change Proposal.
40.Extension of Time for Completion
40.1 The Time(s) for Completion specified in the SCC pursuant to GCC Sub-Clause 8.2 shall be
extended if the Contractor is delayed or impeded in the performance of any of its obligations
under the Contract by reason of any of the following:
a) any Change in the Facilities as provided in GCC Clause 39
b) any occurrence of Force Majeure as provided in GCC Clause 37, unforeseen conditions
as provided in GCC Clause 35, or other occurrence of any of the matters specified or
referred to in paragraphs (a), (b) and (c) of GCC Sub-Clause 32.2
c) Any suspension order given by the Procuring Entity under GCC Clause 41 here of or
reduction in the rate of progress pursuant to GCC Sub-Clause 41.2 or
d) Any changes in laws and regulations as provided in GCC Clause 36 or
e) Any default or breach of the Contract by the Procuring Entity, Appendix to the
Contract Agreement titled, or any activity, actor omission of the Procuring Entity, or
the Project Manager, or any other contractors employed by the Procuring Entity, or
f) Any delay on the part of a Subcontractor, provided such delay is due to a cause for
which the Contractor himself would have been entitled to an extension of time under
this sub-clause, or
g) Delays attributable to the Procuring Entity or caused by customs, or
h) any other matter specifically mentioned in the Contract by such period as shall be fair
and reasonable in all the circumstances and as shall fairly reflect the delay or
impediment sustained by the Contractor.
40.2 Except where otherwise specifically provided in the Contract, the Contractor shall submit to the
Project Manager a notice of a claim for an extension of the Time for Completion, together with
particulars of the event or circumstance justifying such extension as soon as reasonably
practicable after the commencement of such event or circumstance. As soon as reasonably
practicable after receipt of such notice and supporting particulars of the claim, the Procuring
Entity and the Contractor shall agree upon the period of such extension. In the event that the
Contractor does not accept the Procuring Entity's estimate of a fair and reasonable time
extension, the Contractor shall be entitled to refer the matter to a Dispute Board, pursuant to
GCC Sub-Clause 46.1.
40.3 The Contractor shall at all times use its reasonable efforts to minimize any delay in the
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performance of its obligations under the Contract.

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40.4 In all cases where the Contractor has given a notice of a claim for an extension of time under
GCC 40.2, the Contractor shall consult with the Project Manager in order to determine the
steps (if any) which can be taken to overcome or minimize the actual or anticipated delay. The
Contractor shall there after comply with all reasonable instructions which the Project Manager
shall give in order to minimize such delay. If compliance with such instructions shall cause the
Contractor to incur extra costs and the Contractor is entitled to an extension of time under
GCC 40.1, the amount of such extra costs shall be added to the Contract Price.
41 Suspension
41.1 Procuring Entity may request the Project Manager, by notice to the Contractor, to order the
Contractor to suspend performance of any or all of its obligations under the Contract. Such
notice shall specify the obligation of which performance is to be suspended, the effective date
of the suspension and the reasons therefor. The Contractor shall thereupon suspend
performance of such obligation, except those obligations necessary for the care or preservation
of the Facilities, until ordered in writing to resume such performance by the Project Manager.
If, by virtue of a suspension order given by the Project Manager, other than by reason of the
Contractor's default or breach of the Contract, the Contractor's performance of any of its
obligations is suspended for an aggregate period of more than ninety (90) days, then at any
time there after and provided that at that time such performance is still suspended, the
Contractor may give a notice to the Project Manager requiring that the Procuring Entity shall,
within twenty-eight (28) days of receipt of the notice, order the resumption of such
performance or request and subsequently order a change in accordance with GCC Clause 39,
excluding the performance of the suspended obligations from the Contract.
41.2 If the Procuring Entity fails to do so within such period, the Contractor may, by a further notice
to the Project Manager, elect to treat the suspension, where it affects apart only of the
Facilities, as a deletion of such part in accordance with GCC Clause 39 or, where it affects the
whole of the Facilities, as termination of the Contract under GCC Sub-Clause.
41.3 If
a. Procuring Entity has failed to pay the Contractor any sum due under the Contract within the
specified period, has failed to approve any invoice or supporting documents without just cause
pursuant to the Appendix to the Contract Agreement titled Terms and Procedures of Payment,
or commits a substantial breach of the Contract, the Contractor may give a notice to the
Procuring Entity that requires payment of such sum, with interest there on as stipulated in GCC
Sub-Clause 12.3, requires approval of such invoice or supporting documents, or specifies the
breach and requires the Procuring Entity to remedy the same, as the case may be. If the
Procuring Entity fails to pay such sum together with such interest, fails to approve such invoice
or supporting documents or give its reasons for withholding such approval, or fails to remedy
the breach or take steps to remedy the breach within fourteen (14) days after receipt of the
Contractor's notice or
b. The Contractor is unable to carry out any of its obligations under the Contract for any reason
attributable to the Procuring Entity, including but not limited to the Procuring Entity's failure to
provide possession of or access to the Site or other areas in accordance with GCC Sub-Clause
10.2, or failure to obtain any governmental permit necessary for the execution and/or
completion of the Facilities, then the Contractor may by fourteen (14) days' notice to the
Procuring Entity suspend performance of all or any of its obligations under the Contract, or
reduce the rate of progress.
41.4 If the Contractor's performance of its obligations is suspended or the rate of progress is
reduced pursuant to this GCC Clause 41, then the Time for Completion shall be extended in

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accordance

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 with GCC Sub-Clause 40.1, and any and all additional costs or expenses incurred by the
Contractor as a result of such suspension or reduction shall be paid by the Procuring Entity to
the Contractor in addition to the Contract Price, except in the case of suspension order or
reduction in the rate of progress by reason of the Contractor's default or breach of the
Contract.
41.5 During the period of suspension, the Contractor shall not remove from the Site any Plant, any
part of the Facilities or any Contractor's Equipment, without the prior written consent of the
Procuring Entity.
42 Termination
42.1 Termination for Procuring Entity's Convenience
42.1.1 The Procuring Entity may at any time terminate the Contract for any reason by giving the
Contractor a notice of termination that refers to this GCC Sub-Clause 42.1.
42.1.2 Upon receipt of the notice of termination under GCC Sub-Clause 42.1.1, the Contractor shall
either immediately or upon the date specified in the notice of termination
a) cease all further work, except for such work as the Procuring Entity may specify in the
notice of termination for the sole purpose of protecting that part of the Facilities
already executed, or any work required to leave the Site in a clean and safe condition,
b) terminate all subcontracts, except those to be assigned to the Procuring Entity pursuant
to paragraph (d) (ii) below,
c) remove all Contractor's Equipment from the Site, repatriate the Contractor's and its
Subcontractors' personnel from the Site, remove from the Site any wreckage, rubbish
and debris of any kind, and leave the whole of the Site in a clean and safe condition,
and
d) subject to the payment specified in GCC Sub-Clause 42.1.3,
i. deliver to the Procuring Entity the parts of the Facilities executed by the
Contractor up to the date of termination
ii. to the extent legally possible, assign to the Procuring Entity all right, title and
benefit of the Contractor to the Facilities and to the Plant as of the date of
termination, and, as may be required by the Procuring Entity, in any
subcontracts concluded between the Contractor and its Subcontractors; and
iii. deliver to the Procuring Entity all non-proprietary drawings, specifications and
other documents prepared by the Contractor or its Subcontractors as at the date
of termination in connection with the Facilities.
42.1.3 In the event of termination of the Contract under GCC Sub-Clause 42.1.1, the Procuring
Entity shall pay to the Contractor the following amounts:
a) The Contract Price, properly attributable to the parts of the Facilities executed by
the Contractor as of the date of termination,
b) the costs reasonably incurred by the Contractor in the removal of the Contractor's
Equipment from the Site and in the repatriation of the Contractor's and its
Subcontractors' personnel,
c) any amounts to be paid by the Contractor to its Subcontractors in connection with
the termination of any subcontracts, including any cancellation charges,
d) costs incurred by the Contractor in protecting the Facilities and leaving the Site in a

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clean and safe condition pursuant to paragraph (a) of GCC Sub-Clause 42.1.2

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 e) the cost of satisfying all other obligations, commitments and claims that the
Contractor may in good faith have under taken with third Parties in connection with
the Contract and that are not covered by paragraphs (a) through (d) above.

42.2 Termination by the Contractor

42.2.1 The Procuring Entity, without prejudice to any other rights or remedies it may possess, may
terminate the Contract forth within the following circumstances by giving a notice of
termination and its reasons there for to the Contractor, referring to this GCC Sub-Clause
42.2:
a) If the Contractor becomes bankrupt or in solvent, has a receiving order issued
against it, compounds with its creditors, or, if the Contractor is a corporation, are
solution is passed or order is made for its winding up, other than a voluntary
liquidation for the purposes of amalgamation or reconstruction, a receiver is
appointed over any part of its undertaking or assets, or if the Contractor takes or
suffers any other analogous action in consequence of debt
b) if the Contractor assigns or transfers the Contract or any right or interest therein in
violation of the provision of GCC Clause 43.
c) If the Contractor, in the judgment of the Procuring Entity has engaged in Fraud and
Corruption, as defined in paragraph 2.2a. of Appendix B to the GCC, in competing
for or in executing the Contract.
42.2.2 If the Contractor
a) Has abandoned or repudiated the Contract
b) Has without valid reason failed to commence work on the Facilities promptly or has
suspended, other than pursuant to GCC Sub-Clause 41.2, the progress of Contract
performance for more than twenty-eight (28) days after receiving a written
instruction from the Procuring Entity to proceed
c) Persistently fails to execute the Contract in accordance with the Contractor
persistently neglects to carry out its obligations under the Contract without just
cause
d) Refuses or is unable to provide sufficient materials, services or labor to execute and
complete the Facilities in the manner specified in the program furnished under GCC
Sub-Clause 18.2 at rates of progress that give reasonable assurance to the Procuring
Entity that the Contractor can attain Completion of the Facilities by the Time for
Completion as extended, then the Procuring Entity may, without prejudice to any
other rights it may possess under the Contract, give a notice to the Contractor
stating the nature of the default and requiring the Contractor to remedy the same. If
the Contractor fails to remedy or to take steps to remedy the same within fourteen
(14) days of its receipt of such notice, then the Procuring Entity may terminate the
Contract forth with by giving a notice of termination to the Contractor that refers to
this GCC Sub-Clause 42.2.
42.2.3 Upon receipt of the notice of termination under GCC Sub-Clauses 42.2.1 or 42.2.2, the
Contractor shall, either immediately or upon such date as is specified in the notice of
termination,
a) cease all further work, except for such work as the Procuring Entity may specify in
the notice of termination for the sole purpose of protecting that part of the Facilities
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already executed, or any work required to leave the Site in a clean and safe
condition.

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 b) Terminate all subcontracts, except those to be assigned to the Procuring Entity
pursuant to paragraph (d) below,
c) deliver to the Procuring Entity the parts of the Facilities executed by the Contractor
up to the date of termination,
d) to the extent legally possible, assign to the Procuring Entity all right, title and benefit
of the Contractor to the Facilities and to the Plant as of the date of termination, and,
as may be required by the Procuring Entity, in any subcontracts concluded between
the Contractor and its Subcontractors,
e) deliver to the Procuring Entity all drawings, specifications and other documents
prepared by the Contractor or its Subcontractors as of the date of termination in
connection with the Facilities.
42.2.4 The Procuring Entity may enter upon the Site, expel the Contractor, and complete the
Facilities itself or by employing any third Party. The Procuring Entity may, to the exclusion of
any right of the Contractor over the same, take over and use with the payment of a fair
rental rate to the Contractor, with all the maintenance costs to the account of the Procuring
Entity and with an indemnification by the Procuring Entity for all liability including damage or
injury to persons arising out of the Procuring Entity's use of such equipment, any
Contractor's Equipment owned by the Contractor and on the Site in connection with the
Facilities for such reasonable period as the Procuring Entity considers expedient for the
supply and installation of the Facilities.
42.2.5 Upon completion of the Facilities or at such earlier date as the Procuring Entity thinks
appropriate, the Procuring Entity shall give notice to the Contractor that such Contractor's
Equipment will be returned to the Contractor at or near the Site and shall return such
Contractor's Equipment to the Contractor in accordance with such notice. The Contractor
shall thereafter without delay and at its cost remove or arrange removal of the same from
the Site.
42.2.6 Subject to GCC Sub-Clause 42.2.6, the Contractor shall be entitled to be paid the Contract
Price attributable to the Facilities executed as of the date of termination, the value of any
unused or partially used Plant on the Site, and the costs, if any, incurred in protecting the
Facilities and in leaving the Site in a clean and safe condition pursuant to paragraph (a) of
GCC Sub-Clause 42.2.3. Any sums due the Procuring Entity from the Contractor accruing
prior to the date of termination shall be deducted from the amount to be paid to the
Contractor under this Contract.
42.2.7 If the Procuring Entity completes the Facilities, the cost of completing the Facilities by the
Procuring Entity shall be determined.
42.2.8 If the sum that the Contractor is entitled to be paid, pursuant to GCC Sub-Clause 42.2.5, plus
the reasonable costs incurred by the Procuring Entity in completing the Facilities, exceeds the
Contract Price, the Contractor shall be liable for such excess.
42.2.9 If such excess is greater than the sums due the Contractor under GCC Sub-Clause 42.2.5,
the Contractor shall pay the balance to the Procuring Entity, and if such excess is less than
the sums due the Contractor under GCC Sub-Clause 42.2.5, the Procuring Entity shall pay the
balance to the Contractor. The Procuring Entity and the Contractor shall agree, in writing, on
the computation described above and the manner in which any sums shall be paid.
42.3 Termination by the Contractor
42.3.1 If

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a) The Procuring Entity has failed to pay the Contractor any sum due under the Contract within
the specified period, has failed to approve any invoice or supporting documents without just

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 cause pursuant to the Appendix to the Contract Agreement titled Terms and Procedures of
Payment, or commits a substantial breach of the Contract, the Contractor may give a notice
to the Procuring Entity that requires payment of such sum, with interest there on as
stipulated in GCC Sub-Clause 12.3, requires approval of such invoice or supporting
documents, or specifies the breach and requires the Procuring Entity to remedy the same, as
the case may be. If the Procuring Entity fails to pay such sum together with such interest,
fails to approve such invoice or supporting documents or give its reasons for withholding
such approval, fails to remedy the breach or take steps to remedy the breach within fourteen
(14) days after receipt of the Contractor's notice, or
b) The Contractor is unable to carry out any of its obligations under the Contract for any reason
attributable to the Procuring Entity, including but not limited to the Procuring Entity's failure
to provide possession of or access to the Site or other areas or failure to obtain any
governmental permit necessary for the execution and/or completion of the Facilities, then the
Contractor may give a notice to the Procuring Entity thereof, and if the Procuring Entity has
failed to pay the outstanding sum, to approve the invoice or supporting documents, to give
its reasons for withholding such approval, or to remedy the breach within twenty-eight (28)
days of such notice, or if the Contractor is still unable to carry out any of its obligations
under the Contract for any reason attributable to the Procuring Entity within twenty-eight
(28) days of the said notice, the Contractor may by a further notice to the Procuring Entity
referring to this GCC Sub-Clause 42.3.1, forth with terminate the Contract.
42.3.2 The Contractor may terminate the Contract forth with by giving a notice to the Procuring
Entity to that effect, referring to this GCC Sub-Clause 42.3.2, if the Procuring Entity becomes
bankrupt or insolvent, has a receiving order issued against it, compounds with its creditors,
or, being a corporation, if are solution is passed or order is made for its winding up (other
than a voluntary liquidation for the purposes of amalgamation or reconstruction), a receiver
is appointed over any part of its undertaking or assets, or if the Procuring Entity takes or
suffers any other analogous action in consequence of debt.
42.3.3 If the Contract is terminated under GCC Sub-Clauses 42.3.1 or 42.3.2, then the Contractor
shall immediately
a) cease all further work, except for such work as may be necessary for the purpose of
protecting that part of the Facilities already executed, or any work required to leave the
Site in a clean and safe condition
b) terminate all subcontracts, except those to be assigned to the Procuring Entity pursuant
to paragraph (d) (ii)
c) remove all Contractor's Equipment from the Site and repatriate the Contractor's and its
Subcontractors' personnel from the Site, and
d) subject to the payment specified in GCC Sub-Clause 42.3.4,
i. deliver to the Procuring Entity the parts of the Facilities executed by the Contractor
up to the date of termination
ii. to the extent legally possible, assign to the Procuring Entity all right, title and
benefit of the Contractor to the Facilities and to the Plant as of the date of
termination, and, as may be required by the Procuring Entity, in any subcontracts
concluded between the Contractor and its Subcontractors, and
iii. deliver to the Procuring Entity all drawings, specifications and other documents
prepared by the Contractor or its Subcontractors as of the date of termination in
connection with the Facilities.

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42.3.4 If the Contract is terminated under GCC Sub-Clauses 42.3.1 or 42.3.2, the Procuring Entity
shall pay to the Contractor all payments specified in GCC Sub-Clause 42.1.3, and reasonable
compensation for all loss, except for loss of profit, or damage sustained by the Contractor
arising out of, in connection with or in consequence of such termination.
42.3.5 Termination by the Contractor pursuant to this GCC Sub-Clause 42.3 is without prejudice to
any other rights or remedies of the Contractor that may be exercised in lieu of or in addition
to rights conferred by GCC Sub-Clause 42.3.
42.4 In this GCC Clause 42, the expression “Facilities executed” shall include all work executed,
Installation Services provided, and all Plant acquired, or subject to a legally binding obligation
to purchase, by the Contractor and used or intended to be used for the purpose of the
Facilities, up to and including the date of termination.
42.5 In this GCC Clause 42, in calculating any monies due from the Procuring Entity to the
Contractor, account shall be taken of any sum previously paid by the Procuring Entity to the
Contractor under the Contract, including any advance payment paid pursuant to the Appendix
to the Contract Agreement titled Terms and Procedures of Payment.
43 Assignment
43.1 Neither the Procuring Entity nor the Contractor shall, without the express prior written consent
of the other Party, which consent shall not be unreasonably withheld, assign to any third Party
the Contract or any part thereof, or any right, benefit, obligation or interest therein or
thereunder, except that the Contractor shall be entitled to assign either absolutely or by way of
charge any monies due and payable to it or that may become due and payable to it under the
Contract.
44 Export Restrictions
44.1 Notwithstanding any obligation under the Contract to complete all export formalities, any
export restrictions attributable to the Procuring Entity, to Kenya or to the use of the Plant and
Installation Services to be supplied which arise from trade regulations from a country supplying
those Plant and Installation Services, and which substantially impede the Contractor from
meeting its obligations under the Contract, shall release the Contractor from the obligation to
provide deliveries or services, always provided, however, that the Contractor can demonstrate
to the satisfaction of the Procuring Entity and of the Bank that it has completed all formalities
in a timely manner, including applying for permits, authorizations and licenses necessary for
the export of the Plant and Installation Services under the terms of the Contract. Termination
of the Contract on this basis shall be for the Procuring Entity's convenience pursuant to Sub-
Clause 42.1.
B. Claims, Disputes and Arbitration
45 Contractor's Claims
45.1 If the Contractor considers himself to be entitled to any extension of the Time for Completion
and/or any additional payment, under any Clause of these Conditions or otherwise in
connection with the Contract, the Contractor shall submit a notice to the Project Manager,
describing the event or circumstance giving rise to the claim. The notice shall be given as soon
as practicable, and not later than 28 days after the Contractor became aware, or should have
become aware, of the event or circumstance.
45.2 If the Contractor fails to give notice of a claim within such period of 28 days, the Time for
Completion shall not be extended, the Contractor shall not be entitled to additional payment,
and the Procuring Entity shall be discharged from all liability in connection with the claim.
Otherwise, the following provisions of this Sub-Clause shall apply.
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 a) The Contractor shall also submit any other notices which are required by the Contract,
and supporting particulars for the claim, all as relevant to such event or circumstance.
b) The Contractor shall keep such contemporary records as may be necessary to
substantiate any claim, either on the Site or at another location acceptable to the Project
Manager. Without admitting the Procuring Entity's liability, the Project Manager may,
after receiving any notice under this Sub-Clause, monitor the record-keeping and/or
instruct the Contractor to keep further contemporary records. The Contractor shall permit
the Project Manager to inspect all these records, and shall (if instructed) submit copies to
the Project Manager.
45.3 Within 42 days after the Contractor became aware (or should have become aware) of the
event or circumstance giving rise to the claim, or within such other period as may be proposed
by the Contractor and approved by the Project Manager, the Contractor shall send to the
Project Manager a fully detailed claim which includes full supporting particulars of the basis of
the claim and of the extension of time and/or additional payment claimed. If the event or
circumstance giving rise to the claim has a continuing effect:
a) this fully detailed claim shall be considered as interim;
b) the Contractor shall send further interim claims at monthly intervals, giving the
accumulated delay and/or amount claimed, and such further particulars as the Project
Manager may reasonably require; and
c) the Contractor shall send a final claim within 28 days after the end of the effects
resulting from the event or circumstance, or within such other period as may be
proposed by the Contractor and approved by the Project Manager.
45.4 Within 42 days after receiving a claim or any further particulars supporting a previous claim, or
within such other period as may be proposed by the Project Manager and approved by the
Contractor, the Project Manager shall respond with approval, or with disapproval and detailed
comments. He may also request any necessary further particulars, but shall nevertheless give
his response on the principles of the claim within such time.
45.5 Each Payment Certificate shall include such amounts for any claim as have been reasonably
substantiated as due under the relevant provision of the Contract. Unless and until the
particulars supplied are sufficient to substantiate the whole of the claim, the Contractor shall
only be entitled to payment for such part of the claim as he has been able to substantiate.
45.6 The Project Manager shall agree with the Contractor or estimate: (i) the extension (if any) of
the Time for Completion (before or after its expiry) in accordance with GCC Clause 40, and/or
(ii) the additional payment (if any) to which the Contractor is entitled under the Contract.
45.7 The requirements of this Sub-Clause are in addition to those of any other Sub-Clause which
may apply to a claim. If the Contractor fails to comply with this or another Sub-Clause in
relation to any claim, any extension of time and/or additional payment shall take account of
the extent (if any) to which the failure has prevented or prejudiced proper investigation of the
claim, unless the claim is excluded under the second paragraph of this Sub-Clause.
45.8 In the event that the Contractor and the Procuring Entity cannot agree on any matter relating
to a claim, either Party may refer the matter to the Dispute Board pursuant to GCC 46 hereof.
46 Claims, Disputes and Arbitration
46.1 Contractor's Claims
46.1.1 If the Contractor considers himself to be entitled to any extension of the Time for Completion
and/or any additional payment, under any Clause of these Conditions or otherwise in
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 connection with the Contract, the Contractor shall give notice to the Project Manager,
describing the event or circumstance giving rise to the claim. The notice shall be given as
soon as practicable, and not later than 28 days after the Contractor became aware, or should
have become aware, of the event or circumstance.
46.1.2 If the Contractor fails to give notice of a claim within such period of 28 days, the Time for
Completion shall not be extended, the Contractor shall not be entitled to additional payment,
and the Procuring Entity shall be discharged from all liability in connection with the claim.
Otherwise, the following provisions of this Sub-Clause shall apply. The Contractor shall also
submit any other notices which are required by the Contract, and supporting particulars for
the claim, all as relevant to such event or circumstance.
46.1.3 The Contractor shall keep such contemporary records as may be necessary to substantiate
any claim, either on the Site or at another location acceptable to the Project Manager.
Without admitting the Procuring Entity's liability, the Project Manager may, after receiving
any notice under this Sub-Clause, monitor the record-keeping and/or instruct the Contractor
to keep further contemporary records. The Contractor shall permit the Project Manager to
inspect all these records, and shall (if instructed) submit copies to the Project Manager.
46.1.4 Within 42 days after the Contractor became aware (or should have become aware) of the
event or circumstance giving rise to the claim, or within such other period as may be
proposed by the Contractor and approved by the Project Manager, the Contractor shall send
to the Project Manager a fully detailed claim which includes full supporting particulars of the
basis of the claim and of the extension of time and/or additional payment claimed. If the
event or circumstance giving rise to the claim has a continuing effect:
a) this fully detailed claim shall be considered as interim;
b) the Contractor shall send further interim claims at monthly intervals, giving the
accumulated delay and/or amount claimed, and such further particulars as the Project
Manager may reasonably require; and
c) the Contractor shall send a final claim within 28 days after the end of the effects
resulting from the event or circumstance, or within such other period as may be
proposed by the Contractor and approved by the Project Manager.
46.1.5 Within 42 days after receiving a claim or any further particulars supporting a previous claim,
or within such other period as may be proposed by the Project Manager and approved by the
Contractor, the Project Manager shall respond with approval, or with disapproval and
detailed comments. He may also request any necessary further particulars, but shall
nevertheless give his response on the principles of the claim within the above defined time
period.
46.1.6 Within the above defined period of 42 days, the Project Manager shall proceed in accordance
with Sub-Clause 3.5 [Determinations] to agree or determine (i) the extension (if any) of the
Time for Completion (before or after its expiry) in accordance with Sub-Clause 8.4 [Extension
of Time for Completion], and/or (ii) the additional payment (if any) to which the Contractor is
entitled under the Contract.
46.1.7 Each Payment Certificate shall include such additional payment for any claim as has been
reasonably substantiated as due under the relevant provision of the Contract. Unless and
until the particulars supplied are sufficient to substantiate the whole of the claim, the
Contractor shall only be entitled to payment for such part of the claim as he has been able to
substantiate.
46.1.8 If the Project Manager does not respond within the timeframe defined in this Clause, either

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Party may consider that the claim is rejected by the Project Manager and any of the Parties
may refer the matter to Arbitration in accordance with Sub-Clause 46.4.

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46.1.9 The requirements of this Sub-Clause are in addition to those of any other Sub-Clause which
may apply to a claim. If the Contractor fails to comply with this or another Sub-Clause in
relation to any claim, any extension of time and/or additional payment shall take account of
the extent (if any) to which the failure has prevented or prejudiced proper investigation of
the claim, unless the claim is excluded under the second paragraph of this Sub-Clause.
46.2 Issuing a Notice of Dissatisfaction
If a dispute (of any kind whatsoever) arises between the Parties in connection with, or arising
out of, the Contract or the execution of the Works, including any dispute as to any certificate,
determination, instruction, opinion or valuation of the Project Manager, either Party may refer
the dispute in writing to the Project Manager by issuing a Notice of Dissatisfaction and
requesting the matter be referred to Arbitration.
46.3 Amicable Settlement
Where a Notice of Dissatisfaction has been given, both Parties shall attempt to settle the
dispute amicably before the commencement of arbitration. However, unless both Parties agree
otherwise, the Party giving a Notice of Dissatisfaction should move to commence arbitration
after the fifty-sixth day from the day on which a Notice of Dissatisfaction was given, even if no
attempt at an amicable settlement has been made.
46.4 Arbitration
46.4.1 Any dispute between the Parties arising out of or in connection with the Contract not settled
amicably in accordance with Sub-Clause 46.3 above shall be finally settled by arbitration.
Arbitration shall be conducted as follows:
a) if the contract is with foreign contractors, the dispute shall be referred to
international arbitration either:
i. with proceedings administered by the arbitration institution designated in the
Special Conditions of Contract, and conducted under the rules of arbitration of
such institution; or, if so specified in the Special Conditions of Contract, or
ii. international arbitration in accordance with the arbitration rules of the United
Nations Commission on International Trade Law (UNCITRAL), unless specified
otherwise in the SCC;
b) if the Contract is with domestic contractors, arbitration with proceedings conducted in
accordance with the Arbitration Laws of Kenya.
46.4.2 The place of arbitration shall be the neutral location specified in the Special Conditions of
Contract; and the arbitration shall be conducted in the English Language for all
communications.
46.4.3 The arbitrators shall have full power to open up, review and revise any certificate,
determination, instruction, opinion or valuation of the Project Manager. Nothing shall
disqualify representatives of the Parties and the Project Manager from being called as a
witness and giving evidence before the arbitrators on any matter whatsoever relevant to the
dispute.
46.4.4 Neither Party shall be limited in the proceedings before the arbitrators to the evidence to
obtain its decision, or to the reasons for dissatisfaction given in its Notice of Dissatisfaction.
46.4.5 Arbitration may be commenced prior to or after completion of the Works. The obligations of
the Parties and the Project Manager shall not be altered by reason of any arbitration being
conducted during the progress of the Works.

Page 183 of
46.4.6 The Decision of the Arbitration proceedings will be final and binding on both parties.

Page 184 of
 SECTION IX - SPECIAL CONDITIONS OF CONTRACT

The following Special Conditions of Contract shall supplement the General Conditions of Contract in
Section VIII. Whenever there is a conflict, the provisions herein shall prevail over those in the
General Conditions.
Special Conditions of Contract (SCC)
The following Special Conditions (SCC) shall supplement the General Conditions (GCC). Whenever
there is a conflict, the provisions here in shall prevail over those in the GCC. The clause number of
the SCC is the corresponding clause number of the GCC.
Number of GC Amendments of, and Supplements to, Clauses in the General Conditions
Clause of Contract

SCC 1. Definitions The Procuring Entity is: KENYA CIVIL AVIATION AUTHORITY
The Project Manager is: MANAGER, ENGINEERING SERVICES
Country of Origin: all countries and territories as indicated in Section V of the
Tendering document, Eligible Countries.
SCC 5.1 The Contract shall be interpreted in accordance with the laws of: KENYA
SCC 5. Law and
Language SCC 5.2 The ruling language is: ENGLISH
SCC 5.3 The language for communications is: ENGLISH
SCC 7.3 The Contractor agrees to supply spare parts for a period of years:
SCC 7. Scope of
………………
Facilities [Spare
Parts] (GCC Clause Sample Addition to SCC 7.3
7)
The Contractor shall carry sufficient inventories to ensure an ex-stock supply of
consumable spares for the Plant. Other spare parts and components shall be
supplied as promptly as possible, but at the most within six (6) months of placing
the order and opening the Form of credit. In addition, in the event of termination
of the production of spare parts, advance notification will be made to the
Procuring Entity of the pending termination, with sufficient time to permit the
Procuring Entity to procure the needed requirement. Following such termination,
the Contractor will furnish to the extent possible and at no cost to the Procuring
Entity the blueprints, drawings and specifications of the spare parts, if requested.
SCC 8.1 The Contractor shall commence work on the Facilities within FOURTEEN
SCC 8. Time for
(14) DAYS from the Effective Date for determining Time for Completion as
Commencement and
specified in the Contract Agreement.
Completion
SCC 8.2 The Time for Completion of the whole of the Facilities shall be agreed
during the contract signing from the Effective Date as described in the
Contract Agreement.
The following sustainable procurement contractual provisions apply:
SCC 9. Contractor’s
Responsibilities

SCC 11.2 The Contract Price shall be adjusted in accordance with the provisions of
SCC 11. Contract
the Appendix to the Contract Agreement Titled Adjustment Clause. THE
Price
CONTRACT PRICE SHALL BE A FIRM LUMP SUM NOT SUBJECT TO ANY
ALTERATION

Page 185 of
Number of GC Amendments of, and Supplements to, Clauses in the General Conditions
Clause of Contract

SCC 13.3.1 The amount of Performance Security, as a percentage of the Contract

SCC 13. Securities
Price for the Facility or for the part of the Facility for which a separate Time for
Completion is provided, shall be: NOT APPLICABLE
SCC 13.3.2 The Performance Security shall be in the form of.................attached hereto
in Section X, Contract Forms.
SCC 13.3.3 The Performance Security shall not be reduced on the date of the
Operational Acceptance.
SCC 13.3.3 The Performance Security shall be reduced to ten percent (10%) of the
value of the component covered by the extended defect liability to cover the
Contractor’s extended defect liability in accordance with the provision in the SCC,
pursuant to GCC Sub-Clause 27.10.
SCC22.2.5 Working Hours
SCC 22 Installation
Normal working hours are: 8:00AM TO 5:00PM EAT AFRICAN TIME
SCC 22.2.8 Funeral Arrangements: TO BE AGREED WITH THE PROJECT
MANAGER
SCC 25.2.2 The Guarantee Test of the Facilities shall be successfully
SCC 25. Commissioning
and Operational completed within SUCH A TIME TO BE AGREED from the date of Completion.
Acceptance

SCC 26.2
SCC 26. Completion
Time Guarantee Applicable rate for liquidated damages: 0.05% PER WEEK
The above rate applies to the price of the part of the Facilities, as quoted in the
Price Schedule, for that part for which the Contractor fails to achieve Completion
within the particular Time for Completion.
Maximum deduction for liquidated damages: 10% OF THE CONTRACT SUM
SCC 26.3 Applicable (amount or rate) for the bonus for early Completion:
Maximum bonus:
SCC 26.3 No bonus will be given for earlier Completion of the
Facilities or part thereof.
SCC 27.10 The critical components covered under the extended defect liability
SCC 27. Defect
are , and the period shall be (to be
Liability
inserted only when an extended defect liability is requested).
Sample Clause
SCC 30. Limitation of
Liability SCC 30.1 (b) The multiplier of the Contract Price is:

SCC 39.1.2 If the value engineering proposal is approved by the Procuring Entity
SCC 39. Value
the amount to be paid to the Contractor shall be % (insert appropriate
Engineering
percentage. The percentage is normally up to 50%) of the reduction in the
Contract Price
[Insert rules of arbitration if different from those of the International Chamber
SCC 46.4(a)(ii)
of Commerce]
Arbitration

Page 186 of
SECTION VIII - CONTRACT FORMS

Notification of Award - Form of Acceptance

Contract Agreement

Appendix 1. Terms and Procedures of Payment

Appendix 2. Price Adjustment

Appendix 3. Insurance Requirements

Appendix 4. Time Schedule

Appendix 5. List of Major Items of Plant and Installation Services and List of Approved
Subcontractors

Appendix 6. Scope of Works and Supply by the Procuring Entity

Appendix 7. List of Documents for Approval or Review

Appendix 8. Functional Guarantees

Performance Security Form OPTION 1 – Demand Bank Guarantee

Performance Security Form OPTION 2 – Performance Bond

Advance Payment Security- Demand Bank Guarantee

Beneficial Ownership Disclosure

Page 187 of
1. NOTIFICATION OF INTENTION TO AWARD

[This Notification of Intention to Award shall be sent to each Tenderer that submitted a Tender.]
[Send this Notification to the Tenderer's Authorized Representative named in the Tenderer
Information Form]

1) For the attention of Tenderer's Authorized Representative Name:............................. [insert

Authorized Representative's name]

Address:...................... [insert Authorized Representative's Address]

Telephone/Fax numbers......................[insert Authorized Representative' s telephone /fax numbers]

Email Address:................................. [insert Authorized Representative's email address]

[IMPORTANT: insert the date that this Notification is transmitted to Tenderers. The Notification must
be sent to all Tenderers simultaneously. This means on the same date and as close to the same time
as possible.]

DATE OF TRANSMISSION: This Notification is sent by: [email/fax] on [date] (local time)

Notification of Intention to Award

Procuring Entity: ...................[insert the name of the Procuring Entity] Project:

................................. [insert name of project]

Contract title.......................[insert the name of the contract]

ITT No...............................[insert ITT reference number from Procurement Plan]

This Notification of Intention to Award (Notification) notifies you of our decision to award the above
contract. The transmission of this Notification begins the Standstill Period. During the Standstill
Period, you may:

a) Request a debriefing in relation to the evaluation of your Tender, and/or

b) Submit a Procurement-related Complaint in relation to the decision to award the contract.

2) The successful Tenderer

Name: [insert name of successful Tenderer]

Address: [insert address of the successful Tenderer]
Contract price: [insert contract price of the successful Tender]

3) Other Tenderers [INSTRUCTIONS: insert names of all Tenderers that submitted a Tender. If the
Tender's price was evaluated include the evaluated price as well as the Tender price as read out.]

Name of Tenderer Tender price Evaluated Tender Cost

[insert name] [insert Tender price] [insert evaluated cost]
[insert name] [insert Tender price] [insert evaluated cost]

Page 188 of
 [insert name] [insert Tender price] [insert evaluated cost]
[insert name] [insert Tender price] [insert evaluated cost]
[insert name] [insert Tender price] [insert evaluated cost]

4) Reason/s why your Tender was unsuccessful

5) How to request a debriefing?

[INSTRUCTIONS: State the reasons/why this Tenderer's Tender was unsuccessful. Do
NOT include:The
DEADLINE: (a)deadline
appointtoby point acomparison
request with another
debriefing expires Tenderer's
at midnight Tender,
on [insert date] or (b)time).
(local
information that is marked “Confidential” by the Tenderer in its Tender.]
You may request a debriefing in relation to the results of the evaluation of your Tender. If
you decide to request a debriefing, your written request must be made within three (3) Business
Days of receipt of this Notification of Intention to Award.

Provide the contract name, reference number, name of the Tenderer, contact details; and address
the request for debriefing as follows:

Attention:...........................[insert full name of person, if applicable]

Title/position:.....................[insert title/position]

Agency: ...............................[insert name of Procuring Entity] Email address:

...................[insert email address]

Fax number......................[insert fax number] delete if not used

If your request for a debriefing is received within the 3 Business Days deadline, we will
provide the debriefing within five (5) Business Days of receipt of your request. If we are unable
to provide the debriefing within this period, the Standstill Period shall be extended by five (5)
Business Days after the date that the debriefing is provided. If this happens, we will notify you
and confirm the date that the extended Standstill Period will end.

The debriefing may be in writing, by phone, video conference call or in person. We shall
promptly advise you in writing how the debriefing will take place and confirm the date and
time.

If the deadline to request a debriefing has expired, you may still request a debriefing. In
this case, we will provide the debriefing as soon as practicable, and normally no later than
fifteen (15) Business Days from the date of publication of the Contract Award Notice.

6) How to make a complaint

Period: Procurement-related Complaint challenging the decision to award shall be submitted

by midnight, [insert date] (local time).

Page 189 of
 Provide the contract name, reference number, name of the Tenderer, contact details; and
address the Procurement- related Complaint as follows:

Attention:.......................................[insert full name of person, if applicable]

Title/position:........................................[insert title/position]

Agency:.......................................[insert name of Procuring Entity]

Email address...........................................[insert email address]

Fax number........................................[insert fax number] delete if not used

At this point in the procurement process, you may submit a Procurement-related Complaint
challenging the decision to award the contract. You do not need to have requested, or received,
a debriefing before making this complaint. Your complaint must be submitted within the Standstill
Period and received by us before the Standstill Period ends.

Further information:

Further information: For more information refer to the Public Procurement and Disposals Act 2015
and its Regulations available from the Website: [email protected] or [email protected].

In summary, there are four essential requirements:

You must bean' interested party'. In this case, that means a Tenderer who submitted a Tender in
this Tendering process, and is the recipient of a Notification of Intention to Award.

The complaint can only challenge the decision to award the contract.

You must submit the complaint within the period stated above.

You must include, in your complaint, all of the information required by the Procurement
Regulations (as described in Annex III).

7) Standstill Period
If DEADLINE:
you have anyThe
questions regarding
Standstill Period isthis
dueNotification please doonnot
to end at midnight [insert date] (local time).
hesitate to contact us. On behalf of the Procuring Entity:
The Standstill Period lasts fourteen (14) Business Days after the date of transmission of
Signature:…………………………………………………..
this
Notification
Name: of Intention to Award. The Standstill Period may be extended as stated in Section 4
…………………………………………………..
Title/position:…………………………………………………..
Telephone:…………………………………………………..
Email:…………………………………………………..

Page 190 of
 2. REQUEST FOR REVIEW

FORM FOR REVIEW(r.203(1))

PUBLIC PROCUREMENT ADMINISTRATIVE REVIEW BOARD

APPLICATION NO…………….OF……….….20……...

BETWEEN

…………………………...……………………………….APPLICANT

AND

…………………………………RESPONDENT (Procuring Entity)

Request for review of the decision of the…………… (Name of the Procuring Entity of.................dated
the…day of ………….20……….in the matter of Tender No………..…of …………..20….. for...........(Tender
description).

REQUEST FOR REVIEW

I/We……………………………,the above named Applicant(s), of address: Physical address…..............P.

O. Box No…………. Tel. No……..Email................., hereby request the Public Procurement
Administrative Review Board to review the whole/part of the above mentioned decision on the
following grounds , namely:
1.
2.
By this memorandum, the Applicant requests the Board for an order/orders that:
1.
2.
SIGNED ……………….(Applicant) Dated on…………….day of ……………/…20……

FOR OFFICIAL USE ONLY Lodged with the Secretary Public Procurement Administrative Review
Board on…………day of ………....20….………
SIGNED
Board Secretary

Page 191 of
 3. LETTER OF AWARD

To:………………………………...

This is to notify you that your Tender dated…………………..for execution of the for the Contract
Price in the aggregate of , as corrected and modified in accordance with the
Instructions to Tenderers is hereby accepted by our Agency.

You are requested to furnish the Performance Security within 28 days in accordance with the
Conditions of Contract, using for that purpose one of the Performance Security Forms included in
Section X, - Contract Forms, of the Tendering document.

Authorized Signature: .........................................................................................

Name and Title of Signatory: ...............................................................................

Name of Agency: .................................................................................................

Attachment: Contract Agreement: ......................................................................

Page 192 of
 4. CONTRACT AGREEMENT

THIS AGREEMENT is made the…………….day of……………..,........................, BETWEEN

1) ………………a corporation incorporated under the laws of and having its principal place of
business at …………………………... (hereinafter called “the Procuring Entity”), and (2)
………………………………., a corporation incorporated under the laws of..................................and
having its principal place of business at.............(herein after called “the Contractor”).

WHEREAS the Procuring Entity desires to engage the Contractor to design, manufacture, test,
deliver, install, complete and commission certain Facilities, viz..................(“the Facilities”), and
the
Contractor has agreed to such engagement upon and subject to the terms and conditions herein
after appearing.

NOW IT IS HEREBYAGREED as follows:

Article 1. Contract Documents

1.1 Contract Documents (Reference GCC Clause2)

The following documents shall constitute the Contract between the Procuring Entity and the
Contractor, and each shall be read and construed as an integral part of the Contract:

a) This Contract Agreement and the Appendices hereto

b) Form of Tender and Price Schedules submitted by the Contractor
c) Special Conditions of Contract
d) General Conditions of Contract
e) Specification
f) Drawings
g) Other completed Tendering forms submitted with the Tender
h) Any other documents forming part of the Procuring Entity's Requirements
i) Any other documents shall be added here

1.2 Order of Precedence (Reference GCC Clause2)

In the event of any ambiguity or conflict between the Contract Documents listed above, the order
of precedence shall be the order in which the Contract Documents are listed in Article1.1(Contract
Documents) above.

1.3 Definitions (Reference GCC Clause1)

Capitalized words and phrases used here in shall have the same meanings as ascribed to them in
the General Conditions.

Article 2. Contract Price and Terms of Payment

2.1 Contract Price (Reference GCC Clause11)

Page 193 of
The Procuring Entity hereby agrees to pay to the Contractor the Contract Price in consideration of
the performance by the Contractor of its obligations hereunder. The Contract Price shall be the
aggregate of: ……………………………...………………as specified in Price Schedule No 5 (Grand
Summary), and…………………., , or such other sums as may be determined in accordance with
the terms and conditions of the Contract.

2.2 Terms of Payment (Reference GCC Clause 12)

The terms and procedures of payment according to which the Procuring Entity will reimburse the
Contractor are given in the Appendix (Terms and Procedures of Payment) hereto.

The Procuring Entity may instruct its bank to issue an irrevocable confirmed documentary credit
made available to the Contractor in a bank in the country of the Contractor. The credit shall be for
an amount of……………………………..; and shall be subject to the Uniform Customs and Practice for
Documentary Credits 2007 Revision, ICC Publication No.600.

In the event that the amount payable under Schedule No.1 is adjusted in accordance with GCC
11.2 or with any of the other terms of the Contract, the Procuring Entity shall arrange for the
documentary credit to be amended accordingly.

Article 3. Effective Date

3.1 Effective Date (Reference GCC Clause1)

The Effective Date from which the Time for Completion of the Facilities shall be counted is the date
when all of the following conditions have been fulfilled:

a) This Contract Agreement has been duly executed for and on behalf of the Procuring
Entity and the Contractor;
b) The Contractor has submitted to the Procuring Entity the Performance Security and the
advance payment guarantee;
c) The Procuring Entity has paid the Contractor the advance payment
d) The Contractor has been advised that the documentary credit referred to in Article 2.2
above has been issued in its favor.

Each party shall use its best efforts to fulfill the above conditions for which it is responsible as soon
as practicable.

3.2 If the conditions listed under 3.1 are not fulfilled within two (2) months from the date of this
Contract notification because of reasons not attributable to the Contractor, the Parties shall discuss
and agree on an equitable adjustment to the Contract Price and the Time for Completion and/or
other relevant conditions of the Contract.

Article 4. Communications

4.1 The address of the Procuring Entity for notice purposes, pursuant to GCC 4.1is:……….

4.2 The address of the Contractor for notice purposes, pursuant to GCC 4.1is:……….
Page 194 of
Article 5. Appendices

5.1 The Appendices listed in the attached List of Appendices shall be deemed to form an integral
part of this Contract Agreement.

5.2 Reference in the Contract to any Appendix shall mean the Appendices attached here to, and
the Contract shall be read and construed accordingly.

IN WITNESS WHEREOF the Procuring Entity and the Contractor have caused this Agreement to be
duly executed by their duly authorized representatives the day and year first above written.

Signed by, for and on behalf of the Procuring Entity

..................................................................................[Signature]

..................................................................................[Title]

in the presence of

Signed by, for and on behalf of the Contractor

..................................................................................[Signature]

..................................................................................[Title]

in the presence of

Page 195 of
APPENDICE
S

Page 196 of
APPENDIX 1: TERMS AND PROCEDURES OF PAYMENT

In accordance with the provisions of GCC Clause12 (Terms of Payment), the Procuring Entity shall
pay the Contractor in the following manner and at the following times, on the basis of the Price
Break down given in the section on Price Schedules. Payments will be made in the currencies quoted
by the Tenderer unless otherwise agreed between the Parties. Applications for payment in respect of
part deliveries may be made by the Contractor as work proceeds.

TERMS OF PAYMENT

Schedule No. 1. Plant and Equipment Supplied from Abroad

In respect of plant and equipment supplied from abroad, the following payments shall be made:

Ten percent (10%) of the total CIP amount as an advance payment against receipt of invoice and an
irrevocable advance payment security for the equivalent amount made out in favor of the Procuring
Entity. The advance payment security may be reduced in proportion to the value of the plant and
equipment delivered to the site, as evidenced by shipping and delivery documents.

Eighty percent (80%)of the total or pro rata CIP amount upon Incoterm “CIP”, upon delivery to the
carrier within forty- five (45) days after receipt of documents.

Five percent (5%) of the total or pro rata CIP amount upon issue of the Completion Certificate, within
forty-five (45) days after receipt of invoice.

Five percent (5%) of the total or pro rata CIP amount upon issue of the Operational Acceptance
Certificate, within forty- five (45) days after receipt of invoice.

Schedule No. 2. Plant and Equipment Supplied from within Kenya

In respect of plant and equipment supplied from Kenya, the following payments shall be made:

Ten percent (10%) of the total EXW amount as an advance payment against receipt of invoice, and
an irrevocable advance payment security for the equivalent amount made out in favor of the
Procuring Entity. The advance payment security may be reduced in proportion to the value of the
plant and equipment delivered to the site, as evidenced by shipping and delivery documents.

Eighty percent (80%) of the total or pro rata EXW amount upon Incoterm “Ex-Works,” upon delivery
to the carrier within forty-five (45) days after receipt of invoice and documents.

Five percent (5%) of the total or pro rata EXW amount upon issue of the Completion Certificate, within
forty-five (45) days after receipt of invoice.

Five percent (5%) of the total or pro rata EXW amount upon issue of the Operational Acceptance
Certificate, within forty-five (45) days after receipt of invoice.

Schedule No. 3. Design Services

In respect of design services for both the foreign currency and the local currency portions, the
following payments shall be made:

Ten percent (10%) of the total design services amount as an advance payment against receipt of
invoice, and an irrevocable advance payment security for the equivalent amount made out in favor
of the Procuring Entity.

Page 197 of
Ninety percent (90%) of the total or pro rata design services amount upon acceptance of design in
accordance with GCC Clause 20 by the Project Manager within forty-five (45) days after receipt of
invoice.

Schedule No. 4. Installation Services

In respect of installation services for both the foreign and local currency portions, the following
payments shall be made:

Ten percent (10%) of the total installation services amount as an advance payment against receipt
of invoice, and an irrevocable advance payment security for the equivalent amount made out in
favor of the Procuring Entity. The advance payment security may be reduced in proportion to the
value of work performed by the Contractor as evidenced by the invoices for installation services.

Eighty percent (80%) of the measured value of work performed by the Contractor, as identified in
the said Program of Performance, during the preceding month, as evidenced by the Procuring
Entity's authorization of the Contractor's application, will be made monthly within forty-five (45)
days after receipt of invoice.

Five percent (5%) of the total or pro rata value of installation services performed by the Contractor
as evidenced by the Procuring Entity's authorization of the Contractor's monthly applications, upon
issue of the Completion Certificate, within forty-five (45) days after receipt of invoice.

Five percent (5%) of the total or pro rata value of installation services performed by the Contractor
as evidenced by the Procuring Entity's authorization of the Contractor's monthly applications, upon
issue of the Operational Acceptance Certificate, within forty-five (45) days after receipt of invoice.

In the event that the Procuring Entity fails to make any payment on its respective due date, the
Procuring Entity shall pay to the Contractor interest on the amount of such delayed payment at the
rate of ] percent (%) per month for period of delay until payment has been
made in full.

PAYMENT PROCEDURES

The procedures to be followed in applying for certification and making payments shall be as
follows:……………………………

NOTE:
a) KENYA CIVIL AVIATION AUTHORITY WILL PREPARE PAYMENT TERMS
BASED ON DELIVERABLES AND THE PROPOSAL SUBMITTED BY THE
SUCCESSFUL BIDDER. THUS APPENDIX 1 INDICATED ABOVE WILL BE
REVISED ACCORDINGLY.

b) THEREVSHALL BE NO ADVANCE PAYMENT.

Page 198 of
 APPENDIX 2. PRICE ADJUSTMENT

Sample Price Adjustment Formula

If Where the Contract
in accordance Period
with GCC 11.2,(excluding thebeDefects
prices shall Liability
adjustable, Period) exceeds
the following eighteen
method shall (18)to
be used
months, it is normal procedure
calculate the price adjustment: that prices payable to the Contractor shall be subject to
adjustment
Prices payableduring
to thethe performance
Contractor, of the Contract
in accordance to reflect
with the Contract,changes occurring
shall be subjectintothe cost of
adjustment
labor and material components. In such cases the Tendering document shall include
during performance of the Contract to reflect changes in the cost of labor and material components, in this
Appendix 2 a formula of the following
in accordance with the following formula: general type, pursuant to GCC Sub-Clause 11.2.

Where Contracts L1 are of

M a1 shorter duration than eighteen (18) months or in cases where there is
P1  P0  (a  b c )  P0
to be no Price Adjustment, the following provision shall not be included. Instead, it shall be
L0 M0
indicated under this Appendix 2 that the prices are to remain firm and fixed for the duration of
in which:
P1 = adjustment amount payable to the Contractor

P0 = Contract price (base price)

a = percentage of fixed element in Contract price (a = %)

b = percentage of labor component in Contract price (b= %)

c = percentage of material and equipment component in Contract price (c= %)

L 0, L 1 = labor indices applicable to the appropriate industry in the country of origin on the base
date and the date for adjustment, respectively

M0, M1= material and equipment indices in the country of origin on the base date and the date
for adjustment, respectively
N.B. a+b+c= 100%.

Conditions Applicable to Price Adjustment

The Tenderer shall indicate the source of labor and materials indices, source of exchange rates and
the base date indices in its Tender.

Item Source of Indices Used Base Date Indices

The base date shall be the date twenty-eight (28) days prior to the Tender closing

date.
The date of adjustment shall be the mid-point of the period of manufacture or installation of
component or Plant.

The following conditions shall apply:

Page 199 of
 (a) No price increase will be allowed beyond the original delivery date unless covered by an
extension of time awarded by the Procuring Entity under the terms of the Contract. No price
increase will be allowed for periods of delay for which the Contractor is responsible. The
Procuring Entity will, however, be entitled to any price decrease occurring during such
periods of delay.
(b) If the currency in which the Contract price, P0, is expressed is different from the currency of
the country of origin of the labor and/or materials indices, a correction factor will be applied
to avoid incorrect adjustments of the Contract price. The correction factor shall be: Z0 / Z1,
where,
Z0 = the number of units of currency of the origin of the indices which equal to one unit of the
currency of the Contract Price P0 on the Base date, and
Z1 = the number of units of currency of the origin of the indices which equal to one unit of the
currency of the Contract Price P0 on the Date of Adjustment.

(c) No price adjustment shall be payable on the portion of the Contract price paid to the
Contractor as an advance payment.

Page 200 of
APPENDIX 3. INSURANCE REQUIREMENTS

Insurances to be Taken Out by the Contractor

In accordance with the provisions of GCC Clause 34, the Contractor shall at its expense take out and
maintain in effect, or cause to be taken out and maintained in effect, during the performance of the
Contract, the insurances set forth below in the sums and with the deductibles and other conditions
specified. The identity of the insurers and the form of the policies shall be subject to the approval of
the Procuring Entity, such approval not to be unreasonably withheld.

a) Cargo Insurance

Covering loss or damage occurring, while in transit from the supplier's or manufacturer's works or
stores until arrival at the Site, to the Facilities (including spare parts therefor) and to the
construction equipment to be provided by the Contractor or its Subcontractors.

Amount Deductible Limits Parties insured from To

b) Installation All Risks Insurance

Covering physical loss or damage to the Facilities at the Site, occurring prior to completion of the
Facilities, with an extended maintenance coverage for the Contractor's liability in respect of any loss
or damage occurring during the defect liability period while the Contractor is on the Site for the
purpose of performing its obligations during the defect liability period.

Amount Deductible Limits Parties insured from To

c) Third Party Liability Insurance

Covering bodily injury or death suffered by third parties (including the Procuring Entity's personnel)
and loss of or damage to property (including the Procuring Entity's property and any parts of the
Facilities that have been accepted by the Procuring Entity) occurring in connection with the supply
and installation of the Facilities.

Amount Deductible Limits Parties insured From To

d) Automobile Liability Insurance

Covering use of all vehicles used by the Contractor or its Subcontractors (whether or not owned by
them) in connection with the supply and installation of the Facilities. Comprehensive insurance in
accordance with statutory requirements.

e) Workers' Compensation

In accordance with the statutory requirements applicable in any country where the Facilities or any
part thereof is executed.

f) Procuring Entity's Liability

In accordance with the statutory requirements applicable in any country where the Facilities or any
part thereof is executed.

g) Other Insurances

The Contractor is also required to take out and maintain at its own cost the following insurances:

Page 201 of
Details:

Amount Deductible Limits Parties insured from To

The Procuring Entity shall be named as co-insured under all insurance policies taken out by the
Contractor pursuant to GCC Sub-Clause 34.1, except for the Third-Party Liability, Workers'
Compensation and Procuring Entity's Liability Insurances, and the Contractor's Subcontractors shall
be named as co-insureds under all insurance policies taken out by the Contractor pursuant to GCC
Sub-Clause 34.1, except for the Cargo, Workers' Compensation and Procuring Entity's Liability
Insurances. All insurer's rights of subrogation against such co-insureds for losses or claims arising
out of the performance of the Contract shall be waived under such policies.

Insurances to Be Taken Out by The Procuring Entity

The Procuring Entity shall at its expense take out and maintain in effect during the performance of
the Contract the following insurances.

Details:

Amount Deductible Limits Parties insured from

To

Page 202 of
APPENDIX 4. TIME SCHEDULE

Page 203 of
APPENDIX 5. LIST OF MAJOR ITEMS OF PLANT AND INSTALLATION SERVICES AND LIST
OF APPROVED SUBCONTRACTORS

A list of major items of Plant and Installation Services is provided below.

The following Subcontractors and/or manufacturers are approved for carrying out the items of the
Facilities indicated below. Where more than one Subcontractor is listed, the Contractor is free to
choose between them, but it must notify the Procuring Entity of its choice in good time prior to
appointing any selected Subcontractor. In accordance with GCC Sub-Clause 19.1, the Contractor is
free to submit proposals for Subcontractors for additional items from time to time. No Subcontracts
shall be placed with any such Subcontractors for additional items until the Subcontractors have been
approved in writing by the Procuring Entity and their names have been added to this list of
Approved Subcontractors.

Major Items of Plant and Approved Nationality

Installation Services Subcontractors/Manufacturers

APPENDIX 6. SCOPE OF WORKS AND SUPPLY BY THE PROCURING ENTITY

The following personnel, facilities, works and supplies will be provided/supplied by the
Procuring Entity, and the provisions of GCC Clauses 10, 21 and 24 shall apply as appropriate.

All personnel, facilities, works and supplies will be provided by the Procuring Entity in good time
so as not to delay the performance of the Contractor, in accordance with the approved Time
Schedule and Program of Performance pursuant to GCC Sub-Clause18.2.

Unless otherwise indicated, all personnel, facilities, works and supplies will be provided free of
charge to the Contractor.

Personnel Charge to Contractor (if any)

Facilities
Charge to Contractor (if any)

Works Charge to Contractor (if any)

Supplies Charge to Contractor (if any)

Page 204 of
APPENDIX 7. LIST OF DOCUMENTS FOR APPROVAL OR REVIEW

Pursuant to GCC Sub-Clause 20.3.1, the Contractor shall prepare, or cause its Subcontractor to
prepare, and present to the Project Manager in accordance with the requirements of GCC Sub-Clause
18.2 (Program of Performance), the following documents for

A. Approval
1.

2.

3.

B. Review
1.

2.

3.

Page 205 of
 APPENDIX 8. FUNCTIONAL GUARANTEES
1. General
This Appendix sets out
a) The functional guarantees referred to in GCC Clause 28 (Functional Guarantees)
b) The pre-conditions to the validity of the functional guarantees, either in production
and/or consumption, set forth below
c) The minimum level of the functional guarantees
d) The formula for calculation of liquidated damages for failure to attain the functional
guarantees.
2. Preconditions
The Contractor gives the functional guarantees (specified herein) for the facilities, subject to
the following preconditions being fully satisfied:………………………………..
3. Functional Guarantees
Subject to compliance with the foregoing preconditions, the Contractor guarantees as follows:
3.1 Production Capacity………………………………………….
and/or
3.2 Raw Materials and Utilities Consumption
4. Failure in Guarantees and Liquidated Damages
4.1 Failure to Attain Guaranteed Production Capacity
If the production capacity of the facilities attained in the guarantee test, pursuant to GCC
Sub- Clause 25.2, is less than the guaranteed figure specified in para. 3.1 above, but the
actual production capacity attained in the guarantee test is not less than the minimum level
specified in para. 4.3 below, and the Contractor elects to pay liquidated damages to the
Procuring Entity in lieu of making changes, modifications and/or additions to the Facilities,
pursuant to GCC Sub-Clause 28.3, then the Contractor shall pay liquidated damages at the
rate of…………………………………. for every complete one percent (1%) of the deficiency in the
production capacity of the Facilities, or at a proportionately reduced rate for any deficiency,
or part thereof, of less than a complete one percent (1%).
4.2 Raw Materials and Utilities Consumption in Excess of Guaranteed Level If the
actual measured figure of specified raw materials and utilities consumed per unit (or their
average total cost of consumption) exceeds the guaranteed figure specified in para.3.2 above
(or their specified average total cost of consumption), but the actual consumption attained in
the guarantee test, pursuant to GCC Sub-Clause 25.2, is not more than the maximum level
specified in para. 4.3 below, and the Contractor elects to pay liquidated damages to the
Procuring Entity in lieu of making changes, modifications and/or additions to the Facilities
pursuant to GCC Sub-Clause 28.3, then the Contractor shall pay liquidated damages at the
rate of [ amount in the contract currency] for every complete one percent (1%) of the
excess consumption of the Facilities, or part thereof, of less than a complete one percent
(1%).
4.3 Minimum Levels
Notwithstanding the provisions of this paragraph, if as a result of the guarantee test(s),
the following minimum levels of performance guarantees (and consumption guarantees)

Page 206 of
are not attained by the Contractor, the Contractor shall at its own cost make good any

Page 207 of
 deficiencies until the Facilities reach any of such minimum performance levels, pursuant to
GCC Sub-Clause 28.2:
a) production capacity of the Facilities attained in the guarantee test: ninety-five
percent (95%) of the guaranteed production capacity (the values offered by the
Contractor in its Tender for functional guarantees represents 100%).
and/or
b) average total cost of consumption of all the raw materials and utilities of the
Facilities: one hundred and five percent (105%) of the guaranteed figures (the
figures offered by the Contractor in its Tender for functional guarantees represents
100%).
4.4 Limitation of Liability
Subject to para.4.3 above, the Contractor's aggregate liability to pay liquidated damages
for failure to attain the functional guarantees shall not exceed percent ( %) of the
Contract price.

Page 208 of
PERFORMANCE SECURITY FORM

OPTION 1 – Demand Bank Guarantee

[Guarantor Form head or SWIFT identifier code]

Beneficiary:..................................................... [insert name and Address of Procuring Entity]

Date: [Insert date of issue]

PERFORMANCE GUARANTEE No.........................[Insert guarantee reference number]

Guarantor:........................... [Insert name and address of place of issue, unless indicated in the Form
head]
We have been informed that (herein after called “the
Applicant”) has entered into Contract No. dated
with the Beneficiary, for the execution of

(herein after called “the

Contract”).

Furthermore, we understand that, according to the conditions of the Contract, a performance

guarantee is required.

At the request of the Applicant, we as Guarantor, hereby irrevocably undertake to pay the
Beneficiary any sum or sums not exceeding in total an amount of ( )1,such sum being
payable in the types and proportions of currencies in which the Contract Price is payable, upon
receipt by us of the Beneficiary's complying demand supported by the Beneficiary's statement,
whether in the demand itself or in a separate signed document accompanying or identifying the
demand, stating that the Applicant is in breach of its obligation (s) under the Contract, without the
Beneficiary needing to prove or to show grounds for your demand or the sum specified there in.

This guarantee shall be reduced by half upon our receipt of:

a) A copy of the Operational Acceptance Certificate; or

b) a registered Form from the Applicant (i) attaching a copy of its notice requesting issuance of
the Operational Acceptance Certificate and (ii) stating that the Project Manager has failed to
issue such Certificate within the time required or provide in writing justifiable reasons why
such Certificate has not been issued, so that Operational Acceptance is deemed to have
occurred.

This guarantee shall expire no later than the earlier of:2

a) twelve months after our receipt of either (a) or (b) above; or

b) eighteen months after our receipt of:

i) a copy of the Completion Certificate; or

ii) a registered Form from the Applicant, attaching a copy of the notice to the Project
Manager that the Facilities are ready for commissioning, and stating that fourteen days
Page 209 of
have elapsed from receipt of such notice (or seven days have elapsed if the notice was

Page 210 of
 a repeated notice) and the Project Manager has failed to issue a Completion Certificate
or in form the Applicant in writing of any defects or deficiencies; or

iii) a registered Form from the Applicant stating that no Completion Certificate has been
issued but the Procuring Entity is making use of the Facilities; or

c) the day of ,2 .3

Consequently, any demand for payment under this guarantee must be received by us at this office on
or before that date.

1The Guarantor shall insert an amount representing the percentage of the Contract Price specified in
the Contract and denominated either in the currency(ies) of the Contract or a freely convertible
currency acceptable to the Procuring Entity.

2This text shall be revised as and where necessary to take into account (i) partial acceptance of
the Facilities in accordance with Sub-Clause 25.4 of the GCC; and (ii) extension of the
Performance Security when the Contractor is liable for an extended warranty obligation
pursuant to Sub-Clause
27.10 of the GCC (although in this latter case the Procuring Entity might want to consider an
extended warranty security in lieu of the extension of the Performance Security).

3Insert the date twenty-eight days after the expected expiration date of the Defect Liability Period.
The Procuring Entity should note that in the event of an extension of the time for completion of the
Contract, the Procuring Entity would need to request an extension of this guarantee from the
Guarantor. Such request must be in writing and must be made prior to the expiration date
established in the guarantee. In preparing this guarantee, the Procuring Entity might consider
adding the following text to the form, at the end of the pen ultimate paragraph: “The Guarantor
agrees to a one-time extension of this guarantee for a period not to exceed [six months] [one year],
in response to the Procuring Entity's written request for such extension, such request to be
presented to the Guarantor before the expiry of the guarantee.”
This guarantee is subject to the Uniform Rules for Demand Guarantees (URDG) 2010 Revision, ICC
Publication No.758, except that the supporting statement under Article15 (a) is hereby excluded.

………………………………….

[signature(s)]

Note: All italicized text (including footnotes) is for use in preparing this form and shall be deleted
from the final product.

Page 211 of
PERFORMANCE SECURITY OPTION 2 – (Performance Bond)

[Note: Procuring Entities are advised to use Performance Security–Unconditional Demand Bank
Guarantee instead of Performance Bond due to difficulties involved in calling Bond holder to
action]

[Guarantor Form head or SWIFT identifier code]

Beneficiary: [insert name and Address of
Procuring Entity]

Date: [Insert date of issue]

PERFORMANCE BOND No.:
Guarantor: [Insert name and address of place of issue, unless indicated in
the Form head]

1. By this Bond as Principal (herein after called “the

Contractor”) and ] as Surety (herein after called “the
Surety”), are held and firmly bound unto ] as Obliged (herein after called “the Procuring
Entity”) in the amount of for the payment of which sum well and truly
to be made in the types and proportions of currencies in which the Contract Price is
payable, the Contractor and the Surety bind themselves, their heirs, executors,
administrators, successors and assigns, jointly and severally, firmly by these presents.

2. WHEREAS the Contractor has entered in to a written Agreement with the Procuring Entity
dated the day of,20, for in accordance with the documents, plans, specifications, and
amendments there to, which to the extent herein provided for, are by reference m a
depart here of and are herein after referred to as the Contract.

3. NOW, THEREFORE, the Condition of this Obligation is such that, if the Contractor shall
promptly and faithfully perform the said Contract (including any amendments there to),
then this obligation shall be null and void; otherwise, it shall remain in full force and
effect. Whenever the Contractor shall be, and declared by the Procuring Entity to be, in
default under the Contract, the Procuring Entity having performed the Procuring Entity's
obligations there under, the Surety may promptly remedy the default, or shall promptly:
1) Complete the Contract in accordance with its terms and conditions; or
2) Obtain a tender or tenders from qualified tenderers for submission to the Procuring
Entity for completing the Contract in accordance with its terms and conditions, and
upon determination by the Procuring Entity and the Surety of the lowest responsive
Tenderers, arrange for a Contract between such Tenderer, and Procuring Entity and
make available as work progresses (even though there should be a default or a
succession of defaults under the Contract or Contracts of completion arranged under
this paragraph) sufficient funds to pay the cost of completion less the Balance of the
Contract Price; but not exceeding, including other costs and damages for which the
Surety may be liable here under, the amount set for thin the first paragraph hereof.
The term “Balance of the Contract Price,” as used in this paragraph, shall mean the
total amount payable by Procuring Entity to Contractor under the Contract, less the

Page 212 of
 amount properly paid by Procuring Entity to Contractor; or
3) Pay the Procuring Entity the amount required by Procuring Entity to complete the
Contract in accordance with its terms and conditions up to a total not exceeding the
amount of this Bond.

4. The Surety shall not be liable for a greater sum than the specified penalty of this Bond.

5. Any suit under this Bond must be instituted before the expiration of one year from the
date of the issuing of the Taking-Over Certificate. No right of action shall accrue on this
Bond to or for the use of any person or corporation other than the Procuring Entity
named here in or the heirs, executors, administrators, successors, and assigns of the
Procuring Entity.

6. In testimony whereof, the Contractor has hereunto set his hand and affixed his seal, and
the Surety has caused these presents to be sealed with his corporate seal duly attested by
the signature of his legal representative, this day of 20 .

SIGNED ON on behalf of

By in the

capacity of in the presence of

SIGNED ON on behalf of

By in the

capacity of in the presence of

Page 213 of
 ADVANCE PAYMENT SECURITY - Demand Bank Guarantee

[Guarantor Form head or SWIFT identifier code]

Beneficiary: [Name and Address of

Procuring Entity]
Date: [Insert date of issue]
Advance Payment Guarantee No.: [Insert guarantee reference number]
Guarantor: [Insert name and address of place of issue, unless indicated in
the Form head]

We have been informed that (herein after called “the Applicant”) has entered
into Contract No. dated _with the Beneficiary, for the execution
of, _ (herein after called “the Contract”).

Furthermore, we understand that, according to the Conditions of the Contract, an advance payment
in the sum ( ) is to be made against an advance payment
guarantee.

At the request of the Applicant, we as Guarantor, hereby irrevocably undertake to pay the
4
Beneficiary any sum or sums not exceeding in total an amount of (……………..) upon receipt by us
of the Beneficiary's complying demand supported by the Beneficiary's statement whether in the
demand itself or in a separate signed document accompanying or identifying the demand, stating
either that the applicant:
a) Has used the advance payment for purposes other than the costs of mobilization in respect
of the Facilities; or
b) has failed to repay the advance payment in accordance with the Contract conditions,
specifying the amount which the Applicant has failed to repay.

A demand under this guarantee may be presented as from the presentation to the Guarantor of a
certificate from the Beneficiary's bank stating that the advance payment referred to above has been
credited to the Applicant on its account number at
.

The maximum amount of this guarantee shall be progressively reduced by the amount of the
advance payment repaid by the Applicant as indicated in copies of interim statements or payment
certificates which shall be presented to us. This guarantee shall expire, at the latest, upon our
receipt of documentation indicating full repayment by the Applicant of the amount of the advance
5
payment, or on the day of , , whichever is
earlier. Consequently, any demand for payment under this guarantee must be received by us at this
office on or before that date.

This guarantee is subject to the Uniform Rules for Demand Guarantees (URDG) 2010 Revision, ICC
Publication No. 758, except that the supporting statement under Article 15 (a) is hereby excluded.

[signature(s)]

Page 214 of
BENEFICIAL OWNERSHIP DISCLOSURE FORM
(Amended and issued pursuant to PPRA CIRCULAR No. 02/2022)

INSTRUCTIONS TO TENDERERS: DELETE THIS BOX ONCE YOU HAVE COMPLETED

THEReference
Tender FORM No.: [insert
identification no] Name of the Tender Title/Description: [insert name
This Beneficial Ownership Disclosure Form (“Form”) is to be completed by the successful
of the assignment]
tenderer to: to Regulation
pursuant [insert complete
13 (2A) and 13name
(6) ofofthe
Procuring
CompaniesEntity]
(Beneficial Ownership
Information) Regulations, 2020. In case of joint venture, the tenderer must submit a separate
In response
Form fortoeach
the requirement
member. The in beneficial
your notification of award
ownership dated [insert
information date of notification
to be submitted of
in this Form
shall to
award] be current
furnish as of the date
additional of its submission.
information on beneficial ownership: [select one option as
applicable
For theand delete the
purposes options
of this thata are
Form, not applicable]
Beneficial Owner of a Tenderer is any natural person
who ultimately owns or controls the legal person (tenderer) or arrangements or a natural
I) person
We hereonbywhose
providebehalf
the following beneficial
a transaction is ownership
conducted,information.
and includes those persons who
exercise ultimate effective control over a legal person (Tenderer) or arrangement.
Details of beneficial ownership
Details of all Beneficial Owners % of shares % of voting Whether a person Whether a
a person rights a person directly or indirectly person directly
holds in the holds in the holds a right to or indirectly
company company appoint or remove a exercises
Directly or member of the board significant
indirectly of directors of the influence or
company or an control over the
equivalent governing Company
body of the Tenderer (tenderer) (Yes
(Yes / No) / No)
Full Name Directly------ Directly……… 1. Having the right 1. Exercises
----- % …….% of voting to appoint a significant
National identity card majority of the influence or
of shares rights
number or Passport number board of the control over
1. Personal Identification directors or an the Company
Indirectly---------- equivalent body of the
Number (where applicable)
governing body of

Page 215 of
 Details of all Beneficial Owners % of shares % of voting Whether a person Whether a
a person rights a person directly or indirectly person directly
holds in the holds in the holds a right to or indirectly
company company appoint or remove a exercises
Directly or member of the board significant
indirectly of directors of the influence or
company or an control over the
equivalent governing Company
body of the Tenderer (tenderer) (Yes
(Yes / No) / No)
Nationality Indirectly---- % of voting the Tenderer: Yes Company
------ % rights -----No---- (tenderer)
Date of birth [dd/mm/yyyy] of shares 2. Is this right held
Postal address directly or Yes-----No--
indirectly?: --
Residential address
Telephone number 2. Is this
Direct………… influence or
Email address ……… control
Occupation or profession exercised
directly or
Indirect………… indirectly?
……...
Direct………
…..

Indirect………
…

2. Full Name Directly------ Directly……… 1. Having the right 1.Exercises

----- % …….% of voting to appoint a significant
National identity card majority of the influence or
of shares rights
number or Passport number board of the control over
Personal Identification directors or an the Company
Indirectly---------- equivalent body of the
Number (where applicable)
Indirectly---- % of voting governing body of Company
Nationality(ies) ------ % rights the Tenderer: Yes (tenderer)
Date of birth [dd/mm/yyyy] of shares -----No---- Yes-----No--
2. Is this right held --
Postal address directly or
Residential address indirectly?: 2. Is this
influence or
Telephone number control
Email address Direct………… exercised
……… directly or
Occupation or profession indirectly?

Indirect………… Direct………
……... …..

Indirect………
…

3.

Page 216 of
 Details of all Beneficial Owners % of shares % of voting Whether a person Whether a
a person rights a person directly or indirectly person directly
holds in the holds in the holds a right to or indirectly
company company appoint or remove a exercises
Directly or member of the board significant
indirectly of directors of the influence or
company or an control over the
equivalent governing Company
body of the Tenderer (tenderer) (Yes
(Yes / No) / No)

e.t
.c

II) Am fully aware that beneficial ownership information above shall be reported to the
Public Procurement Regulatory Authority together with other details in relation to
contract awards and shall be maintained in the Government Portal, published and made
publicly available pursuant to Regulation 13(5) of the Companies (Beneficial Ownership
Information) Regulations, 2020.(Notwithstanding this paragraph Personally Identifiable
Information in line with the Data Protection Act shall not be published or made public).
Note that Personally Identifiable Information (PII) is defined as any information that can
be used to distinguish one person from another and can be used to deanonymize
previously anonymous data. This information includes National identity card number or
Passport number, Personal Identification Number, Date of birth, Residential address, email
address and Telephone number.
III) In determining who meets the threshold of who a beneficial owner is, the Tenderer
must consider a natural person who in relation to the company:
(a) holds at least ten percent of the issued shares in the company either
directly or indirectly;
(b) exercises at least ten percent of the voting rights in the company either
directly or indirectly;
(c) holds a right, directly or indirectly, to appoint or remove a director of the
company; or
(d) exercises significant influence or control, directly or indirectly, over the
company.
IV) What is stated to herein above is true to the best of my knowledge, information and
belief.
Name of the Tenderer: .......................
Name of the person duly authorized to sign the Tender on behalf of the Tenderer………..
Designation of the person signing the Tender: .......................
Signature of the person named above: .......................
Date this ....................... [insert date of signing] day of........................[Insert month],
[insert year]
Bidder Official Stamp

Page 217 of
 PRE-BID MEETING /VISIT FORM

(TO BE RETURNED DULY SIGNED AND STAMPED WITH PROPOSAL)

SUPPLY, DELIVERY, INSTALLATION AND COMMISSIONING OF FIBRE OPTIC

LINK BETWEEN MOI INTERNATIONAL AIRPORT CONTROL TOWER AND
RECEIVER STATION: TENDER NUMBER: KCAA/011/2023-2024:

THIS IS TO CONFIRM THAT ------------------------------------------- (COMPANY NAME) HAS

MADE A MANDATORY PRE-BID VISIT TO AVIATION HOUSE, AUDITORIUM - JKIA.

COMPANY REPRESENTATIVE

NAME

DESIGNATION

SIGNED DATE

OFFICIAL STAMP

KENYA CIVIL AVIATION AUTHORITY (KCAA) REPRESENTATIVE

NAME

DESIGNATION

SIGNED DATE

OFFICIAL STAMP

Page 218 of