1443712458tender For

i
KENYA RAILWAYS
NATIONAL URBAN TRANSPORT

IMPROVEMENT PROJECT
(NUTRIP) CREDIT No. 5140-KE
ICB No. MOT/KRC/PLM/WB/014/14-15
Tender for Procurement of a Track

Recording Car and an Inspection trolley
CLOSING DATE: …FRIDAY 30TH OCTOBER, 2015

AT 10.00AM (East Africa Time)
iii
PROCUREMENT DOCUMENTS
Bidding Document for

Procurement of Track
Recording Car and an
Inspection Trolley
ICB No: MOT/KRC/PLM/WB/014/14-15
Project: NATIONAL URBAN

TRANSPORT IMPROVEMENT
PROJECT
Purchaser: Kenya Railways
Country: Kenya
Issued on: FRIDAY 02ND OCTOBER, 2015

iv
Invitation for Bids
REPUBLIC OF KENYA
NATIONAL URBAN TRANSPORT IMPROVEMENT PROJECT (NUTRIP)
Credit number: CR.5140-KE
PROCUREMENT OF TRACK RECORDING CAR AND AN INSPECTION TROLLEY

ICB No: MOT/KRC/PLM/WB/014/14-15
1. The Government of Kenya has received a credit from the World Bank toward the cost
of the National Urban Transport Improvement Project (NUTRIP), and intends to apply part of
the proceeds toward payments under the contract for Procurement of Track Recording Car and
an Inspection Trolley.
2. The Kenya Railways now invites sealed bids from eligible bidders for procurement of
One (1) Track Recording Car and One (1) Inspection Trolley to be delivered at Nairobi yard
together with maintenance manual, Catalogue of spare parts for maintenance, mechanical
drawings and electrical drawings which are to be delivered at Kenya Railways Procurement
Department stores at Nairobi Central workshops.
3. Bidding will be conducted through the International Competitive Bidding procedures as
specified in the World Bank’s Guidelines: Procurement of Goods, Works and Non-Consulting
Services under IBRD Loans and IDA Credits & Grants by World Bank Borrowers, January
2011, and is open to all eligible bidders as defined in the Procurement Guidelines. In addition,
please refer to paragraphs 1.6 and 1.7 setting forth the World Bank’s policy on conflict of
interest.
4. Interested eligible bidders may obtain further information from Kenya Railways,
Procurement Manager, procure@krc.co.ke and inspect the bidding documents during office
hours from 0800 to 1700 hours, East African Time at the address given below.
5. A complete set of bidding documents in English Language may be purchased by

interested eligible bidders upon the submission of a written application to the address below
and upon payment of a nonrefundable fee of Kshs 1,000 or equivalent in a freely convertible
currency. The method of payment will be by cash or bankers cheque payable to Kenya
Railways, at Kenya Railways cash office. The document may be sent by Airmail for overseas
delivery and Courier Services for local delivery at Bidder’s expense.
6. Bids must be delivered to the address below on or before 10.00 am (East African Time)
on Friday, 30th October, 2015. Electronic bidding will not be permitted. Late bids will be
rejected. Bids will be publicly opened in the presence of the bidders’ designated representatives
Section I. Instructions to Bidders v
and anyone who chooses to attend at the address below on Friday, 30th October, 2015 at 10.00
am, East African Time .
7. All bids must be accompanied by a Bid Security of Kshs. 5 million or equivalent in a
freely convertible currency.
8. The Bids must be delivered to the office of:
The Procurement Department at Kenya Railways,

Block C, First Floor.
P.O. Box 30121-00100 Nairobi, Kenya.
Workshop Road Off Haile Selassie Avenue
vi Section I. Instructions to Bidders
Table of Contents
PART 1 – Bidding Procedures ............................................................................................... 1

Section I. Instructions to Bidders ..............................................................................................3
Section II. Bid Data Sheet (BDS) ...........................................................................................29
Section III. Evaluation and Qualification Criteria ..................................................................35
Section IV. Bidding Forms .....................................................................................................39
Section V. Eligible Countries .................................................................................................55
Section VI. Bank Policy - Corrupt and Fraudulent Practices ..................................................57
PART 2 – Supply Requirements .......................................................................................... 60

Section VII. Schedule of Requirements ..................................................................................61
PART 3 - Contract ................................................................................................................ 73

Section VIII. General Conditions of Contract ........................................................................71
Section IX. Special Conditions of Contract ............................................................................95
Section X. Contract Forms ......................................................................................................99
1
PART 1 – Bidding Procedures

3
Section I. Instructions to Bidders
Table of Clauses
A. General ............................................................................................................................... 5
1. Scope of Bid .........................................................................................................................5
2. Source of Funds ...................................................................................................................5
3. Corrupt and Fraudulent Practices.........................................................................................5
4. Eligible Bidders ...................................................................................................................6
5. Eligible Goods and Related Services ...................................................................................8
B. Contents of Bidding Document ......................................................................................... 9

6. Sections of Bidding Document ............................................................................................9
7. Clarification of Bidding Documents, Site Visit, Pre-Bid Meeting ....................................10
8. Amendment of Bidding Document ....................................................................................10
C. Preparation of Bids .......................................................................................................... 10

9. Cost of Bidding ..................................................................................................................10
10. Language of Bid .................................................................................................................10
11. Documents Comprising the Bid .........................................................................................11
12. Letter of Bid and Price Schedules ......................................................................................11
13. Alternative Bids .................................................................................................................12
14. Bid Prices and Discounts ...................................................................................................12
15. Currencies of Bid and Payment .........................................................................................14
16. Documents Establishing the Eligibility and Conformity of the Goods and Related
Services ..............................................................................................................................14
17. Documents Establishing the Eligibility and Qualifications of the Bidder ........................15
18. Period of Validity of Bids ..................................................................................................15
19. Bid Security .......................................................................................................................16
20. Format and Signing of Bid .................................................................................................18
D. Submission and Opening of Bids .................................................................................... 18

21. Sealing and Marking of Bids .............................................................................................18
22. Deadline for Submission of Bids .......................................................................................19
23. Late Bids ............................................................................................................................19
24. Withdrawal, Substitution, and Modification of Bids .........................................................19
25. Bid Opening .......................................................................................................................20
E. Evaluation and Comparison of Bids ............................................................................... 21

26. Confidentiality ...................................................................................................................21
27. Clarification of Bids ...........................................................................................................22
4 Section I Instructions to Bidders
28. Deviations, Reservations, and Omissions ..........................................................................22

29. Determination of Responsiveness ......................................................................................22
30. Nonconformities, Errors and Omissions ..............................................................................23
31. Correction of Arithmetical Errors ......................................................................................23
32. Conversion to Single Currency ..........................................................................................24
33. Margin of Preference ........................................................................................................24
34. Evaluation of Bids..............................................................................................................24
35. Comparison of Bids ...........................................................................................................25
36. Qualification of the Bidder ................................................................................................25
37. Purchaser’s Right to Accept Any Bid, and to Reject Any or All Bids ..............................26
F. Award of Contract ............................................................................................................ 26

38. Award Criteria ...................................................................................................................26
39. Purchaser’s Right to Vary Quantities at Time of Award ...................................................26
40. Notification of Award ........................................................................................................26
41. Signing of Contract ............................................................................................................27
42. Performance Security .........................................................................................................27
Section I Instructions to Bidders 5
Section I. Instructions to Bidders

A. General
1. Scope of Bid 1.1 In connection with the Invitation for Bids, specified in the Bid
Data Sheet (BDS), the Purchaser, as specified in the BDS,
issues these Bidding Documents for the supply of Goods and
Related Services incidental thereto as specified in Section VII,
Schedule of Requirements. The name, identification and number
of lots (contracts) of this International Competitive Bidding
(ICB) procurement are specified in the BDS.
1.2 Throughout these Bidding Documents:
(a) the term “in writing” means communicated in written form
(e.g. by mail, e-mail, fax, telex) with proof of receipt;
(b) if the context so requires, “singular” means “plural” and
vice versa; and
(c) “day” means calendar day.
2. Source of Funds 2.1 The Borrower or Recipient (hereinafter called “Borrower”)
specified in the BDS has applied for or received financing
(hereinafter called “funds”) from the International Bank for
Reconstruction and Development or the International
Development Association (hereinafter called “the Bank”)in an
amount specified in BDS, toward the project named in BDS The
Borrower intends to apply a portion of the funds to eligible
payments under the contract for which these Bidding Documents
are issued.
2.2 Payment by the Bank will be made only at the request of the
Borrower and upon approval by the Bank in accordance with the
terms and conditions of the Loan (or other financing)
Agreement. The Loan (or other financing) Agreement prohibits a
withdrawal from the Loan (or other financing) account for the
purpose of any payment to persons or entities, or for any import
of goods, if such payment or import, to the knowledge of the
Bank, is prohibited by decision of the United Nations Security
Council taken under Chapter VII of the Charter of the United
Nations. No party other than the Borrower shall derive any rights
from the Loan (or other financing) Agreement or have any claim
to the proceeds of the Loan (or other financing).
3. Corrupt and 3.1 The Bank requires compliance with its policy in regard to
Fraudulent
Practices corrupt and fraudulent practices as set forth in Section VI.

3.2 In further pursuance of this policy, Bidders shall permit and shall
cause its agents (where declared or not), sub-contractors, sub-
consultants, service providers or suppliers and to permit the
Bank to inspect all accounts, records and other documents
relating to the submission of the application, bid submission (in
case prequalified), and contract performance (in the case of
award), and to have them audited by auditors appointed by the
Bank.
4. Eligible Bidders 4.1 A Bidder may be a firm that is a private entity, a government-
owned entity—subject to ITB 4.5—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 letter of intent. In the case of a joint venture, all
members shall be jointly and severally liable for the execution of
the 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 and all the members of the JV
during the bidding process and, in the event the JV is awarded the
Contract, during contract execution. Unless specified in the BDS,
there is no limit on the number of members in a JV.
4.2 A Bidder shall not have a conflict of interest. Any Bidder found to
have a conflict of interest shall be disqualified. A Bidder may be
considered to have a conflict of interest for the purpose of this
bidding process, if the Bidder:
(a) directly or indirectly controls, is controlled by or is under

common control with another Bidder; or
(b) receives or has received any direct or indirect subsidy from
another Bidder; or
(c) has the same legal representative as another Bidder; or
(d) has a relationship with another Bidder, directly or through
common third parties, that puts it in a position to influence
the bid of another Bidder, or influence the decisions of the
Purchaser regarding this bidding process; or
(e) participates in more than one bid in this bidding process.
Participation by a Bidder in more than one Bid will result
in the disqualification of all Bids in which such Bidder is
involved. However, this does not limit the inclusion of the
same subcontractor in more than one bid; or
(f) any of its affiliates participated as a consultant in the
preparation of the design or technical specifications of the

works that are the subject of the bid; or
(g) any of its affiliates has been hired (or is proposed to be
hired) by the Purchaser or Borrower for the Contract
implementation; or
(h) 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 BDS ITB 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
(i) has a close business or family relationship with a
professional staff of the Borrower (or of the project
implementing agency, or of a recipient of a part of the
loan) who: (i) are directly or indirectly involved in the
preparation of the bidding documents or specifications of
the contract, and/or the bid 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 Bank throughout the procurement process
and execution of the contract
4.3 A Bidder may have the nationality of any country, subject to the
restrictions pursuant to ITB 4.7. A Bidder shall be deemed to have
the nationality of a country if the Bidder is constituted, incorporated
or registered in and operates in conformity with the provisions of
the laws of that 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 sub-
contractors or sub-consultants for any part of the Contract including
related Services.
4.4 A Bidder that has been sanctioned by the Bank in accordance with
the above ITB 3.1, including in accordance with the Bank’s
Guidelines on Preventing and Combating Corruption in Projects
Financed by IBRD Loans and IDA Credits and Grants (“Anti-
Corruption Guidelines”), shall be ineligible to be prequalified for,
bid for, or be awarded a Bank-financed contract or benefit from a
Bank-financed contract, financially or otherwise, during such period
of time as the Bank shall have determined. The list of debarred
firms and individuals is available at the electronic address specified
in the BDS.
4.5 Bidders that are Government-owned enterprises or institutions in

the Purchaser’s Country may participate only if they can establish
that they (i) are legally and financially autonomous (ii) operate
under commercial law, and (iii) are not dependent agencies of the
Purchaser. To be eligible, a government-owned enterprise or
institution shall establish to the Bank’s satisfaction, through all
relevant documents, including its Charter and other information the
Bank may request, that it: (i) is a legal entity separate from the
government (ii) does not currently receive substantial subsidies or
budget support; (iii) operates like any commercial enterprise, and,
inter alia, is not obliged to pass on its surplus to the government, can
acquire rights and liabilities, borrow funds and be liable for
repayment of its debts, and can be declared bankrupt; and (iv) is not
bidding for a contract to be awarded by the department or agency of
the government which under their applicable laws or regulations is
the reporting or supervisory authority of the enterprise or has the
ability to exercise influence or control over the enterprise or
institution.
4.6 A Bidder shall not be under suspension from bidding by the

Purchaser as the result of the operation of a Bid–Securing
Declaration.
4.7 Firms and individuals may be ineligible if so indicated in Section V

and (a) as a matter of law or official regulations, the Borrower’s
country prohibits commercial relations with that country, provided
that the Bank is satisfied that such exclusion does not preclude
effective competition for the supply of goods or the contracting of
works or services required; or (b) by an act of compliance with a
decision of the United Nations Security Council taken under
Chapter VII of the Charter of the United Nations, the Borrower’s
country 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.
4.8 A Bidder shall provide such evidence of eligibility satisfactory to

the Purchaser, as the Purchaser shall reasonably request.
5. Eligible Goods 5.1 All the Goods and Related Services to be supplied under the
and Related Contract and financed by the Bank may have their origin in any
Services country in accordance with Section V, Eligible Countries.
5.2 For purposes of this Clause, the term “goods” includes
commodities, raw material, machinery, equipment, and industrial
plants; and “related services” includes services such as
insurance, installation, training, and initial maintenance.

5.3 The term “origin” means the country where the goods have been
mined, grown, cultivated, produced, manufactured or processed;
or, through manufacture, processing, or assembly, another
commercially recognized article results that differs substantially
in its basic characteristics from its components.
B. Contents of Bidding Document

6. Sections of 6.1 The Bidding Documents consist of Parts 1, 2, and 3, which
Bidding include all the Sections indicated below, and should be read in
Document conjunction with any Addenda issued in accordance with ITB 8.
PART 1 Bidding Procedures
Section I. Instructions to Bidders (ITB)

Section II. Bidding Data Sheet (BDS)
Section III. Evaluation and Qualification Criteria
Section IV. Bidding Forms
Section V. Eligible Countries
Section VI. Bank Policy-Corrupt and Fraudulent
Practices
PART 2 Supply Requirements
Section VII. Schedule of Requirements
PART 3 Contract
Section VIII. General Conditions of Contract (GCC)

Section IX. Special Conditions of Contract (SCC)
Section X. Contract Forms
6.2 The Invitation for Bids issued by the Purchaser is not part of the
Bidding Document.
6.3 Unless obtained directly from the Purchaser, the Purchaser is not
responsible for the completeness of the document, responses to
requests for clarification, the Minutes of the pre-Bid meeting (if
any), or Addenda to the Bidding Document in accordance with
ITB 8. In case of any contradiction, documents obtained directly
from the Purchaser shall prevail.
6.4 The Bidder is expected to examine all instructions, forms, terms,
and specifications in the Bidding Documents and to furnish with
its Bid all information or documentation as is required by the

Bidding Documents.
7. Clarification of 7.1 A Bidder requiring any clarification of the Bidding Document
Bidding shall contact the Purchaser in writing at the Purchaser’s address
Documents specified in the BDS. The Purchaser will respond in writing to
any request for clarification, provided that such request is
received prior to the deadline for submission of bids within a
period specified in the BDS. The Purchaser shall forward copies
of its response to all Bidders who have acquired the Bidding
Documents in accordance with ITB 6.3, including a description of
the inquiry but without identifying its source. If so specified in
the BDS, the Purchaser shall also promptly publish its response
at the web page identified in the BDS. Should the clarification
result in changes to the essential elements of the Bidding
Documents, the Purchaser shall amend the Bidding Documents
following the procedure under ITB 8 and ITB 22.2.
8. Amendment of 8.1 At any time prior to the deadline for submission of bids, the
Bidding Purchaser may amend the Bidding Documents by issuing
Document addenda.
8.2 Any addendum issued shall be part of the Bidding Documents
and shall be communicated in writing to all who have obtained
the Bidding Documents from the Purchaser in accordance with
ITB 6.3. The Purchaser shall also promptly publish the
addendum on the Purchaser’s web page in accordance with ITB
7.1.
8.3 To give prospective Bidders reasonable time in which to take an
addendum into account in preparing their bids, the Purchaser
may, at its discretion, extend the deadline for the submission of
bids, pursuant to ITB 22.2.
C. Preparation of Bids
9. Cost of Bidding 9.1 The Bidder shall bear all costs associated with the preparation
and submission of its bid, and the Purchaser shall not be
responsible or liable for those costs, regardless of the conduct or
outcome of the bidding process.
10. Language of 10.1 The Bid, as well as all correspondence and documents relating to
Bid the bid exchanged by the Bidder and the Purchaser, shall be
written in the language specified in the BDS. Supporting
documents and printed literature that are part of the Bid may be
in another language provided they are accompanied by an
accurate translation of the relevant passages into the language
specified in the BDS, in which case, for purposes of
interpretation of the Bid, such translation shall govern.

11. Documents 11.1 The Bid shall comprise the following:
Comprising the
Bid (a) Letter of Bid in accordance with ITB 12;
(b) completed schedules , in accordance with ITB 12 and 14
(c) Bid Security or Bid-Securing Declaration, in accordance
with ITB 19.1;
(d) alternative bids, if permissible, in accordance with ITB 13;
(e) written confirmation authorizing the signatory of the Bid to
commit the Bidder, in accordance with ITB 20.2;
(f) documentary evidence in accordance with ITB 17
establishing the Bidder’s qualifications to perform the
contract if its bid is accepted;
(g) documentary evidence in accordance with ITB 17
establishing the Bidder’s eligibility to bid;
(h) documentary evidence in accordance with ITB 16, that the
Goods and Related Services to be supplied by the Bidder
are of eligible origin;
(i) documentary evidence in accordance with ITB 16 and 30,
that the Goods and Related Services conform to the
Bidding Documents;
(j) any other document required in the BDS.
11.2 In addition to the requirements under ITB 11.1, bids submitted
by a JV shall include a copy of the Joint Venture Agreement
entered into by all members. Alternatively, a letter of intent to
execute a Joint Venture Agreement in the event of a successful
bid shall be signed by all members and submitted with the bid,
together with a copy of the proposed Agreement.
11.3 The Bidder shall furnish in the Letter of Bid information on
commissions and gratuities, if any, paid or to be paid to agents or
any other party relating to this Bid.
12. Letter of Bid 12.1. The Letter of Bid and Price Schedules shall be prepared using
and Price the relevant forms furnished in Section IV, Bidding Forms. The
Schedules forms must be completed without any alterations to the text, and
no substitutes shall be accepted except as provided under ITB
20.2. All blank spaces shall be filled in with the information
requested.
13. Alternative Bids 13.1. Unless otherwise specified in the BDS, alternative bids shall not
be considered.
14. Bid Prices and 14.1 The prices and discounts quoted by the Bidder in the Letter of
Discounts Bid and in the Price Schedules shall conform to the requirements
specified below.
14.2 All lots (contracts) and items must be listed and priced separately
in the Price Schedules.
14.3 The price to be quoted in the Letter of Bid in accordance with
ITB 12.1 shall be the total price of the bid, excluding any
discounts offered.
14.4 The Bidder shall quote any discounts and indicate the
methodology for their application in the Letter of Bid, in
accordance with ITB 12.1.
14.5 Prices quoted by the Bidder shall be fixed during the Bidder’s
performance of the Contract and not subject to variation on any
account, unless otherwise specified in the BDS A bid submitted
with an adjustable price quotation shall be treated as
nonresponsive and shall be rejected, pursuant to ITB 29.
However, if in accordance with the BDS, prices quoted by the
Bidder shall be subject to adjustment during the performance of
the Contract, a bid submitted with a fixed price quotation shall
not be rejected, but the price adjustment shall be treated as zero.
14.6 If so specified in ITB 1.1, bids are being invited for individual
lots (contracts) or for any combination of lots (packages).
Unless otherwise specified in the BDS, prices quoted shall
correspond to 100 % of the items specified for each lot and to
100% of the quantities specified for each item of a lot. Bidders
wishing to offer discounts for the award of more than one
Contract shall specify in their bid the price reductions applicable
to each package, or alternatively, to individual Contracts within
the package. Discounts shall be submitted in accordance with
ITB 14.4 provided the bids for all lots (contracts) are opened at
the same time.
14.7 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 BDS.
14.8 Prices shall be quoted as specified in each Price Schedule
included in Section IV, Bidding Forms. The dis-aggregation of
price components is required solely for the purpose of facilitating
the comparison of bids by the Purchaser. This shall not in any
way limit the Purchaser’s right to contract on any of the terms

offered. In quoting prices, the Bidder shall be free to use
transportation through carriers registered in any eligible country,
in accordance with Section V, Eligible Countries. Similarly, the
Bidder may obtain insurance services from any eligible country
in accordance with Section V, Eligible Countries. Prices shall be
entered in the following manner:
(a) For Goods manufactured in the Purchaser’s Country:
(i) the price of the Goods quoted EXW (ex-works, ex-
factory, ex warehouse, ex showroom, or off-the-
shelf, as applicable), including all customs duties
and sales and other taxes already paid or payable on
the components and raw material used in the
manufacture or assembly of the Goods;
(ii) any Purchaser’s Country sales tax and other taxes
which will be payable on the Goods if the contract is
awarded to the Bidder; and
(iii) the price for inland transportation, insurance, and other
local services required to convey the Goods to their
final destination (Project Site) specified in the BDS.
(b) For Goods manufactured outside the Purchaser’s
Country, to be imported:
(i) the price of the Goods, quoted CIP named place of
destination, in the Purchaser’s Country, as
specified in the BDS;
(ii) the price for inland transportation, insurance, and
other local services required to convey the Goods
from the named place of destination to their final
destination (Project Site) specified in the BDS;
(c) For Goods manufactured outside the Purchaser’s
Country, already imported:
(i) the price of the Goods, including the original
import value of the Goods; plus any mark-up (or
rebate); plus any other related local cost, and
custom duties and other import taxes already paid
or to be paid on the Goods already imported.
(ii) the custom duties and other import taxes already
paid (need to be supported with documentary
evidence) or to be paid on the Goods already
imported;
(iii) the price of the Goods, obtained as the difference
between (i) and (ii) above;
(iv) any Purchaser’s Country sales and other taxes
which will be payable on the Goods if the contract
is awarded to the Bidder; and
(v) the price for inland transportation, insurance, and
other local services required to convey the Goods
from the named place of destination to their final
destination (Project Site) specified in the BDS.
(d) for Related Services, other than inland transportation
and other services required to convey the Goods to their
final destination, whenever such Related Services are
specified in the Schedule of Requirements:
(i) the price of each item comprising the Related
Services (inclusive of any applicable taxes).
15. Currencies of 15.1 The currency(ies) of the bid and the currency(ies) of payments shall
Bid and be as specified in the BDS.The Bidder shall quote in the currency
Payment of the Purchaser’s Country the portion of the bid price that
corresponds to expenditures incurred in the currency of the
Purchaser’s country, unless otherwise specified in the BDS.
15.2 The Bidder may express the bid price in any currency. If the
Bidder 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 the Purchaser’s Country.
16. Documents 16.1 To establish the eligibility of the Goods and Related Services in
Establishing the accordance with ITB 5, Bidders shall complete the country of
Eligibility and origin declarations in the Price Schedule Forms, included in
Conformity of Section IV, Bidding Forms.
the Goods and
Related 16.2 To establish the conformity of the Goods and Related Services to
Services the Bidding Documents, the Bidder shall furnish as part of its
Bid the documentary evidence that the Goods conform to the
technical specifications and standards specified in Section VII,
Schedule of Requirements.
16.3 The documentary evidence may be in the form of literature,
drawings or data, and shall consist of a detailed item by item
description of the essential technical and performance
characteristics of the Goods and Related Services, demonstrating
substantial responsiveness of the Goods and Related Services to
the technical specification, and if applicable, a statement of

deviations and exceptions to the provisions of the Section VII,
16.4 The Bidder shall also furnish a list giving full particulars,
including available sources and current prices of spare parts,
special tools, etc., necessary for the proper and continuing
functioning of the Goods during the period specified in the BDS
following commencement of the use of the goods by the
Purchaser.
16.5 Standards for workmanship, process, material, and equipment, as
well as references to brand names or catalogue numbers
specified by the Purchaser in the Schedule of Requirements, are
intended to be descriptive only and not restrictive. The Bidder
may offer other standards of quality, brand names, and/or
catalogue numbers, provided that it demonstrates, to the
Purchaser’s satisfaction, that the substitutions ensure substantial
equivalence or are superior to those specified in the Section VII,
17. Documents 17.1 To establish Bidder’s their eligibility in accordance with ITB 4,
Establishing the Bidders shall complete the Letter of Bid, included in Section IV,
Eligibility and Bidding Forms.
Qualifications
of the Bidder 17.2 The documentary evidence of the Bidder’s qualifications to
perform the contract if its bid is accepted shall establish to the
Purchaser’s satisfaction:
(a) that, if required in the BDS, a Bidder that does not
manufacture or produce the Goods it offers to supply shall
submit the Manufacturer’s Authorization using the form
included in Section IV, Bidding Forms to demonstrate that it
has been duly authorized by the manufacturer or producer of
the Goods to supply these Goods in the Purchaser’s Country;
(b) that, if required in the BDS, in case of a Bidder not doing
business within the Purchaser’s Country, the Bidder is or
will be (if awarded the contract) represented by an Agent in
the country equipped and able to carry out the Supplier’s
maintenance, repair and spare parts-stocking obligations
prescribed in the Conditions of Contract and/or Technical
Specifications; and
(c) that the Bidder meets each of the qualification criterion
specified in Section III, Evaluation and Qualification
Criteria.
18. Period of 18.1. Bids shall remain valid for the period specified in the BDS after
Validity of Bids the bid submission deadline date prescribed by the Purchaser in
accordance with ITB 22.1. A bid valid for a shorter period shall
be rejected by the Purchaser as nonresponsive.
18.2. In exceptional circumstances, prior to the expiration of the bid

validity period, the Purchaser may request bidders to extend the
period of validity of their bids. The request and the responses
shall be made in writing. If a Bid Security is requested in
accordance with ITB Clause 19, it shall also be extended for a
corresponding period. A Bidder may refuse the request without
forfeiting its Bid Security. A Bidder granting the request shall
not be required or permitted to modify its bid, except as provided
in ITB 18.3.
18.3. If the award is delayed by a period exceeding fifty-six (56) days

beyond the expiry of the initial bid validity, the Contract price shall
be determined as follows:
(a) In the case of fixed price contracts, the Contract price shall
be the bid price adjusted by the factor specified in the BDS.
(b) In the case of adjustable price contracts, no adjustment shall
be made.
(c) In any case, bid evaluation shall be based on the bid price
without taking into consideration the applicable correction
from those indicated above.
19. Bid Security 19.1. The Bidder shall furnish as part of its bid, either a Bid-Securing
Declaration or a bid security, as specified in the BDS, in original
form and, in the case of a bid security. In the amount and
currency specified in the BDS.
19.2. A Bid Securing Declaration shall use the form included in
Section IV, Bidding Forms.
19.3. If a bid security is specified pursuant to ITB 19.1, the bid
security shall be a demand guarantee in any of the following
forms at the Bidder’s option :
(a) an unconditional guarantee issued by a bank or financial
institution (such as an insurance, bonding or surety
company);
(b) an irrevocable letter of credit;
(c) a cashier’s or certified check; or

(d) another security specified in the BDS,
from a reputable source from an eligible country. If the

unconditional guarantee is issued by a financial institution located
outside the Purchaser’s Country, the issuing financial institution
shall have a correspondent financial institution located in the
Purchaser’s Country to make it enforceable. In the case of a bank
guarantee, the bid security shall be submitted either using the Bid
Security Form included in Section IV, Bidding Forms, or in another
substantially similar format approved by the Purchaser prior to bid
submission. The bid security shall be valid for twenty-eight (28)
days beyond the original validity period of the bid, or beyond any
period of extension if requested under ITB 18.2.
19.4. If a Bid Security is specified pursuant to ITB 19.1, any bid not
accompanied by a substantially responsive Bid Security shall be
rejected by the Purchaser as non-responsive.
19.5. If a Bid Security is specified pursuant to ITB 19.1, the Bid

Security of unsuccessful Bidders shall be returned as promptly as
possible upon the successful Bidder’s signing the contract and
furnishing the Performance Security pursuant to ITB 42.
19.6. The Bid Security of the successful Bidder shall be returned as

promptly as possible once the successful Bidder has signed the
contract and furnished the required performance security.
19.7. The Bid Security may be forfeited or the Bid Securing

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

validity specified by the Bidder on the Letter of Bid, or any
extension thereto provided by the Bidder ; or
(b) if the successful Bidder fails to:
(i) sign the Contract in accordance with ITB41; or
(ii) furnish a performance security in accordance with

ITB 42.
19.8. The bid security or Bid- Securing Declaration of a JV must be in

the name of the JV that submits the bid. If the JV has not been
legally constituted into a legally enforceable JV at the time of
bidding, the bid security or Bid-Securing Declaration shall be in
the names of all future members as named in the letter of intent
referred to in ITB 4.1 and ITB 11.2.
19.9. If a bid security is not required in the BDS, pursuant to ITB 19.1,
and
(a) if a Bidder withdraws its bid during the period of bid
validity specified by the Bidder on the Letter of Bid, or
(b) if the successful Bidder fails to: sign the Contract in
accordance with ITB 41; or furnish a performance security
in accordance with ITB 42;
the Borrower may, if provided for in the BDS, declare the
Bidder ineligible to be awarded a contract by the Purchaser for a
period of time as stated in the BDS.
20. Format and 20.1 The Bidder shall prepare one original of the documents
Signing of Bid comprising the bid as described in ITB 11 and clearly mark it
“ORIGINAL.” Alternative bids, if permitted in accordance with ITB
13, shall be clearly marked “ALTERNATIVE.” In addition, the Bidder
shall submit copies of the bid, in the number specified in the BDS
and clearly mark them “COPY.” In the event of any discrepancy
between the original and the copies, the original shall prevail.
20.2 The original and all copies of the bid shall be typed or written in
indelible ink and shall be signed by a person duly authorized to
sign on behalf of the Bidder. This authorization shall consist of a
written confirmation as specified in the BDS and shall be attached
to the bid. The name and position held by each person signing the
authorization must be typed or printed below the signature. All
pages of the bid where entries or amendments have been made shall
be signed or initialed by the person signing the bid.
20.3 In case the Bidder is a JV, the Bid 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.
20.4 Any inter-lineation, erasures, or overwriting shall be valid only if
they are signed or initialed by the person signing the bid.
D. Submission and Opening of Bids

21. Sealing and 21.1. The Bidder shall enclose the original and all copies of the bid,
Marking of including alternative bids, if permitted in accordance with ITB 13,
Bids in separate sealed envelopes, duly marking the envelopes as
“ORIGINAL”, “ALTERNATIVE” and “COPY.” These envelopes
containing the original and the copies shall then be enclosed in one
single envelope.
21.2. The inner and outer envelopes shall:
(a) bear the name and address of the Bidder;

(b) be addressed to the Purchaser in accordance with ITB 24.1;
(c) bear the specific identification of this bidding process
indicated in ITB 1.1; and
(d) bear a warning not to open before the time and date for bid
opening.
21.3. If all envelopes are not sealed and marked as required, the
Purchaser will assume no responsibility for the misplacement or
premature opening of the bid.
22. Deadline for 22.1. Bids must be received by the Purchaser at the address and no
Submission of later than the date and time specified in the BDS. When so
Bids specified in the BDS, bidders shall have the option of submitting
their bids electronically. Bidders submitting bids electronically shall
follow the electronic bid submission procedures specified in the
BDS.
22.2. The Purchaser may, at its discretion, extend the deadline for the
submission of bids by amending the Bidding Documents in
accordance with ITB 8, in which case all rights and obligations
of the Purchaser and Bidders previously subject to the deadline
shall thereafter be subject to the deadline as extended.
23. Late Bids 23.1. The Purchaser shall not consider any bid that arrives after the
deadline for submission of bids, in accordance with ITB 22. Any
bid received by the Purchaser after the deadline for submission
of bids shall be declared late, rejected, and returned unopened to
the Bidder.
24. Withdrawal, 24.1. A Bidder may withdraw, substitute, or modify its Bid after it has
Substitution, been submitted by sending a written notice, duly signed by an
and authorized representative, and shall include a copy of the
Modification of authorization (the power of attorney) in accordance with ITB
Bids 20.2, (except that withdrawal notices do not require copies ). The
corresponding substitution or modification of the bid must
accompany the respective written notice. All notices must be:
(a) prepared and submitted in accordance with ITB 20 and 21
(except that withdrawal notices do not require copies), and
in addition, the respective envelopes shall be clearly
marked “WITHDRAWAL,” “SUBSTITUTION,” or
“MODIFICATION;” and
(b) received by the Purchaser prior to the deadline prescribed
for submission of bids, in accordance with ITB 22.
24.2. Bids requested to be withdrawn in accordance with ITB 24.1

shall be returned unopened to the Bidders.
24.3. No bid may be withdrawn, substituted, or modified in the
interval between the deadline for submission of bids and the
expiration of the period of bid validity specified by the Bidder on
the Letter of Bid or any extension thereof.
25. Bid Opening 25.1. Except as in the cases specified in ITB 23 and 24, the Purchaser
shall publicly open and read out in accordance with ITB 25.3 all
bids received by the deadline at the date, time and place
specified in the BDS in the presence of Bidders’ designated
representatives and anyone who choose to attend. Any specific
electronic bid opening procedures required if electronic bidding
is permitted in accordance with ITB 22.1, shall be as specified in
the BDS.
25.2. First, envelopes marked “WITHDRAWAL” shall be opened and
read out and the envelope with the corresponding bid shall not be
opened, but returned to the Bidder. If the withdrawal envelope
does not contain a copy of the “power of attorney” confirming
the signature as a person duly authorized to sign on behalf of the
Bidder, the corresponding bid will be opened. No bid withdrawal
shall be permitted unless the corresponding withdrawal notice
contains a valid authorization to request the withdrawal and is
read out at bid opening. Next, envelopes marked
“SUBSTITUTION” shall be opened and read out and exchanged
with the corresponding Bid being substituted, and the substituted
Bid shall not be opened, but returned to the Bidder. No Bid
substitution shall be permitted unless the corresponding
substitution notice contains a valid authorization to request the
substitution and is read out at bid opening. Envelopes marked
“MODIFICATION” shall be opened and read out with the
corresponding Bid. No Bid modification shall be permitted
unless the corresponding modification notice contains a valid
authorization to request the modification and is read out at Bid
opening. Only bids that are opened and read out at Bid opening
shall be considered further.
25.3. All other envelopes shall be opened one at a time, reading out:
the name of the Bidder and whether there is a modification; the
total Bid Prices, per lot (contract) if applicable, including any
discounts and alternative bids; the presence or absence of a Bid
Security, if required; and any other details as the Purchaser may
consider appropriate. Only discounts and alternative bids read
out at Bid opening shall be considered for evaluation. The Letter
of Bid and the Price Schedules are to be initialed by
representatives of the Purchaser attending bid opening in the
manner specified in the BDS. The Purchaser shall neither

discuss the merits of any bid nor reject any bid (except for late
bids, in accordance with ITB 25.1).
25.4. The Purchaser shall prepare a record of the bid opening that shall
include, as a minimum: the name of the Bidder and whether there
is a withdrawal, substitution, or modification; the Bid Price, per
lot (contract) if applicable, including any discounts, and
alternative bids; and the presence or absence of a Bid Security, if
one was required. The Bidders’ representatives who are present
shall be requested to sign the record. The omission of a Bidder’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 Bidders.
E. Evaluation and Comparison of Bids

26. Confidentiality 26.1 Information relating to the evaluation of bids and
recommendation of contract award, shall not be disclosed to
bidders or any other persons not officially concerned with the
bidding process until information on Contract Award is
communication to all Bidders in accordance with ITB 40.
26.2 Any effort by a Bidder to influence the Purchaser in the
evaluation or contract award decisions may result in the rejection
of its Bid.
26.3 Notwithstanding ITB 26.2, from the time of bid opening to the
time of Contract Award, if any Bidder wishes to contact the
Purchaser on any matter related to the bidding process, it should
do so in writing.
27. Clarification of 27.1 To assist in the examination, evaluation, comparison of the bids,
Bids and qualification of the Bidders, the Purchaser may, at its
discretion, ask any Bidder for a clarification of its Bid. Any
clarification submitted by a Bidder in respect to its Bid and that
is not in response to a request by the Purchaser shall not be
considered. The Purchaser’s request for clarification and the
response shall be in writing. No change, including any voluntary
increase or decrease, in the prices or substance of the Bid shall
be sought, offered, or permitted, except to confirm the correction
of arithmetic errors discovered by the Purchaser in the
Evaluation of the bids, in accordance with ITB 31.
27.2 If a Bidder does not provide clarifications of its bid by the date
and time set in the Purchaser’s request for clarification, its bid
may be rejected.
28. Deviations, 28.1 During the evaluation of bids, the following definitions apply:
Reservations,
and Omissions (a) “Deviation” is a departure from the requirements specified in
the Bidding Documents;
(b) “Reservation” is the setting of limiting conditions or
withholding from complete acceptance of the requirements
specified in the Bidding Documents; and
(c) “Omission” is the failure to submit part or all of the
information or documentation required in the Bidding
Documents
29. Determination 29.1 The Purchaser’s determination of a bid’s responsiveness is to be

of based on the contents of the bid itself, as defined in ITB 11.
Responsiveness
29.2 A substantially responsive Bid is one that meets the requirements
of the Bidding Documents 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 Goods and Related Services
specified in the Contract; or
(ii) limit in any substantial way, inconsistent with the
Bidding Documents, the Purchaser’s rights or the
Bidder’s obligations under the Contract; or

(b) if rectified, would unfairly affect the competitive position
of other bidders presenting substantially responsive bids.
29.3 The Purchaser shall examine the technical aspects of the bid
submitted in accordance with ITB 16 and ITB 17, in particular, to
confirm that all requirements of Section VII, Schedule of
Requirements have been met without any material deviation or
reservation, or omission.
29.4 If a bid is not substantially responsive to the requirements of
Bidding Documents, it shall be rejected by the Purchaser and
may not subsequently be made responsive by correction of the
material deviation, reservation, or omission.
30. Nonconformi- 30.1 Provided that a Bid is substantially responsive, the Purchaser
ties, Errors and may waive any nonconformities in the Bid.
Omissions
30.2 Provided that a bid is substantially responsive, the Purchaser may
request that the Bidder submit the necessary information or
documentation, within a reasonable period of time, to rectify
nonmaterial nonconformities or omissions in the bid related to
documentation requirements. Such omission shall not be related
to any aspect of the price of the Bid. Failure of the Bidder to
comply with the request may result in the rejection of its Bid.
30.3 Provided that a bid is substantially responsive, the Purchaser shall
rectify quantifiable nonmaterial nonconformities related to the Bid
Price. To this effect, the Bid Price shall be adjusted, for comparison
purposes only, to reflect the price of a missing or non-conforming
item or component.
31. Correction of 31.1 Provided that the Bid is substantially responsive, the Purchaser
Arithmetical shall correct arithmetical errors on the following basis:
Errors
(a) if there is a discrepancy between the unit price and the line
item total that is obtained by multiplying the unit price by
the quantity, the unit price shall prevail and the line item
total shall be corrected, unless in the opinion of the
Purchaser there is an obvious misplacement of the decimal
point in the unit price, in which case the line item total as
quoted shall govern and the unit price shall be corrected;
(b) 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
(c) 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.
31.2 Bidders shall be requested to accept correction of arithmetical
errors. Failure to accept the correction in accordance with ITB 31.1,
shall result in the rejection of the Bid.
32. Conversion to 32.1 For evaluation and comparison purposes, the currency(ies) of the
Single Currency Bid shall be converted in a single currency as specified in the
BDS.
33. Margin of 33.1 Unless otherwise specified in the BDS, a margin of preference
Preference shall not apply.
34. Evaluation of 34.1 The Purchaser shall use the criteria and methodologies listed in
Bids this Clause. No other evaluation criteria or methodologies shall
be permitted.
34.2 To evaluate a Bid, the Purchaser shall consider the following:
(a) evaluation will be done for Items or Lots (contracts), as
specified in the BDS; and the Bid Price as quoted in
accordance with clause 14;
(b) price adjustment for correction of arithmetic errors in
accordance with ITB 31.1;
(c) price adjustment due to discounts offered in accordance
with ITB 14.3;
(d) converting the amount resulting from applying (a) to (c)
above, if relevant, to a single currency in accordance with
ITB 32;
(e) price adjustment due to quantifiable nonmaterial
nonconformities in accordance with ITB 30.3;
(f) the additional evaluation factors are specified in Section
III, Evaluation and Qualification Criteria;
34.3 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 bid evaluation.
34.4 If these Bidding Documents allows Bidders to quote separate prices
for different lots (contracts), the methodology to determine the
lowest evaluated price of the lot (contract) combinations, including
any discounts offered in the Letter of Bid Form, is specified in
Section III, Evaluation and Qualification Criteria
34.5 The Purchaser’s evaluation of a bid will exclude and not take
into account:
(a) in the case of Goods manufactured in the Purchaser’s
Country, sales and other similar taxes, which will be
payable on the goods if a contract is awarded to the Bidder;
(b) in the case of Goods manufactured outside the Purchaser’s
Country, already imported or to be imported, customs
duties and other import taxes levied on the imported Good,
sales and other similar taxes, which will be payable on the
Goods if the contract is awarded to the Bidder;
(c) any allowance for price adjustment during the period of
execution of the contract, if provided in the bid.
34.6 The Purchaser’s evaluation of a bid may require the
consideration of other factors, in addition to the Bid Price quoted
in accordance with ITB 14. These factors may be related to the
characteristics, performance, and terms and conditions of
purchase of the Goods and Related Services. The effect of the
factors selected, if any, shall be expressed in monetary terms to
facilitate comparison of bids, unless otherwise specified in the
BDS from amongst those set out in Section III, Evaluation and
Qualification Criteria. The criteria and methodologies to be used
shall be as specified in ITB 34.2 (f).
35. Comparison of 35.1 The Purchaser shall compare the evaluated prices of all
Bids substantially responsive bids established in accordance with ITB
34.2 to determine the lowest evaluated bid. The comparison shall
be on the basis of CIP (place of final destination) prices for
imported goods and EXW prices, plus cost of inland
transportation and insurance to place of destination, for goods
manufactured within the Borrower’s country, together with
prices for any required installation, training, commissioning and
other services. The evaluation of prices shall not take into
account custom duties and other taxes levied on imported goods
quoted CIP and sales and similar taxes levied in connection with
the sale or delivery of goods.
36. Qualification of 36.1 The Purchaser shall determine to its satisfaction whether the
the Bidder Bidder that is selected as having submitted the lowest evaluated
and substantially responsive bid meets the qualifying criteria
specified in Section III, Evaluation and Qualification Criteria.
36.2 The determination shall be based upon an examination of the
documentary evidence of the Bidder’s qualifications submitted
by the Bidder, pursuant to ITB 17.
36.3 An affirmative determination shall be a prerequisite for award of

the Contract to the Bidder. A negative determination shall result
in disqualification of the bid, in which event the Purchaser shall
proceed to the next lowest evaluated bid to make a similar
determination of that Bidder’s qualifications to perform
satisfactorily.
37. Purchaser’s 37.1 The Purchaser reserves the right to accept or reject any bid, and
Right to Accept to annul the bidding process and reject all bids at any time prior
Any Bid, and to to contract award, without thereby incurring any liability to
Reject Any or Bidders. In case of annulment, all bids submitted and specifically,
All Bids bid securities, shall be promptly returned to the Bidders.
F. Award of Contract
38. Award Criteria 38.1 Subject to ITB 37.1, the Purchaser shall award the Contract to
the Bidder whose bid has been determined to be the lowest
evaluated bid and is substantially responsive to the Bidding
Documents, provided further that the Bidder is determined to be
qualified to perform the Contract satisfactorily.
39. Purchaser’s 39.1 At the time the Contract is awarded, the Purchaser reserves the
Right to Vary right to increase or decrease the quantity of Goods and Related
Quantities at Services originally specified in Section VII, Schedule of
Time of Award Requirements, provided this does not exceed the percentages
specified in the BDS, and without any change in the unit prices
or other terms and conditions of the bid and the Bidding
Documents.
40. Notification of 40.1 Prior to the expiration of the period of bid validity, the Purchaser
Award shall notify the successful Bidder, in writing, that its Bid has
been accepted. The notification letter (hereinafter and in the
Conditions of Contract and Contract Forms called the “Letter of
Acceptance”) shall specify the sum that the Purchaser will pay the
Supplier in consideration of the supply of Goods (hereinafter and in
the Conditions of Contract and Contract Forms called “the Contract
Price”). At the same time, the Purchaser shall also notify all other
Bidders of the results of the bidding and shall publish in UNDB
online the results identifying the bid and lot (contract) numbers and
the following information:
(i) name of each Bidder who submitted a Bid;
(ii) bid prices as read out at Bid Opening;
(iii) name and evaluated prices of each Bid that was evaluated;
(iv) name of bidders whose bids were rejected and the reasons for
their rejection; and
(v) name of the successful Bidder, and the Price it offered, as well
as the duration and summary scope of the contract awarded.
40.2 Until a formal Contract is prepared and executed, the notification

of award shall constitute a binding Contract.
40.3 The Purchaser shall promptly respond in writing to any
unsuccessful Bidder who, after notification of award in
accordance with ITB 40.1, requests in writing the grounds on
which its bid was not selected.
41. Signing of 41.1 Promptly after notification, the Purchaser shall send the
Contract successful Bidder the Contract Agreement.
41.2 Within twenty-eight (28) days of receipt of the Contract
Agreement, the successful Bidder shall sign, date, and return it to
the Purchaser.
41.3 Notwithstanding ITB 41.2 above, in case signing of the Contract
Agreement is prevented by any export restrictions attributable to the
Purchaser, to the country of the Purchaser, or to the use of the
products/goods, systems or services to be supplied, where such
export restrictions arise from trade regulations from a country
supplying those products/goods, systems or services, the Bidder
shall not be bound by its bid, always provided however, that the
Bidder can demonstrate to the satisfaction of the Purchaser and of
the Bank that signing of the Contact Agreement has not been
prevented by any lack of diligence on the part of the Bidder in
completing any formalities, including applying for permits,
authorizations and licenses necessary for the export of the
products/goods, systems or services under the terms of the Contract.
42. Performance 42.1 Within twenty eight (28) days of the receipt of notification of
Security award from the Purchaser, the successful Bidder, if required,
shall furnish the Performance Security in accordance with the
GCC, subject to ITB 34.5, using for that purpose the
Performance Security Form included in Section X, Contract
Forms, or another Form acceptable to the Purchaser. If the
Performance Security furnished by the successful Bidder is in the
form of a bond, it shall be issued by a bonding or insurance
company that has been determined by the successful Bidder to be
acceptable to the Purchaser. A foreign institution providing a bond
shall have a correspondent financial institution located in the
Purchaser’s Country.
42.2 Failure of the successful Bidder 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 Bid Security. In that event the Purchaser may award the
Contract to the next lowest evaluated Bidder, whose bid is
substantially responsive and is determined by the Purchaser to be
qualified to perform the Contract satisfactorily.
29
Section II. Bid Data Sheet (BDS)

The following specific data for the goods to be procured shall complement, supplement, or
amend the provisions in the Instructions to Bidders (ITB). Whenever there is a conflict, the
provisions herein shall prevail over those in ITB.
ITB Clause A. General

Reference
ITB 1.1 The reference number of the Invitation for Bids is :
MOT/KRC/PLM/WB/014/14-15
ITB 1.1 The Purchaser is: KENYA RAILWAYS
ITB 1.1 The name of the ICB is: Procurement of one (1) Track Recording Car
and one (1) Inspection Trolley
The identification number of the ICB is: KRC/PLM/014/14-15
The number and identification
comprising this ICB is: One Track Recording Car and one Inspection
Trolley
ITB 2.1 The Borrower is: Republic of Kenya.
Kenya Railways is a Government of Kenya State Corporation
ITB 2.1 The name of the Project is: National Urban Transport Improvement
Project (NUTRIP)
ITB 2.1 Loan or Financing Agreement Amount: USD300 million
ITB 4.1 Maximum number of members in the JV shall be: No limit on the number
of Members
IITB 4.4 A list of debarred firms and individuals is available on the Bank’s external
website: http://www.worldbank.org/debarr.
B. Contents of Bidding Documents

ITB 7.1 For Clarification of bid purposes only, the Purchaser’s address is:
Attention: Kenya Railways
Address: Workshops Road, Off Haile Selassie Avenue
Floor/ Room number: Procurement Department, First Floor
City: Nairobi
ZIP Code: P.O. Box 30121-00100
30 Section II Bid Data Sheet
Country: Kenya
Telephone: +254 020 2215211/2210111/2210200; 0728 603581; 0728
603582.
Facsimile number: +254 020 340049/ 2210200
Electronic mail address: procure@krc.co.ke
Requests for clarification should be received by the Employer no later
than: seven (7) days prior to the deadline for the submission of tenders.
ITB 7.1 Web page: www.krc.co.ke
C. Preparation of Bids
ITB 10.1 Language of translation of supporting documents and printed literature is:
English
All correspondence exchange shall be in English language.
Alternative bids shall not be permitted.

ITB 13.1
ITB 14.5 The prices quoted by the Bidder shall not be subject to adjustment during
the performance of the Contract.
ITB 14.7 The Incoterms edition is: Incoterms® 2010
ITB 14.8 (b) Place of Destination: Nairobi

(i) and (c) (v)
ITB 14.8 (a) Final destination (Project Site): CIP Nairobi

(iii);(b)(ii)
and (c)(v)
ITB 15.1 The prices shall be quoted by the bidder in Kenya Shilling or in any
freely convertible currency.
The Bidder is required to quote in the currency of the Purchaser’s Country
the portion of the bid price that corresponds to expenditures incurred in
that currency.
ITB 16.4 Period of time the Goods are expected to be functioning (for the purpose of
spare parts): 24 months
ITB 17.2 (a) Manufacturer’s authorization is: required
ITB 17.2 (b) After sales service is: required
ITB 18.1 The bid validity period shall be 120 days.

Section II Bid Data Sheet 31
ITB 18.3 (a) The bid price shall be adjusted by the following factor(s): Not Applicable
ITB 19.1 A Bid Security shall be required.

A Bid-Securing Declaration shall not be required.
The amount and currency of the bid security shall be Kshs. 5 million or
equivalent in a freely convertible currency. The Bid Security shall be
issued in the form of Bank using the form included in Section IV (Bidding
Forms)
ITB 19.3 (d) Other types of acceptable securities:
None
ITB 20.1 In addition to the original of the bid, the number of copies is: One (1)
ITB 20.2 The written confirmation of authorization to sign on behalf of the Bidder
shall consist of: A Power of Attorney.
D. Submission and Opening of Bids

ITB 22.1 For bid submission purposes only, the Purchaser’s address is :
Street Address: Workshops Road off Haile Selassie Avenue
Floor/ Room number: First Floor, Procurement Department
City: Nairobi
Country: Kenya
The deadline for bid submission is:
Date: …Friday, 30th October, 2015
Time: 10:00 am (East African Time)
Bidders shall not have the option of submitting their bids electronically.
ITB 25.1 The bid opening shall take place at:

Street Address: Kenya Railways
Workshops Road off Haile Selassie Avenue
Floor/Room number: First Floor, Sattima Conference Room

City : Nairobi
Country: Kenya
Date: Friday, 30th October, 2015
Time: 10:00 am (East African Time)
ITB 25.3 The Letter of Bid and Price Schedules shall be initialed by all
representatives of the Purchaser conducting Bid opening. Each Bid shall
be initialed by all representatives and shall be numbered, any
modification to the unit or total price shall be initialed by the
Representative of the Employer.

E. Evaluation and Comparison of Bids
ITB 32.1 The currency that shall be used for bid evaluation and comparison
purposes to convert all bid prices expressed in various currencies into a
single currency is: Kenyan shillings.
The source of exchange rate shall be: The Central Bank of Kenya Selling
Rate
The date for the exchange rate shall be the deadline for submission.
Section II Bid Data Sheet 33
The Evaluation will be done and a Contract awarded for the entire contract
ITB 34.2(a)
package.
ITB 34.6 The adjustments shall be determined using the following criteria, from
amongst those set out in Section III, Evaluation and Qualification Criteria:
(a) Deviation in Delivery schedule: Yes 0.5% of the bid price per
week
(b) Deviation in payment schedule: No
(c) the cost of major replacement components, mandatory spare parts,
and service: N/A
(d) the performance and productivity of the equipment offered; No
F. Award of Contract
ITB 39.1 The maximum percentage by which quantities may be increased is: None
The maximum percentage by which quantities may be decreased is: None
35
Section III. Evaluation and Qualification

Criteria
Contents
2. Evaluation (ITB 34) ............................................................................................................ 36
3. Qualification (ITB 36) ........................................................................................................ 36

36 Section III. Evaluation and Qualification Criteria
2. Evaluation (ITB 34)
2.1. Evaluation Criteria (ITB 34.6)

The Purchaser’s evaluation of a bid may take into account, in addition to the Bid Price quoted
in accordance with ITB Clause 14.8, one or more of the following factors as specified in ITB
34.2(f) and in BDS referring to ITB 34.6, using the following criteria and methodologies.
(a) Delivery schedule. (as per Incoterms specified in the BDS)
The Goods specified in the List of Goods are required to be delivered within the
acceptable time range (after the earliest and before the final date, both dates
inclusive) specified in Section VII, Schedule of Requirements. No credit will be
given to deliveries before the earliest date, and bids offering delivery after the final
date shall be treated as nonresponsive. Within this acceptable period, an
adjustment, as specified in BDS 34.6, will be added, for evaluation purposes only,
to the bid price of bids offering deliveries later than the “Earliest Delivery Date”
specified in Section VII, Schedule of Requirements.
(b) Deviation in payment schedule. Not Applicable
(c) Cost of major replacement components, mandatory spare parts, and service. Not
Applicable
3. Qualification (ITB 36)
3.1 Postqualification Requirements (ITB 36.1)

After determining the lowest-evaluated bid in accordance with ITB 35.1, the Purchaser shall
carry out the postqualification of the Bidder in accordance with ITB 36, using only the
requirements specified. Requirements not included in the text below shall not be used in the
evaluation of the Bidder’s qualifications.
(a) If Bidder is Manufacturer :
(i) Financial Capability
The Bidder shall furnish documentary evidence that it meets the following
financial requirement(s):
Notarized Audited financial statements for the last three years and an annual
turnover of at least USD5 million or equivalent in a free convertible
currency.
(ii) Experience and Technical Capacity

Section III. Evaluation and Qualification Criteria 37
The Bidder shall furnish documentary evidence to demonstrate that it meets

the following experience requirement(s):
Proof of at least one Track Recording Machine and one Inspection Trolley
supplied in the last five years.
(iii) Documentary Evidence
The Bidder shall furnish documentary evidence to demonstrate that the

Goods it offers meet the following usage requirement:
To provide Sample Track Geometry parameters results taken from Track

Recording car supplied in the last ten years.
(b) If Bidder is not manufacturer:
If a Bidder is not a manufacturer, but is offering the Goods on behalf of the

Manufacturer under Manufacturer's Authorization Form (Section IV, Bidding
Forms), the Manufacturer shall demonstrate the above qualifications (i), (ii), (iii)
and the Bidder shall demonstrate that it has successfully completed at least three
(3) contracts of similar goods in the past five (5) years.
39
Section IV. Bidding Forms

Table of Forms
Letter of Bid ............................................................................................................................ 40

Bidder Information Form ...................................................................................................... 433
Bidder’s JV Members Information Form ............................................................................... 44
Price Schedule: Goods Manufactured Outside the Purchaser’s Country, to be Imported .... 476
Price Schedule: Goods Manufactured Outside the Purchaser’s Country, already imported* 48
Price Schedule: Goods Manufactured in the Purchaser’s Country ......................................... 48
Price and Completion Schedule - Related Services ................................................................ 49
Form of Bid Security ............................................................................................................ 520
Manufacturer’s Authorization ................................................................................................. 54
40 Section IV Bidding Forms
Letter of Bid
The Bidder must prepare the Letter of Bid on stationery with its letterhead clearly showing
the Bidder’s complete name and address.
Note: All italicized text is for use in preparing these forms and shall be deleted from the
final products.
Date: [insert date (as day, month and year) of Bid Submission]
ICB No.: [insert number of bidding process]
Invitation for Bid No.: [insert identification]
Alternative No.: [insert identification No if this is a Bid for an alternative]
To: [insert complete name of Purchaser]
(a) We have examined and have no reservations to the Bidding Documents, including
Addenda issued in accordance with Instructions to Bidders (ITB 8) ;
(b) We meet the eligibility requirements and have no conflict of interest in accordance with
ITB 4;
(c) We have not been suspended nor declared ineligible by the Purchaser based on
execution of a Bid Securing Declaration in the Purchaser’s country in accordance with
ITB 4.6
(d) We offer to supply in conformity with the Bidding Documents and in accordance with
the Delivery Schedules specified in the Schedule of Requirements the following Goods:
[insert a brief description of the Goods and Related Services];
(e) The total price of our Bid, excluding any discounts offered in item (f) below is:
In case of only one lot, total price of the Bid [insert the total price of the bid in words
and figures, indicating the various amounts and the respective currencies];
In case of multiple lots, total price of each lot [insert the total price of each lot in
words and figures, indicating the various amounts and the respective currencies];
In case of multiple lots, 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) The discounts offered and the methodology for their application are:
(i) The discounts offered are: [Specify in detail each discount offered.]
Section IV Bidding Forms 41
(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];
(g) Our bid shall be valid for a period of [specify the number of calendar days] days from
the date fixed for the bid submission deadline in accordance with the Bidding
Documents, and it shall remain binding upon us and may be accepted at any time before
the expiration of that period;
(h) If our bid is accepted, we commit to obtain a performance security in accordance with
the Bidding Documents;
(i) We are not participating, as a Bidder or as a subcontractor, in more than one bid in this
bidding process in accordance with ITB 4.2(e), other than alternative bids submitted in
accordance with ITB 13;
(j) We, including any of our subcontractors or suppliers for any part of the contract, have
not been declared ineligible by the Bank, under the Purchaser’s country laws or official
regulations or by an act of compliance with a decision of the United Nations Security
Council;
(k) We are not a government owned entity/ We are a government owned entity but meet the
requirements of ITB 4.5;1
(l) We have paid, or will pay the following commissions, gratuities, or fees with respect to
the bidding 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) We understand that this bid, together with your written acceptance thereof included in
your notification of award, shall constitute a binding contract between us, until a formal
contract is prepared and executed; and
(n) We understand that you are not bound to accept the lowest evaluated bid or any other bid
that you may receive.
(o) We hereby certify that we have taken steps to ensure that no person acting for us or on
our behalf will engage in any type of fraud and corruption
1
Bidder to use as appropriate
Name of the Bidder* [insert complete name of person signing the Bid]
Name of the person duly authorized to sign the Bid on behalf of the Bidder** [insert
complete name of person duly authorized to sign the Bid]
Title of the person signing the Bid [insert complete title of the person signing the Bid]
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]
*: In the case of the Bid submitted by joint venture specify the name of the Joint Venture as
Bidder
**: Person signing the Bid shall have the power of attorney given by the Bidder to be
attached with the Bid Schedules.
Bidder Information Form

[The Bidder shall fill in this Form in accordance with the instructions indicated below. No
alterations to its format shall be permitted and no substitutions shall be accepted.]
Page ________ of_ ______ pages
1. Bidder’s Name [insert Bidder’s legal name]
2. In case of JV, legal name of each member : [insert legal name of each member in JV]
3. Bidder’s actual or intended country of registration: [insert actual or intended country of

registration]
4. Bidder’s year of registration: [insert Bidder’s year of registration]
5. Bidder’s Address in country of registration: [insert Bidder’s legal address in country of

registration]
6. Bidder’s Authorized Representative Information

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]
7. Attached are copies of original documents of [check the box(es) of the attached
original documents]
 Articles of Incorporation (or equivalent documents of constitution or association), and/or
documents of registration of the legal entity named above, in accordance with ITB 4.3.
 In case of JV, letter of intent to form JV or JV agreement, in accordance with ITB 4.1.
 In case of Government-owned enterprise or institution, in accordance with ITB 4.5
documents establishing:
Legal and financial autonomy
Operation under commercial law
Establishing that the Bidder is not dependent agency of the Purchaser

2. Included are the organizational chart, a list of Board of Directors, and the beneficial
ownership.
Bidder’s JV Members Information Form
[The Bidder shall fill in this Form in accordance with the instructions indicated below. The
following table shall be filled in for the Bidder and for each member of a Joint Venture]].
Page ________ of_ ______ pages
1. Bidder’s Name: [insert Bidder’s legal name]
2. Bidder’s JV Member’s name: [insert JV’s Member legal name]
3. Bidder’s JV Member’s country of registration: [insert JV’s Member country of

registration]
4. Bidder’s JV Member’s year of registration: [insert JV’s Member year of registration]
5. Bidder’s JV Member’s legal address in country of registration: [insert JV’s Member

legal address in country of registration]
6. Bidder’s JV Member’s authorized representative information

Name: [insert name of JV’s Member authorized representative]
Address: [insert address of JV’s Member authorized representative]
Telephone/Fax numbers: [insert telephone/fax numbers of JV’s Member authorized
representative]
Email Address: [insert email address of JV’s Member authorized representative]
7. Attached are copies of original documents of [check the box(es) of the attached original
documents]
 Articles of Incorporation (or equivalent documents of constitution or association), and/or
registration documents of the legal entity named above, in accordance with ITB 4.3.
 In case of a Government-owned enterprise or institution, documents establishing legal and
financial autonomy, operation in accordance with commercial law, and absence of dependent
status, in accordance with ITB 4.5.
2. Included are the organizational chart, a list of Board of Directors, and the beneficial ownership.
Price Schedule Forms

[The Bidder shall fill in these Price Schedule Forms in accordance with the instructions
indicated. The list of line items in column 1 of the Price Schedules shall coincide with the
List of Goods and Related Services specified by the Purchaser in the Schedule of
Requirements.]
Price Schedule: Goods Manufactured Outside the Purchaser’s Country, to be

Imported
Date:_________________________
(Group C bids, goods to be imported) ICB No: _____________________
Alternative No: ________________

Currencies in accordance with ITB 15
Page N ______ of ______
1 2 3 4 5 6 7 8 9
Line Description of Goods Country of Delivery Quantity and Unit price CIP Price per line Price per line item for Total Price per Line item
Item Origin Date as physical unit CIP [insert place of item inland transportation and (Col. 7+8)
N defined by destination] (Col. 5x6) other services required in
Incoterms in accordance with ITB the Purchaser’s country to
14.8(b)(i) convey the Goods to their
final destination specified
in BDS
1 Track Recording [insert [insert [insert number [insert unit price CIP [insert total CIP [insert the corresponding [insert total price of the line item]
country of quoted of units to be per unit] price per line item] price per line item]
Car origin of the Delivery supplied and
Good] Date] name of the
physical unit]
2 Inspection
Trolley
Total Price
Name of Bidder [insert complete name of Bidder] Signature of Bidder [signature of person signing the Bid] Date [Insert Date]
Price Schedule: Goods Manufactured Outside the Purchaser’s Country, already imported*
Date:_________________________
(Group C bids, Goods already imported) ICB No: _____________________
Currencies in accordance with ITB 15 Page N ______ of ______
1 2 3 4 5 6 7 8 9 10 11 12
Line Item Description of Goods Country of Delivery Quantity Unit price Custom Duties Unit Price net Price per line Price per line item Sales and other Total Price per line
N Origin Date as and including and Import Taxes of custom item net of for inland taxes paid or item
defined by physical Custom Duties paid per unit in duties and Custom Duties transportation and payable per item (Col. 9+10)
Incoterms unit and Import accordance with import taxes, in and Import other services if Contract is
Taxes paid, in ITB 14.8(c)(ii) , accordance Taxes paid, in required in the awarded (in
accordance [to be supported with ITB 148 accordance with Purchaser’s country accordance with
with ITB by documents] (c) (iii) ITB 14.8(c)(i) to convey the goods ITB 14.8(c)(iv)
14.8(c)(i) (Col. 6 minus (Col. 5 8) to their final
Col.7) destination, as
specified in BDS in
accordance with
ITB 14.8 (c)(v)
[insert [insert name of [insert [insert [insert [insert unit [insert custom [insert unit [ insert price [insert price per [insert sales and [insert total price per
number of Goods] country of quoted number of price per unit] duties and taxes price net of per line item net line item for inland other taxes line item]
the item] origin of Delivery units to be paid per unit] custom duties of custom duties transportation and payable per item
the Good] Date] supplied and import and import other services if Contract is
and name taxes] taxes] required in the awarded]
of the Purchaser’s
physical country]
unit]
Total Bid Price
Name of Bidder [insert complete name of Bidder] Signature of Bidder [signature of person signing the Bid] Date [insert date]
* [For previously imported Goods, the quoted price shall be distinguishable from the original import value of these Goods declared to customs and shall include
any rebate or mark-up of the local agent or representative and all local costs except import duties and taxes, which have been and/or have to be paid by the
Purchaser. For clarity the bidders are asked to quote the price including import duties, and additionally to provide the import duties and the price net of import
Section IV Bidding Forms 49 49
duties which is the difference of those values.]

Price Schedule: Goods Manufactured in the Purchaser’s Country

Date:_________________________
Purchaser’s Country (Group A and B bids) ICB No: _____________________
______________________ Page N ______ of ______
Currencies in accordance with ITB 15
1 2 3 4 5 6 7 8 9 10
Line Description of Goods Delivery Date Quantity Unit price Total EXW Price per line item for Cost of local labor, Sales and other taxes payable Total Price per
Item as defined by and EXW price per line inland transportation and raw materials and per line item if Contract is line item
N Incoterms physical item other services required in components from awarded (in accordance with (Col. 6+7)
unit (Col. 4 5) the Purchaser’s Country to with origin in the ITB 14.8(a)(ii)
convey the Goods to their Purchaser’s Country
final destination % of Col. 5
[insert [insert name of Good] [insert quoted [insert [insert EXW [insert total [insert the corresponding [Insert cost of local [insert sales and other taxes [insert total
number Delivery number of unit price] EXW price per price per line item] labor, raw material payable per line item if price per item]
of the Date] units to line item] and components Contract is awarded]
item] be from within the
supplied Purchase’s country
and name as a % of the EXW
of the price per line item]
physical
unit]
Total Price
Section IV Bidding Forms 51 51
Price and Completion Schedule - Related Services

Date:_________________________
Currencies in accordance with ITB 15 ICB No: _____________________
Page N ______ of ______
1 2 3 4 5 6 7
Service Description of Services (excludes inland transportation Country of Delivery Date at place Quantity and physical unit Unit price Total Price per Service
N and other services required in the Purchaser’s country Origin of Final destination (Col. 5*6 or estimate)
to convey the goods to their final destination)
[insert [insert name of Services] [insert country [insert delivery date at [insert number of units to be supplied and [insert unit price per [insert total price per
number of of origin of the place of final name of the physical unit] item] item]
the Services] destination per Service]
Service ]
1 Training of Kenya Railways personnel
Total Bid Price

Form of Bid Security

(Bank Guarantee)
[The bank shall fill in this Bank Guarantee Form in accordance with the instructions
indicated.]
[Guarantor letterhead]
Beneficiary: Kenya Railways
Workshops Road Off Haile Selassie Avenue
P.O BOX 30121-00100 NAIROBI, KENYA
IFB No.: MOT/KRC/PLM/WB/014/14-15
Alternative No.: None
Date: [Insert date of issue]
BID GUARANTEE No.: [Insert guarantee reference number]
Guarantor: [Insert name and address of place of issue, unless indicated in the letterhead]
We have been informed that ______ [insert name of the Bidder, which in the case of a joint
venture shall be the name of the joint venture (whether legally constituted or prospective) or
the names of all members thereof] (hereinafter called "the Applicant") has submitted or will
submit to the Beneficiary its bid (hereinafter called "the Bid") for the execution of
________________ under Invitation for Bids No. ___________ (“the IFB”).
Furthermore, we understand that, according to the Beneficiary’s conditions, bids must be

supported by a bid guarantee.
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 Bid during the period of bid validity set forth in the Applicant’s
Letter of Bid (“the Bid Validity Period”), or any extension thereto provided by the
Applicant; or
(b) having been notified of the acceptance of its Bid by the Beneficiary during the Bid
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 security, in
accordance with the Instructions to Bidders (“ITB”) of the Beneficiary’s bidding
document.
This guarantee will expire: (a) if the Applicant is the successful bidder, upon our receipt of
copies of the contract agreement signed by the Applicant and the performance security issued
to the Beneficiary in relation to such contract agreement; or (b) if the Applicant is not the
successful bidder, upon the earlier of (i) our receipt of a copy of the Beneficiary’s
notification to the Applicant of the results of the bidding process; or (ii) twenty-eight days
after the end of the Bid Validity Period.
Consequently, any demand for payment under this guarantee must be received by us at the
office indicated above on or before that date.
This guarantee is subject to the Uniform Rules for Demand Guarantees (URDG) 2010
Revision, ICC Publication No. 758.
_____________________________
[Signature(s)]
Note: All italicized text is for use in preparing this form and shall be deleted from the final
product.
54
Manufacturer’s Authorization
[The Bidder shall require the Manufacturer to fill in this Form in accordance with the
instructions indicated. This letter of authorization should be on the letterhead of the
Manufacturer and should be signed by a person with the proper authority to sign documents
that are binding on the Manufacturer. The Bidder shall include it in its bid, if so indicated in
the BDS.]
To: [insert complete name of Purchaser]
WHEREAS
We [insert complete name of Manufacturer], who are official manufacturers of [insert type
of goods manufactured], having factories at [insert full address of Manufacturer’s factories],
do hereby authorize [insert complete name of Bidder] to submit a bid the purpose of which is
to provide the following Goods, manufactured by us [insert name and or brief description of
the Goods], and to subsequently negotiate and sign the Contract.
We hereby extend our full guarantee and warranty in accordance with Clause 28 of the
General Conditions of Contract, with respect to the Goods offered by the above firm.
Signed: [insert signature(s) of authorized representative(s) of the Manufacturer]
Name: [insert complete name(s) of authorized representative(s) of the Manufacturer]
Title: [insert title]
Dated on ____________ day of __________________, _______ [insert date of signing]

55
Section V. Eligible Countries
Eligibility for the Provision of Goods, Works and Non Consulting Services in
Bank-Financed Procurement
In reference to ITB 4.7 and 5.1, for the information of the Bidders, at the present time firms,
goods and services from the following countries are excluded from this bidding process:
Under ITB 4.7(a) and 5.1: None

Under ITB 4.7(b) and 5.1: None
57
Section VI. Bank Policy - Corrupt and

Fraudulent Practices
Guidelines for Procurement of Goods, Works, and Non-Consulting Services under IBRD
Loans and IDA Credits & Grants by World Bank Borrowers, dated January 2011.
“Fraud and Corruption:
1.16 It is the Bank’s policy to require that Borrowers (including beneficiaries of Bank
loans), bidders, suppliers, contractors and their agents (whether declared or not), sub-
contractors, sub-consultants, service providers or suppliers, and any personnel thereof,
observe the highest standard of ethics during the procurement and execution of Bank-
financed contracts.2 In pursuance of this policy, the Bank:
(a) defines, for the purposes of this provision, the terms set forth below as follows:
(i) “corrupt practice” is the offering, giving, receiving, or soliciting, directly
or indirectly, of anything of value to influence improperly the actions of
another party;3;
(ii) “fraudulent practice” is any act or omission, including a misrepresentation,
that knowingly or recklessly misleads, or attempts to mislead, a party to
obtain a financial or other benefit or to avoid an obligation;4
(iii) “collusive practice” is an arrangement between two or more parties
designed to achieve an improper purpose, including to influence
improperly the actions of another party;5
(iv) “coercive practice” is impairing or harming, or threatening to impair or
harm, directly or indirectly, any party or the property of the party to
influence improperly the actions of a party;6
(v) "obstructive practice" is:
2
In this context, any action to influence the procurement process or contract execution for undue advantage
is improper.
3
For the purpose of this sub-paragraph, “another party” refers to a public official acting in relation to the
procurement process or contract execution. In this context, “public official” includes World Bank staff and
employees of other organizations taking or reviewing procurement decisions.
4
For the purpose of this sub-paragraph, “party” refers to a public official; the terms “benefit” and
“obligation” relate to the procurement process or contract execution; and the “act or omission” is intended
to influence the procurement process or contract execution.
5
For the purpose of this sub-paragraph, “parties” refers to participants in the procurement process (including
public officials) attempting either themselves, or through another person or entity not participating in the
procurement or selection process, to simulate competition or to establish bid prices at artificial, non-
competitive levels, or are privy to each other’s bid prices or other conditions.
6
For the purpose of this sub-paragraph, “party” refers to a participant in the procurement process or contract
execution.
58 Section VII Schedule of Requirements
(aa) deliberately destroying, falsifying, altering, or concealing of

evidence material to the investigation or making false statements to
investigators in order to materially impede a Bank investigation
into allegations of a corrupt, fraudulent, coercive or collusive
practice; and/or threatening, harassing or intimidating any party to
prevent it from disclosing its knowledge of matters relevant to the
investigation or from pursuing the investigation, or
(bb) acts intended to materially impede the exercise of the Bank’s
inspection and audit rights provided for under paragraph 1.16(e)
below.
(b) will reject a proposal for award if it determines that the bidder recommended for
award, or any of its personnel, or its agents, or its sub-consultants, sub-
contractors, service providers, suppliers and/or their employees, has, directly or
indirectly, engaged in corrupt, fraudulent, collusive, coercive, or obstructive
practices in competing for the contract in question;
(c) will declare misprocurement and cancel the portion of the loan allocated to a
contract if it determines at any time that representatives of the Borrower or of a
recipient of any part of the proceeds of the loan engaged in corrupt, fraudulent,
collusive, coercive, or obstructive practices during the procurement or the
implementation of the contract in question, without the Borrower having taken
timely and appropriate action satisfactory to the Bank to address such practices
when they occur, including by failing to inform the Bank in a timely manner at
the time they knew of the practices;
(d) will sanction a firm or individual, at any time, in accordance with the prevailing
Bank’s sanctions procedures,7 including by publicly declaring such firm or
individual ineligible, either indefinitely or for a stated period of time: (i) to be
awarded a Bank-financed contract; and (ii) to be a nominated8;
(e) will require that a clause be included in bidding documents and in contracts
financed by a Bank loan, requiring bidders, suppliers and contractors, and their
sub-contractors, agents, personnel, consultants, service providers, or suppliers, to
permit the Bank to inspect all accounts, records, and other documents relating to
7
A firm or individual may be declared ineligible to be awarded a Bank financed contract upon: (i)
completion of the Bank’s sanctions proceedings as per its sanctions procedures, including, inter alia, cross-
debarment as agreed with other International Financial Institutions, including Multilateral Development
Banks, and through the application the World Bank Group corporate administrative procurement sanctions
procedures for fraud and corruption; and (ii) as a result of temporary suspension or early temporary
suspension in connection with an ongoing sanctions proceeding. See footnote 14 and paragraph 8 of
Appendix 1 of these Guidelines.
8
A nominated sub-contractor, consultant, manufacturer or supplier, or service provider (different names are
used depending on the particular bidding document) is one which has either been: (i) included by the bidder
in its pre-qualification application or bid because it brings specific and critical experience and know-how
that allow the bidder to meet the qualification requirements for the particular bid; or (ii) appointed by the
Borrower.
Section VII. Schedule of Requirements 59
the submission of bids and contract performance, and to have them audited by
auditors appointed by the Bank.”
PART 2 – Supply Requirements

61
Section VII. Schedule of Requirements
Contents
1. List of Goods and Delivery Schedule ............................................................................. 62
2. List of Related Services and Completion Schedule...................................................... 63
3. Technical Specifications ................................................................................................. 65
4. Drawings ............................................................................................................................ 71
5. Inspections and Tests ........................................................................................................ 72

1. List of Goods and Delivery Schedule

Line Description of Goods Quantity Physica Final Delivery (as per Incoterms) Date
Item l unit (Project Site)
Earliest Latest Delivery Bidder’s offered
N Destination
Delivery Date Date Delivery date [to be
as specified
provided by the
in BDS
bidder]
1 Track Recording Car. 1 No Nairobi yard Twelve (12) Fifteen (15)
months months
2 Inspection Trolley 1 No Nairobi yard Eight (8) Ten (10)
months months
2. List of Related Services and Completion Schedule

Place where Services Final
1 shall be performed Completion
Service Description of Service Quantity Physical Unit
Date(s) of
Services
1 Testing and Commissioning 2 Track Recording Nairobi region Two (2)
Car and weeks
Inspection
Trolley
2 Training of at least 5 Railway personnel 5 Personnel Nairobi region One month
on operation & maintenance of the Track Trained after delivery
Recording car
3 Comprehensive maintenance during Within KR network 24 months
warranty period after
commissionin
g
1. If applicable
65
3. Technical Specifications
Preamble
Kenya Railways (KR) is a State Corporation established under The Kenya Railways Act
(Cap 397) of the Laws of Kenya. Two of its mandate is to:-
i. provide efficient and effective railway services by monitoring the concessionaire

ii. promotion, facilitation and participation in national and metropolitan railway network
development.
KR conceded its operating assets to Rift Valley Railways (RVR) in November 2006. It is the
KR’s policy to conduct periodic line inspections of its railway network by collection of track
parameters for decision making, ensure maintenance standards are maintained and also to
ensure safe and efficient operations of trains.
Scope
1. To supply new unused self propelled Track Recording Car installed with the latest
technology in carrying out track geometry measurement, record and analyze the track
geometry. The track recording car shall be installed with an integrated GPS
navigation system for analysis of measured data, a video monitoring system and an
ultrasound monitoring system.
2. To supply new unused Inspection Trolley with capacity for nine (9) passengers.
3. To supply maintenance spares, auxiliary equipment and software to support the
equipment during the warranty period.
4. To supply the Technical drawings, maintenance manuals, operation manuals and
spare catalogue document etc should be delivered with the equipment.
5. The track recording car and the inspection trolley shall be installed with an On Board
Computer (OBC)and All Track Warrant System (ATW) to be integrated with the
current traffic operations of Rift Valley Railways.
Specifications for track recording car
Characteristic Description Specification

Track Gauge 1000mm
Axle load 10+4 ton per axle
Dimension Vehicle Length (buffer-buffer) 13500mm ±1000mm
Vehicle Width 2900mm ±100mm
Height above top of rail 3600mm ±300
Gradient (%) Up to 4%
Wheel arrangement Bogie type 4 axles
Speed Transfer 60km/h
Measuring 100km/h
Type Specify
Model Specify
Engine Cylinder/Stroke 6 cylinders 4 stroke
Engine output (Traction 350 kW ± 30kW
power)
Aspiration Turbocharged after cooled
Suspension type Both Primary and secondary
suspensions required
Transmission type Specify
Type Diesel
Fuel Tank capacity (Lts) 800lts ± 50 ltrs
Service life 40 yrs
Minimum curve radius Travelling 80m
Measuring 175m
Travel direction Driver’s control desk Both direction
Capacity Passengers including driver Six (6) passengers
Data viewing and User interface to be
reporting software windows
Measuring technology Non contact laser
technology
Track measuring base ≥1.8m
Coupling Coupling type MCA-DA
Coupling height 585 mm
Wheel dimensions Wheel profile As per drawing attached
New wheel size Dia.(Solid) 851 mm
Scrap out wheel size Dia. 768 mm
PARTICULARS
Measuring Technology and Systems
The required Track Recording Car shall operate on meter (1000mm) gauge track. The
recording car should provide the standard track geometry measurement system provided on
such cars only. The car should be able to output the following geometric parameters;
Characteristic Description Accuracy

Gauge ± 1mm
Cant ± 1mm
Twist ± 1mm
Geometry Versines (Alignment) ± 1mm
parameters Cross level ± 2.5mm
precision Joint height or longitudinal level of the ± 0.7mm
left-hand and right-hand rail
GPS coordinates GPS dependent
Track video Video inspection capability for replacing

Surveillance human based visual inspection
system
The track recording car should have a Track geometry real time analyzer with the following
features:
a) Track geometry parameter signal pre filtering.
b) Detection and assessment of isolated defects.
c) Calculation of track geometry parameter standard deviation for each track section.
d) Calculation of track global quality factors for each track section.
e) Twist computation from cant measurements for several base lengths
f) Twist defect survey according to ORE B55
Onboard data collecting and processing equipment
Onboard computer should enable real-time recording and evaluation of Track geometry
parameters. The computer unit should comprise of the following components; A Digital
computer with core memory, Data display unit, Input keyboard and an interface unit which
connects the above components with the measuring system and the recording instruments.
The Computer should be accompanied with Software (Programmable, computer-controlled
track evaluation system) which can be used by the operator to make alterations in the
operations.
The Computer assembly (including software or additional evaluation programmes) described

above should enable data evaluation and processing into different forms usable for; planning
of track maintenance works (Tamping, Gauge adjustment, etc), Safety control schedule (
Indicating danger sports on the track, detecting track sections where extreme faults make it
necessary to undertake treatment before large scale machine work is done, planning spot
maintenance work between regular maintenance operations).
Data viewing and reporting software
The system should give accurate and objective output that is presentable in a PC
compatible format to facilitate data transfer from track recording car to the KR’s data
base.
The system should have a user friendly interface (Windows based, English language,
etc) and the software should have a provision for updates.
For Track sections, the output data should be computed in a format that can allow
comparison of successive measuring runs for quality rating of the track.
Inherent properties
1. Measuring technology: - The measuring technology should be the latest and
commonly used in the industry but not lower than Laser based technology and
accelerometers. Video inspection capability for replacing human based visual
inspection will be a mandatory.
2. The preferred car should have two spacious driving and working cabins with
minimum crew capacity of 4.
3. Efficient in operations
4. Able to record at a minimum speed of 30 km/h with transfer speed of 60 km/h
5. Reliable and able to function in tropical climatic conditions
Regulatory Compliance:
The latest international standards (e.g. UIC) for the manufacture of track recording cars shall
apply. Other international standards will be accepted provided they are not inferior.
The tenderer shall state the standards applied which should be internationally accepted.
SPARES LIST:
A comprehensive Catalogue of spares required for maintenance and repair of track recording
car to be submitted by the bidder.
The bidder shall provide a list of components/spare parts which are expected to be required
for trouble free operation and maintenance of the car for a period of five (5) years after the
warranty period, indicating their description, part number, equivalent international part
number, quantity and price.
GUARANTEES:
The contractor shall guarantee that the equipment supplied is as per the accepted offer and
that it is free from defects in design, material or workmanship.
The contractor shall guarantee the proper working of the track recording car for a period of
twenty four (24) months after commissioning.
If during such period of guarantee, any defect in design, failure of major component, material
or workmanship shall appear or if proper working of the track recording car shall in any way
deteriorate under proper use, the contractor shall make arrangement forthwith:-
a) To supply and deliver to KR promptly and at its own expense such replacement or
additional materials or parts as are necessary to put the track recording car in
satisfactory working condition.
Any replacement part(s) or additional(s) which may be supplied under the terms of the
contract shall be guaranteed for a period of 24 months from the date of replacement of the
replaced item.
TRAINING OF STAFF
The contractor shall be required without extra charge to train at least five (5) Railway
personnel in the operation and maintenance of the track recording car.
Areas of training No. of Staff

1 Electro/Mechanical maintenance staff 3
2 Operator 1
3 Software maintenance staff 1
Specifications for inspection trolley
Characteristic Description Specification

Track Gauge 1000mm
Gross Weight Specify
Dimension Vehicle Length (buffer-buffer) 9000mm ±2000mm
Vehicle Width 2500mm ±100mm
Height above top of rail 3000mm ±200
Gradient (%) Up to 4%
Wheel arrangement Single axle
Speed 120 km/h+30km/h
Type Specify
Model Specify
Engine Cylinder/Stroke 4 cylinders 4 stroke
Engine output (Traction 100 kW ± 30kW
power)
Aspiration Turbocharged after cooled
Suspension type Specify
Transmission type Specify
Type Diesel
Fuel Tank capacity (Lts) 150lts ± 30 ltrs
Service life 25yrs ± 5 yrs
Minimum curve radius Travelling 175/80m
Travel direction Driver’s control desk Both direction
Seats Both direction
Capacity Passengers including driver nine (9) seated passengers
Coupling Coupling type MCA-DA
Coupling height 585 mm
Wheel dimensions Wheel profile As per drawing attached
New wheel size Dia. Specify
Scrap out wheel size Dia. Specify
Regulatory Compliance:
The latest international standards (e.g. UIC) for the manufacture of inspection trolley shall
apply. Other international standards will be accepted provided they are not inferior.
The tenderer shall state the standards applied which should be internationally accepted.
SPARES LIST:
A comprehensive Catalogue of spares required for maintenance and repair of inspection
trolley to be submitted by the bidder.
The bidder shall provide a list of components/spare parts which are expected to be required
for trouble free operation and maintenance of the car for a period of five (5) years after the
warranty period, indicating their description, part number, equivalent international part
number, quantity and price.
GUARANTEES:
The contractor shall guarantee that the equipment supplied is as per the accepted offer and
that it is free from defects in design, material or workmanship.
The contractor shall guarantee the proper working of the inspection trolley for a period of
twenty four (24) months after commissioning.
If during such period of guarantee, any defect in design, failure of major component, material
or workmanship shall appear or if proper working of the inspection trolley shall in any way
deteriorate under proper use, the contractor shall make arrangement forthwith:-
b) To supply and deliver to KR promptly and at its own expense such replacement or
additional materials or parts as are necessary to put the track recording car in
satisfactory working condition.
Any replacement part(s) or additional(s) which may be supplied under the terms of the
contract shall be guaranteed for a period of 24 months from the date of replacement of the
replaced item.
TRAINING OF STAFF
The contractor shall be required without extra charge to train at least three (3) Railway
personnel in the operation and maintenance of the inspection trolley.
Areas of training No. of Staff

1 Electro/Mechanical maintenance staff 2
2 Operator 1
4. Drawings
These Bidding Documents includes [insert “the following” or “no”] drawings.
List of Drawings
Drawing Nr. Drawing Name Purpose
1 Schematic diagram of the

track recording car
2 Electrical wiring drawing For maintenance purposes
of the track recording car
3 Mechanical drawing of the For maintenance purposes
track recording car
4 Schematic diagram of the
inspection trolley
5 Electrical wiring drawing For maintenance purposes
of the inspection trolley
6 Mechanical drawing of the For maintenance purposes
inspection trolley
5. Inspections and Tests

1. The following inspections and tests shall be performed during commissioning of the
track recording car:
A Line test to be performed at Nairobi on a selected route for approx. distance of at

least 500 kms and the readings and all measurements recorded and analyzed. Similar
movement on return trip for comparison of measurements.
2. The following inspections and tests shall be performed during commissioning of the
inspection trolley:
A Line test to be performed at Nairobi on a selected route for approx. distance of at

least 500 kms.
PART 3 - Contract
75
Section VIII. General Conditions of Contract
Table of Clauses
1. Definitions ........................................................................................................................ 77
2. Contract Documents ....................................................................................................... 78
3. Corrupt and Fraudulent Practices ................................................................................ 78
4. Interpretation .................................................................................................................... 78
5. Language.......................................................................................................................... 79
6. Joint Venture, Consortium or Association ................................................................... 80
7. Eligibility.......................................................................................................................... 80
8. Notices .............................................................................................................................. 80
9. Governing Law ................................................................................................................ 80
10 Settlement of Disputes .................................................................................................... 81
11. Inspections and Audit by the Bank ............................................................................... 81
12. Scope of Supply ............................................................................................................... 82
13. Delivery and Documents................................................................................................. 82
14. Supplier’s Responsibilities ............................................................................................. 82
15 Contract Price ................................................................................................................. 82
16. Terms of Payment ........................................................................................................... 82
17. Taxes and Duties ............................................................................................................. 82
18. Performance Security ..................................................................................................... 83
19. Copyright ......................................................................................................................... 83

76 Section VIII. General Conditions of Contract
20. Confidential Information ............................................................................................... 83
21. Subcontracting ................................................................................................................ 84
22. Specifications and Standards ......................................................................................... 85
23. Packing and Documents ................................................................................................. 85
24. Insurance ......................................................................................................................... 85
25. Transportation and Incidental Services........................................................................ 86
26. Inspections and Tests ...................................................................................................... 86
27. Liquidated Damages ....................................................................................................... 87
28. Warranty ......................................................................................................................... 88
29. Patent Indemnity ............................................................................................................. 88
30 Limitation of Liability .................................................................................................... 90
31. Change in Laws and Regulations .................................................................................. 90
32. Force Majeure ................................................................................................................. 90
33. Change Orders and Contract Amendments ................................................................. 91
34. Extensions of Time .......................................................................................................... 91
35. Termination ..................................................................................................................... 92
36. Assignment....................................................................................................................... 93
37. Export Restriction ........................................................................................................... 93

Section VIII. General Conditions of Contract 77
Section VIII. General Conditions of Contract

1. Definitions 1.1 The following words and expressions shall have the meanings
hereby assigned to them:
(a) “Bank” means the World Bank and refers to the
International Bank for Reconstruction and Development
(IBRD) or the International Development Association
(IDA).
(b) “Contract” means the Contract Agreement entered into
between the Purchaser and the Supplier, together with the
Contract Documents referred to therein, including all
attachments, appendices, and all documents incorporated
by reference therein.
(c) “Contract Documents” means the documents listed in the
Contract Agreement, including any amendments thereto.
(d) “Contract Price” means the price payable to the Supplier
as specified in the Contract Agreement, subject to such
additions and adjustments thereto or deductions
therefrom, as may be made pursuant to the Contract.
(e) “Day” means calendar day.
(f) “Completion” means the fulfillment of the Related
Services by the Supplier in accordance with the terms and
conditions set forth in the Contract.
(g) “GCC” means the General Conditions of Contract.
(h) “Goods” means all of the commodities, raw material,
machinery and equipment, and/or other materials that the
Supplier is required to supply to the Purchaser under the
Contract.
(i) “Purchaser’s Country” is the country specified in the
Special Conditions of Contract (SCC).
(j) “Purchaser” means the entity purchasing the Goods and
Related Services, as specified in the SCC.
(k) “Related Services” means the services incidental to the
supply of the goods, such as insurance, installation,
training and initial maintenance and other such
obligations of the Supplier under the Contract.
(l) “SCC” means the Special Conditions of Contract.
(m) “Subcontractor” means any person, private or

government entity, or a combination of the above, to
whom any part of the Goods to be supplied or execution
of any part of the Related Services is subcontracted by
the Supplier.
(n) “Supplier” means the person, private or government entity,

or a combination of the above, whose bid to perform the
Contract has been accepted by the Purchaser and is named
as such in the Contract Agreement.
(o) “The Project Site,” where applicable, means the place

named in the SCC.
2. Contract 2.1 Subject to the order of precedence set forth in the Contract
Documents Agreement, all documents forming the Contract (and all parts
thereof) are intended to be correlative, complementary, and
mutually explanatory. The Contract Agreement shall be read as
a whole.
3. Corrupt and 3.1 The Bank requires compliance with its policy in regard to
Fraudulent corrupt and fraudulent practices as set forth in Appendix to the
Practices GCC.
3.2 The Purchaser requires the Supplier to disclose any
commissions or fees that may have been paid or are to be paid
to agents or any other party with respect to the bidding process
or execution of the Contract. The information disclosed must
include at least the name and address of the agent or other
party, the amount and currency, and the purpose of the
commission, gratuity or fee.
4. Interpretation 4.1 If the context so requires it, singular means plural and vice versa.
4.2 Incoterms
(a) 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.
(b) The terms EXW, CIP, FCA, CFR and other similar terms,
when used, shall be governed by the rules prescribed in
the current edition of Incoterms specified in the SCC and
published by the International Chamber of Commerce in
Paris, France.
4.3 Entire Agreement
The Contract constitutes the entire agreement between the

Purchaser and the Supplier and supersedes all communications,
negotiations and agreements (whether written or oral) of the
parties with respect thereto made prior to the date of Contract.
4.4 Amendment
No amendment or other variation of the Contract shall be valid

unless it is in writing, is dated, expressly refers to the Contract,
and is signed by a duly authorized representative of each party
thereto.
4.5 Nonwaiver
(a) Subject to GCC Sub-Clause 4.5(b) 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, neither 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, 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.
4.6 Severability
If any provision or condition of the Contract is prohibited or
rendered invalid or unenforceable, such prohibition, invalidity
or unenforceability shall not affect the validity or enforceability
of any other provisions and conditions of the Contract.
5. Language 5.1 The Contract as well as all correspondence and documents
relating to the Contract exchanged by the Supplier and the
Purchaser, shall be written in the language specified in the
SCC. Supporting documents and printed literature that are
part of the Contract may be in another language provided they
are accompanied by an accurate translation of the relevant
passages in the language specified, in which case, for purposes
of interpretation of the Contract, this translation shall govern.
5.2 The Supplier shall bear all costs of translation to the governing
language and all risks of the accuracy of such translation, for
documents provided by the Supplier.

6. Joint Venture, 6.1 If the Supplier is a joint venture, consortium, or association, all of
Consortium or the parties shall be jointly and severally liable to the Purchaser for
Association the fulfillment of the provisions of the Contract and shall
designate one party to act as a leader with authority to bind the
joint venture, consortium, or association. The composition or the
constitution of the joint venture, consortium, or association shall
not be altered without the prior consent of the Purchaser.
7. Eligibility 7.1 The Supplier and its Subcontractors shall have the nationality of
an eligible country. A Supplier or Subcontractor shall be
deemed to have the nationality of a country if it is a citizen or
constituted, incorporated, or registered, and operates in
conformity with the provisions of the laws of that country.
7.2 All Goods and Related Services to be supplied under the
Contract and financed by the Bank shall have their origin in
Eligible Countries. For the purpose of this Clause, origin means
the country where the goods have been grown, mined,
cultivated, produced, manufactured, or processed; or through
manufacture, processing, or assembly, another commercially
recognized article results that differs substantially in its basic
characteristics from its components.
8. Notices 8.1 Any notice given by one party to the other pursuant to the
Contract shall be in writing to the address specified in the
SCC. The term “in writing” means communicated in written
form with proof of receipt.
8.2 A notice shall be effective when delivered or on the notice’s
effective date, whichever is later.
9. Governing Law 9.1 The Contract shall be governed by and interpreted in

accordance with the laws of the Purchaser’s Country, unless
otherwise specified in the SCC.
9.2 Throughout the execution of the Contract, the Contractor shall
comply with the import of goods and services prohibitions in the
Purchaser’s country when
(a) as a matter of law or official regulations, the Borrower’s

country prohibits commercial relations with that country; or
9.2 (b) by an act of compliance with a decision of the United Nations

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

10 Settlement of 10.1 The Purchaser and the Supplier shall make every effort to
Disputes resolve amicably by direct informal negotiation any
disagreement or dispute arising between them under or in
connection with the Contract.
10.2 If, after twenty-eight (28) days, the parties have failed to
resolve their dispute or difference by such mutual consultation,
then either the Purchaser or the Supplier may give notice to the
other party of its intention to commence arbitration, as
hereinafter provided, as to the matter in dispute, and no
arbitration in respect of this matter may be commenced unless
such notice is given. Any dispute or difference in respect of
which a notice of intention to commence arbitration has been
given in accordance with this Clause shall be finally settled by
arbitration. Arbitration may be commenced prior to or after
delivery of the Goods under the Contract. Arbitration
proceedings shall be conducted in accordance with the rules of
procedure specified in the SCC.
10.3 Notwithstanding any reference to arbitration herein,
(a) the parties shall continue to perform their respective

obligations under the Contract unless they otherwise agree;
and
(b) the Purchaser shall pay the Supplier any monies due the
Supplier.
11. Inspections and 11.1 The Supplier shall keep, and shall make all reasonable efforts to
Audit by the cause its Subcontractors to keep, accurate and systematic
Bank accounts and records in respect of the Goods in such form and
details as will clearly identify relevant time changes and costs.
11.2 The Supplier shall permit, and shall cause its Subcontractors to
permit, the Bank and/or persons appointed by the Bank to inspect
the Supplier’s offices and all accounts and records relating to the
performance of the Contract and the submission of the bid, and to
have such accounts and records audited by auditors appointed by
the Bank if requested by the Bank. The Supplier’s and its
Subcontractors and consultants’ attention is drawn to Clause 3
[Fraud and Corruption], which provides, inter alia, that acts
intended to materially impede the exercise of the Bank’s
inspection and audit rights provided for under this Sub-Clause
11.1 constitute a prohibited practice subject to contract
termination (as well as to a determination of ineligibility pursuant
to the Bank’s prevailing sanctions procedures)
12. Scope of Supply 12.1 The Goods and Related Services to be supplied shall be as
specified in the Schedule of Requirements.
13. Delivery and 13.1 Subject to GCC Sub-Clause 33.1, the Delivery of the Goods and
Documents Completion of the Related Services shall be in accordance with
the Delivery and Completion Schedule specified in the Schedule
of Requirements. The details of shipping and other documents to
be furnished by the Supplier are specified in the SCC.
14. Supplier’s 14.1 The Supplier shall supply all the Goods and Related Services
Responsibilities included in the Scope of Supply in accordance with GCC
Clause 12, and the Delivery and Completion Schedule, as per
GCC Clause 13.
15 Contract Price 15.1 Prices charged by the Supplier for the Goods supplied and the
Related Services performed under the Contract shall not vary
from the prices quoted by the Supplier in its bid, with the
exception of any price adjustments authorized in the SCC.
16. Terms of 16.1 The Contract Price, including any Advance Payments, if
Payment applicable, shall be paid as specified in the SCC.
16.2 The Supplier’s request for payment shall be made to the
Purchaser in writing, accompanied by invoices describing, as
appropriate, the Goods delivered and Related Services
performed, and by the documents submitted pursuant to GCC
Clause 13 and upon fulfillment of all other obligations
stipulated in the Contract.
16.3 Payments shall be made promptly by the Purchaser, but in no
case later than sixty (60) days after submission of an invoice or
request for payment by the Supplier, and after the Purchaser
has accepted it.
16.4 The currencies in which payments shall be made to the
Supplier under this Contract shall be those in which the bid
price is expressed.
16.5 In the event that the Purchaser fails to pay the Supplier any
payment by its due date or within the period set forth in the
SCC, the Purchaser shall pay to the Supplier interest on the
amount of such delayed payment at the rate shown in the SCC,
for the period of delay until payment has been made in full,
whether before or after judgment or arbitrage award.
17. Taxes and 17.1 For goods manufactured outside the Purchaser’s Country, the
Supplier shall be entirely responsible for all taxes, stamp
Duties duties, license fees, and other such levies imposed outside the
Purchaser’s Country.
17.2 For goods Manufactured within the Purchaser’s country, the

Supplier shall be entirely responsible for all taxes, duties,
license fees, etc., incurred until delivery of the contracted
Goods to the Purchaser.
17.3 If any tax exemptions, reductions, allowances or privileges may

be available to the Supplier in the Purchaser’s Country, the
Purchaser shall use its best efforts to enable the Supplier to
benefit from any such tax savings to the maximum allowable
extent.
18. Performance 18.1 If required as specified in the SCC, the Supplier shall, within
Security twenty-eight (28) days of the notification of contract award,
provide a performance security for the performance of the
Contract in the amount specified in the SCC.
18.2 The proceeds of the Performance Security shall be payable to

the Purchaser as compensation for any loss resulting from the
Supplier’s failure to complete its obligations under the
Contract.
18.3 As specified in the SCC, the Performance Security, if required,

shall be denominated in the currency(ies) of the Contract, or in
a freely convertible currency acceptable to the Purchaser; and
shall be in one of the format stipulated by the Purchaser in the
SCC, or in another format acceptable to the Purchaser.
18.4 The Performance Security shall be discharged by the Purchaser

and returned to the Supplier not later than twenty-eight (28)
days following the date of Completion of the Supplier’s
performance obligations under the Contract, including any
warranty obligations, unless specified otherwise in the SCC.
19. Copyright 19.1 The copyright in all drawings, documents, and other materials
containing data and information furnished to the Purchaser by
the Supplier herein shall remain vested in the Supplier, or, if
they are furnished to the Purchaser directly or through the
Supplier by any third party, including suppliers of materials,
the copyright in such materials shall remain vested in such
third party
20. Confidential 20.1 The Purchaser and the Supplier shall keep confidential and
Information 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
completion or termination of the Contract. Notwithstanding
the above, the Supplier may furnish to its Subcontractor such
documents, data, and other information it receives from the
Purchaser to the extent required for the Subcontractor to
perform its work under the Contract, in which event the
Supplier shall obtain from such Subcontractor an undertaking
of confidentiality similar to that imposed on the Supplier under
GCC Clause 20.
20.2 The Purchaser shall not use such documents, data, and other
information received from the Supplier for any purposes
unrelated to the contract. Similarly, the Supplier shall not use
such documents, data, and other information received from the
Purchaser for any purpose other than the performance of the
Contract.
20.3 The obligation of a party under GCC Sub-Clauses 20.1 and
20.2 above, however, shall not apply to information that:
(a) the Purchaser or Supplier need to share with the Bank or
other institutions participating in the financing of the
Contract;
(b) now or hereafter enters the public domain through no
fault of that party;
(c) 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; or
(d) otherwise lawfully becomes available to that party from a
third party that has no obligation of confidentiality.
20.4 The above provisions of GCC Clause 20 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 Supply or any part thereof.
20.5 The provisions of GCC Clause 20 shall survive completion or
termination, for whatever reason, of the Contract.
21. Subcontracting 21.1 The Supplier shall notify the Purchaser in writing of all
subcontracts awarded under the Contract if not already
specified in the bid. Such notification, in the original bid or
later shall not relieve the Supplier from any of its obligations,
duties, responsibilities, or liability under the Contract.
21.2 Subcontracts shall comply with the provisions of GCC Clauses
3 and 7.
22. Specifications 22.1 Technical Specifications and Drawings
and Standards
(a) The Goods and Related Services supplied under this
Contract shall conform to the technical specifications and
standards mentioned in Section VI, Schedule of
Requirements and, when no applicable standard is
mentioned, the standard shall be equivalent or superior to
the official standards whose application is appropriate to
the Goods’ country of origin.
(b) The Supplier shall be entitled to disclaim responsibility

for any design, data, drawing, specification or other
document, or any modification thereof provided or
designed by or on behalf of the Purchaser, by giving a
notice of such disclaimer to the Purchaser.
(c) Wherever references are made in the Contract to codes

and standards in accordance with which it shall be
executed, the edition or the revised version of such codes
and standards shall be those specified in the Schedule of
Requirements. During Contract execution, any changes in
any such codes and standards shall be applied only after
approval by the Purchaser and shall be treated in
accordance with GCC Clause 33.
23. Packing and 23.1 The Supplier shall provide such packing of the Goods as is
Documents required to prevent their damage or deterioration during transit
to their final destination, as indicated in the Contract. During
transit, the packing shall be sufficient to withstand, without
limitation, rough handling and exposure to extreme
temperatures, salt and precipitation, and open storage. Packing
case size and weights shall take into consideration, where
appropriate, the remoteness of the goods’ final destination and
the absence of heavy handling facilities at all points in transit.
23.2 The packing, marking, and documentation within and outside

the packages shall comply strictly with such special
requirements as shall be expressly provided for in the Contract,
including additional requirements, if any, specified in the SCC,
and in any other instructions ordered by the Purchaser.
24. Insurance 24.1 Unless otherwise specified in the SCC, the Goods supplied
under the Contract shall be fully insured—in a freely
convertible currency from an eligible country—against loss or
damage incidental to manufacture or acquisition,
transportation, storage, and delivery, in accordance with the
applicable Incoterms or in the manner specified in the SCC.

25. Transportation 25.1 Unless otherwise specified in the SCC, responsibility for
and Incidental arranging transportation of the Goods shall be in accordance
Services with the specified Incoterms.
25.2 The Supplier may be required to provide any or all of the
following services, including additional services, if any,
specified in SCC:
(a) performance or supervision of on-site assembly and/or
start-up of the supplied Goods;
(b) furnishing of tools required for assembly and/or
maintenance of the supplied Goods;
(c) furnishing of a detailed operations and maintenance
manual for each appropriate unit of the supplied Goods;
(d) performance or supervision or maintenance and/or repair
of the supplied Goods, for a period of time agreed by the
parties, provided that this service shall not relieve the
Supplier of any warranty obligations under this Contract;
and
(e) training of the Purchaser’s personnel, at the Supplier’s
plant and/or on-site, in assembly, start-up, operation,
maintenance, and/or repair of the supplied Goods.
25.3 Prices charged by the Supplier for incidental services, if not
included in the Contract Price for the Goods, shall be agreed upon
in advance by the parties and shall not exceed the prevailing rates
charged to other parties by the Supplier for similar services
26. Inspections and 26.1 The Supplier shall at its own expense and at no cost to the
Tests Purchaser carry out all such tests and/or inspections of the
Goods and Related Services as are specified in the SCC.
26.2 The inspections and tests may be conducted on the premises of
the Supplier or its Subcontractor, at point of delivery, and/or at
the Goods’ final destination, or in another place in the
Purchaser’s Country as specified in the SCC. Subject to GCC
Sub-Clause 26.3, if conducted on the premises of the Supplier
or its Subcontractor, all reasonable facilities and assistance,
including access to drawings and production data, shall be
furnished to the inspectors at no charge to the Purchaser.
26.3 The Purchaser or its designated representative shall be entitled
to attend the tests and/or inspections referred to in GCC Sub-
Clause 26.2, provided that the Purchaser bear all of its own
costs and expenses incurred in connection with such

attendance including, but not limited to, all traveling and board
and lodging expenses.
26.4 Whenever the Supplier is ready to carry out any such test and
inspection, it shall give a reasonable advance notice, including
the place and time, to the Purchaser. The Supplier shall obtain
from any relevant third party or manufacturer any necessary
permission or consent to enable the Purchaser or its designated
representative to attend the test and/or inspection.
26.5 The Purchaser may require the Supplier to carry out any test
and/or inspection not required by the Contract but deemed
necessary to verify that the characteristics and performance of
the Goods comply with the technical specifications codes and
standards under the Contract, provided that the Supplier’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 impedes the progress of
manufacturing and/or the Supplier’s performance of its other
obligations under the Contract, due allowance will be made in
respect of the Delivery Dates and Completion Dates and the
other obligations so affected.
26.6 The Supplier shall provide the Purchaser with a report of the
results of any such test and/or inspection.
26.7 The Purchaser may reject any Goods or any part thereof that
fail to pass any test and/or inspection or do not conform to the
specifications. The Supplier shall either rectify or replace such
rejected Goods or parts thereof or make alterations necessary
to meet the specifications at no cost to the Purchaser, and shall
repeat the test and/or inspection, at no cost to the Purchaser,
upon giving a notice pursuant to GCC Sub-Clause 26.4.
26.8 The Supplier agrees that neither the execution of a test and/or
inspection of the Goods or any part thereof, nor the attendance
by the Purchaser or its representative, nor the issue of any
report pursuant to GCC Sub-Clause 26.6, shall release the
Supplier from any warranties or other obligations under the
Contract.
27. Liquidated 27.1 Except as provided under GCC Clause 32, if the Supplier fails
Damages to deliver any or all of the Goods by the Date(s) of delivery or
perform the Related Services within the period specified in the
Contract, the Purchaser may without prejudice to all its other
remedies under the Contract, deduct from the Contract Price,
as liquidated damages, a sum equivalent to the percentage
specified in the SCC of the delivered price of the delayed
Goods or unperformed Services for each week or part thereof

of delay until actual delivery or performance, up to a maximum
deduction of the percentage specified in those SCC. Once the
maximum is reached, the Purchaser may terminate the Contract
pursuant to GCC Clause 35.
28. Warranty 28.1 The Supplier warrants that all the Goods are new, unused, and
of the most recent or current models, and that they incorporate
all recent improvements in design and materials, unless
provided otherwise in the Contract.
28.2 Subject to GCC Sub-Clause 22.1(b), the Supplier further
warrants that the Goods shall be free from defects arising from
any act or omission of the Supplier or arising from design,
materials, and workmanship, under normal use in the
conditions prevailing in the country of final destination.
28.3 Unless otherwise specified in the SCC, the warranty shall

remain valid for twelve (12) months after the Goods, or any
portion thereof as the case may be, have been delivered to and
accepted at the final destination indicated in the SCC, or for
eighteen (18) months after the date of shipment from the port
or place of loading in the country of origin, whichever period
concludes earlier.
28.4 The Purchaser shall give notice to the Supplier stating the
nature of any such defects together with all available evidence
thereof, promptly following the discovery thereof. The
Purchaser shall afford all reasonable opportunity for the
Supplier to inspect such defects.
28.5 Upon receipt of such notice, the Supplier shall, within the
period specified in the SCC, expeditiously repair or replace the
defective Goods or parts thereof, at no cost to the Purchaser.
28.6 If having been notified, the Supplier fails to remedy the defect
within the period specified in the SCC, the Purchaser may
proceed to take within a reasonable period such remedial
action as may be necessary, at the Supplier’s risk and expense
and without prejudice to any other rights which the Purchaser
may have against the Supplier under the Contract.
29. Patent 29.1 The Supplier shall, subject to the Purchaser’s compliance with
Indemnity GCC Sub-Clause 29.2, indemnify and hold harmless the
Purchaser and its employees and officers from and against any
and all suits, actions or administrative proceedings, claims,
demands, losses, damages, costs, and expenses of any nature,
including attorney’s fees and expenses, which the Purchaser
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 by
reason of:
(a) the installation of the Goods by the Supplier or the use of
the Goods in the country where the Site is located; and
(b) the sale in any country of the products produced by the
Goods.
Such indemnity shall not cover any use of the Goods or any
part thereof other than for the purpose indicated by or to be
reasonably inferred from the Contract, neither any
infringement resulting from the use of the Goods or any part
thereof, or any products produced thereby in association or
combination with any other equipment, plant, or materials not
supplied by the Supplier, pursuant to the Contract.
29.2 If any proceedings are brought or any claim is made against the
Purchaser arising out of the matters referred to in GCC Sub-
Clause 29.1, the Purchaser shall promptly give the Supplier a
notice thereof, and the Supplier may at its own expense and in
the Purchaser’s name conduct such proceedings or claim and
any negotiations for the settlement of any such proceedings or
claim.
29.3 If the Supplier fails to notify the Purchaser within twenty-eight
(28) days after receipt of such notice that it intends to conduct
any such proceedings or claim, then the Purchaser shall be free
to conduct the same on its own behalf.
29.4 The Purchaser shall, at the Supplier’s request, afford all
available assistance to the Supplier in conducting such
proceedings or claim, and shall be reimbursed by the Supplier
for all reasonable expenses incurred in so doing.
29.5 The Purchaser shall indemnify and hold harmless the Supplier
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 any
nature, including attorney’s fees and expenses, which the
Supplier 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 Purchaser.
30 Limitation of 30.1 Except in cases of criminal negligence or willful misconduct,
Liability
(a) the Supplier shall not be liable to the Purchaser, whether
in contract, tort, or otherwise, for any indirect or
consequential loss or damage, loss of use, loss of
production, or loss of profits or interest costs, provided
that this exclusion shall not apply to any obligation of the
Supplier to pay liquidated damages to the Purchaser and
(b) the aggregate liability of the Supplier to the Purchaser,
whether under the Contract, in tort or otherwise, shall not
exceed the total Contract Price, provided that this
limitation shall not apply to the cost of repairing or
replacing defective equipment, or to any obligation of the
supplier to indemnify the purchaser with respect to patent
infringement
31. Change in Laws 31.1 Unless otherwise specified in the Contract, if after the date of
and Regulations 28 days prior to date of Bid submission, any law, regulation,
ordinance, order or bylaw having the force of law is enacted,
promulgated, abrogated, or changed in the place of the
Purchaser’s country where the Site is located (which shall be
deemed to include any change in interpretation or application
by the competent authorities) that subsequently affects the
Delivery Date and/or the Contract Price, then such Delivery
Date and/or Contract Price shall be correspondingly increased
or decreased, to the extent that the Supplier has thereby been
affected in the performance of any of its obligations under the
Contract. Notwithstanding the foregoing, such additional or
reduced cost 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 GCC Clause
15.
32. Force Majeure 32.1 The Supplier shall not be liable for forfeiture of its
Performance Security, liquidated damages, or termination for
default if and to the extent that its delay in performance or
other failure to perform its obligations under the Contract is the
result of an event of Force Majeure.
32.2 For purposes of this Clause, “Force Majeure” means an event
or situation beyond the control of the Supplier that is not
foreseeable, is unavoidable, and its origin is not due to
negligence or lack of care on the part of the Supplier. Such
events may include, but not be limited to, acts of the Purchaser
in its sovereign capacity, wars or revolutions, fires, floods,

epidemics, quarantine restrictions, and freight embargoes.
32.3 If a Force Majeure situation arises, the Supplier shall promptly
notify the Purchaser in writing of such condition and the cause
thereof. Unless otherwise directed by the Purchaser in writing,
the Supplier shall continue to perform its obligations under the
Contract as far as is reasonably practical, and shall seek all
reasonable alternative means for performance not prevented by
the Force Majeure event.
33. Change Orders 33.1 The Purchaser may at any time order the Supplier through
and Contract notice in accordance GCC Clause 8, to make changes within
Amendments the general scope of the Contract in any one or more of the
following:
(a) drawings, designs, or specifications, where Goods to be
furnished under the Contract are to be specifically
manufactured for the Purchaser;
(b) the method of shipment or packing;
(c) the place of delivery; and
(d) the Related Services to be provided by the Supplier.
33.2 If any such change causes an increase or decrease in the cost

of, or the time required for, the Supplier’s performance of any
provisions under the Contract, an equitable adjustment shall be
made in the Contract Price or in the Delivery/Completion
Schedule, or both, and the Contract shall accordingly be
amended. Any claims by the Supplier for adjustment under
this Clause must be asserted within twenty-eight (28) days
from the date of the Supplier’s receipt of the Purchaser’s
change order.
33.3 Prices to be charged by the Supplier for any Related Services

that might be needed but which were not included in the
Contract shall be agreed upon in advance by the parties and
shall not exceed the prevailing rates charged to other parties by
the Supplier for similar services.
33.4 Subject to the above, no variation in or modification of the

terms of the Contract shall be made except by written
amendment signed by the parties.
34. Extensions of 34.1 If at any time during performance of the Contract, the Supplier
Time or its subcontractors should encounter conditions impeding
timely delivery of the Goods or completion of Related Services
pursuant to GCC Clause 13, the Supplier shall promptly notify

the Purchaser in writing of the delay, its likely duration, and its
cause. As soon as practicable after receipt of the Supplier’s
notice, the Purchaser shall evaluate the situation and may at its
discretion extend the Supplier’s time for performance, in which
case the extension shall be ratified by the parties by
amendment of the Contract.
34.2 Except in case of Force Majeure, as provided under GCC

Clause 32, a delay by the Supplier in the performance of its
Delivery and Completion obligations shall render the Supplier
liable to the imposition of liquidated damages pursuant to GCC
Clause 26, unless an extension of time is agreed upon, pursuant
to GCC Sub-Clause 34.1.
35. Termination 35.1 Termination for Default

(a) The Purchaser, without prejudice to any other remedy for
breach of Contract, by written notice of default sent to
the Supplier, may terminate the Contract in whole or in
part:
(i) if the Supplier fails to deliver any or all of the
Goods within the period specified in the Contract,
or within any extension thereof granted by the
Purchaser pursuant to GCC Clause 34;
(ii) if the Supplier fails to perform any other obligation
under the Contract; or
(iii) if the Supplier, in the judgment of the Purchaser has
engaged in fraud and corruption, as defined in GCC
Clause 3, in competing for or in executing the
Contract.
(b) In the event the Purchaser terminates the Contract in
whole or in part, pursuant to GCC Clause 35.1(a), the
Purchaser may procure, upon such terms and in such
manner as it deems appropriate, Goods or Related
Services similar to those undelivered or not performed,
and the Supplier shall be liable to the Purchaser for any
additional costs for such similar Goods or Related
Services. However, the Supplier shall continue
performance of the Contract to the extent not terminated.
35.2 Termination for Insolvency.
(a) The Purchaser may at any time terminate the Contract by
giving notice to the Supplier if the Supplier becomes
bankrupt or otherwise insolvent. In such event,

termination will be without compensation to the Supplier,
provided that such termination will not prejudice or affect
any right of action or remedy that has accrued or will
accrue thereafter to the Purchaser
35.3 Termination for Convenience.
(a) The Purchaser, by notice sent to the Supplier, may
terminate the Contract, in whole or in part, at any time
for its convenience. The notice of termination shall
specify that termination is for the Purchaser’s
convenience, the extent to which performance of the
Supplier under the Contract is terminated, and the date
upon which such termination becomes effective.
(b) The Goods that are complete and ready for shipment
within twenty-eight (28) days after the Supplier’s receipt
of notice of termination shall be accepted by the
Purchaser at the Contract terms and prices. For the
remaining Goods, the Purchaser may elect:
(i) to have any portion completed and delivered at the
Contract terms and prices; and/or
(ii) to cancel the remainder and pay to the Supplier an
agreed amount for partially completed Goods and
Related Services and for materials and parts
previously procured by the Supplier.
36. Assignment 36.1 Neither the Purchaser nor the Supplier shall assign, in whole or
in part, their obligations under this Contract, except with prior
written consent of the other party.
37. Export 37.1 Notwithstanding any obligation under the Contract to complete
Restriction all export formalities, any export restrictions attributable to the
Purchaser, to the country of the Purchaser, or to the use of the
products/goods, systems or services to be supplied, which arise
from trade regulations from a country supplying those
products/goods, systems or services, and which substantially
impede the Supplier from meeting its obligations under the
Contract, shall release the Supplier from the obligation to
provide deliveries or services, always provided, however, that
the Supplier can demonstrate to the satisfaction of the
Purchaser 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
products/goods, systems or services under the terms of the
Contract. Termination of the Contract on this basis shall be for

the Purchaser’s convenience pursuant to Sub-Clause 35.3.
95
APPENDIX TO GENERAL CONDITIONS

Bank’s Policy- Corrupt and Fraudulent Practices
Guidelines for Procurement of Goods, Works, and Non-Consulting Services under
IBRD Loans and IDA Credits & Grants by World Bank Borrowers, dated January
2011:
“Fraud and Corruption:
1.16 It is the Bank’s policy to require that Borrowers (including beneficiaries of Bank
loans), bidders, suppliers, contractors and their agents (whether declared or not), sub-
contractors, sub-consultants, service providers or suppliers, and any personnel thereof,
observe the highest standard of ethics during the procurement and execution of Bank-
financed contracts.9 In pursuance of this policy, the Bank:
(a) defines, for the purposes of this provision, the terms set forth below as follows:
(i) “corrupt practice” is the offering, giving, receiving, or soliciting, directly
or indirectly, of anything of value to influence improperly the actions of
another party;10;
(ii) “fraudulent practice” is any act or omission, including a misrepresentation,
that knowingly or recklessly misleads, or attempts to mislead, a party to
obtain a financial or other benefit or to avoid an obligation;11
(iii) “collusive practice” is an arrangement between two or more parties
designed to achieve an improper purpose, including to influence
improperly the actions of another party;12
(iv) “coercive practice” is impairing or harming, or threatening to impair or
harm, directly or indirectly, any party or the property of the party to
influence improperly the actions of a party;13
9
In this context, any action to influence the procurement process or contract execution for undue advantage
is improper.
10
For the purpose of this sub-paragraph, “another party” refers to a public official acting in relation to the
procurement process or contract execution. In this context, “public official” includes World Bank staff and
employees of other organizations taking or reviewing procurement decisions.
11
For the purpose of this sub-paragraph, “party” refers to a public official; the terms “benefit” and
“obligation” relate to the procurement process or contract execution; and the “act or omission” is intended
to influence the procurement process or contract execution.
12
For the purpose of this sub-paragraph, “parties” refers to participants in the procurement process (including
public officials) attempting either themselves, or through another person or entity not participating in the
procurement or selection process, to simulate competition or to establish bid prices at artificial, non-
competitive levels, or are privy to each other’s bid prices or other conditions.
3-96 Section VIII – General Conditions of Contract
(v) "obstructive practice" is:

(aa) deliberately destroying, falsifying, altering, or concealing of
evidence material to the investigation or making false statements to
investigators in order to materially impede a Bank investigation
into allegations of a corrupt, fraudulent, coercive or collusive
practice; and/or threatening, harassing or intimidating any party to
prevent it from disclosing its knowledge of matters relevant to the
investigation or from pursuing the investigation, or
(bb) acts intended to materially impede the exercise of the Bank’s
inspection and audit rights provided for under paragraph 1.16(e)
below.
(b) will reject a proposal for award if it determines that the bidder recommended for
award, or any of its personnel, or its agents, or its sub-consultants, sub-
contractors, service providers, suppliers and/or their employees, has, directly or
indirectly, engaged in corrupt, fraudulent, collusive, coercive, or obstructive
practices in competing for the contract in question;
(c) will declare misprocurement and cancel the portion of the loan allocated to a
contract if it determines at any time that representatives of the Borrower or of a
recipient of any part of the proceeds of the loan engaged in corrupt, fraudulent,
collusive, coercive, or obstructive practices during the procurement or the
implementation of the contract in question, without the Borrower having taken
timely and appropriate action satisfactory to the Bank to address such practices
when they occur, including by failing to inform the Bank in a timely manner at
the time they knew of the practices;
(d) will sanction a firm or individual, at any time, in accordance with the prevailing
Bank’s sanctions procedures,14 including by publicly declaring such firm or
individual ineligible, either indefinitely or for a stated period of time: (i) to be
awarded a Bank-financed contract; and (ii) to be a nominated15;
13
For the purpose of this sub-paragraph, “party” refers to a participant in the procurement process or contract
execution.
14
A firm or individual may be declared ineligible to be awarded a Bank financed contract upon: (i)
completion of the Bank’s sanctions proceedings as per its sanctions procedures, including, inter alia, cross-
debarment as agreed with other International Financial Institutions, including Multilateral Development
Banks, and through the application the World Bank Group corporate administrative procurement sanctions
procedures for fraud and corruption; and (ii) as a result of temporary suspension or early temporary
suspension in connection with an ongoing sanctions proceeding. See footnote 14 and paragraph 8 of
Appendix 1 of these Guidelines.
15
A nominated sub-contractor, consultant, manufacturer or supplier, or service provider (different names are
used depending on the particular bidding document) is one which has either been: (i) included by the bidder
in its pre-qualification application or bid because it brings specific and critical experience and know-how
that allow the bidder to meet the qualification requirements for the particular bid; or (ii) appointed by the
Borrower.
Section VIII – General Conditions of Contract 3-97
(e) will require that a clause be included in bidding documents and in contracts
financed by a Bank loan, requiring bidders, suppliers and contractors, and their
sub-contractors, agents, personnel, consultants, service providers, or suppliers, to
permit the Bank to inspect all accounts, records, and other documents relating to
the submission of bids and contract performance, and to have them audited by
auditors appointed by the Bank.”
99
Section IX. Special Conditions of Contract

The following Special Conditions of Contract (SCC) shall supplement and / or amend the
General Conditions of Contract (GCC). Whenever there is a conflict, the provisions herein
shall prevail over those in the GCC.
GCC 1.1(i) The Purchaser’s country is: Kenya
GCC 1.1(j) The Purchaser is: Kenya Railways
GCC 1.1 (o) The Project Site is: Kenya Railways, Nairobi Yard.
Final Destination: Nairobi Yard
GCC 4.2 (a) The meaning of the trade terms shall be as prescribed by Incoterms.
GCC 4.2 (b) The version edition of Incoterms shall be Incoterms 2010
GCC 5.1 The language shall be: The English Language
GCC 8.1 For notices, the Purchaser’s address shall be:

Street Address: Workshops Road, Off Haile Selassie Avenue
Floor/ Room number: Procurement Department, First Floor
City: Nairobi
ZIP Code: P.O. Box 30121-00100
Country: Kenya
Telephone: +254 020 2215211/2210111/2210200; 0728 603581; 0728
603582.
Facsimile number: +254 020 340049/ 2210200
Electronic mail address: procure@krc.co.ke
GCC 9.1 The governing law shall be the law of: Kenya
GCC 10.2 The rules of procedure for arbitration proceedings pursuant to GCC
Clause 10.2 shall be as follows:
(a) Contract with foreign Supplier:

GCC 10.2 (a)—Any dispute, controversy or claim arising out
of or relating to this Contract, or breach, termination or
100 Section IX. Special Conditions of Contract
invalidity thereof, shall be settled by arbitration in accordance

with the UNCITRAL Arbitration Rules as at present in force.
(b) Contracts with Supplier national of the Purchaser’s country:

In the case of a dispute between the Purchaser and a Supplier
who is a national of the Purchaser’s country, the dispute shall
be referred to adjudication or arbitration in accordance with the
laws of the Purchaser’s country.
GCC 13.1 Details of Shipping and other Documents to be furnished by the Supplier
are: a negotiable bill of lading insurance certificate, Manufacturer’s or
Supplier’s warranty certificate, inspection certificate issued by nominated
inspection agency, Supplier’s factory shipping details and any other
relevant documents.
The above documents shall be received by the Purchaser before
arrival of the Goods and, if not received, the Supplier will be
responsible for any consequent expenses.
GCC 15.1 The prices charged for the Goods supplied and the related Services
performed shall not be adjustable.
GCC 16.1 GCC 16.1—The method and conditions of payment to be made to

the Supplier under this Contract shall be as follows:
Payment for Goods supplied from abroad:
Payment of foreign currency portion shall be made in the currency

of the Contract in the following manner:
(i) Advance Payment: Ten (10) percent of the Contract Price

shall be paid within thirty (30) days of signing of the Contract,
and upon submission of claim and a bank guarantee for
equivalent amount valid until the Goods are delivered and in
the form provided in the bidding documents or another form
acceptable to the Purchaser.
(ii) On Shipment: Eighty (80) percent of the Contract Price of

the Goods shipped shall be paid through irrevocable confirmed
letter of credit opened in favor of the Supplier in a bank in its
country, upon submission of documents specified in GCC
Clause 12.
(iii) On Acceptance: Ten (10) percent of the Contract Price of

Goods received shall be paid within thirty (30) days of receipt
of the Goods upon submission of claim supported by the
acceptance certificate issued by the Purchaser.
Section IX. Special Conditions of Contract 101
Payment of local currency portion shall be made in Kenya shillings

(KSHS) within thirty (30) days of presentation of claim supported
by a certificate from the Purchaser declaring that the Goods have
been delivered and that all other contracted Services have been
performed.
Payment for Goods and Services supplied from within the

Purchaser’s country:
Payment for Goods and Services supplied from within the

Purchaser’s country shall be made in Kenya shillings (KSHS), as
follows:
(i) Acceptance: One hundred (100) percent of the Contract Price

shall be paid to the Supplier within thirty (30) days after the
date of the acceptance certificate for the respective delivery
issued by the Purchaser and upon completion of training of
personnel.
GCC 16.5 The payment-delay period after which the Purchaser shall pay interest to
the supplier shall be sixty days.
The interest rate that shall be applied is 2 %
GCC 18.1 A Performance Security shall be required.

The amount of the Performance Security shall be 10% of the Contract
Price.
GCC 18.3 If required, the Performance Security shall be in the form of a Bank
Guarantee.
If required, the Performance security shall be denominated in the currency
of the Contract.
GCC 18.4 Discharge of the Performance Security shall take place as provided for in
GCC 18.4
GCC 23.2 The packing, marking and documentation within and outside the packages
shall be as in GCC23.2.
GCC 24.1 The insurance coverage shall be as specified in the Incoterms.
GCC 25.1 Unless otherwise specified in the SCC, responsibility for transportation of
the Goods shall be as specified in the Incoterms.
GCC 25.2 Incidental services to be provided are as specified in GCC 25.2.

102 Section IX. Special Conditions of Contract
GCC 26.1 The inspections and tests shall be a line test where The Track Recording
Car shall cover a distance of at least 500 kms. The Track measurements
taken shall be analyzed for this distance covered. The exercise shall be
repeated on return for comparison on the same route and distance.
GCC 26.2 The Inspections and tests shall be conducted at: At Kenya Railways
network from Nairobi yard for a distance of 500 kms for Track Recording
car and Inspection Trolley.
GCC 27.1 The liquidated damage shall be 0.5% per week
GCC 27.1 The maximum amount of liquidated damages shall be 10%
GCC 28.3 The period of validity of the Warranty shall be 24 months Track
Recording Car and for the Inspection Trolley.
For purposes of the Warranty, the place(s) of final destination(s) shall be:
Kenya Railways Nairobi railway yard.
GCC 28.3—In partial modification of the provisions, the warranty
period shall be twenty four (24) months from date of acceptance of
the Goods or operate on the railway line for a distance of 10,000
kms, whichever occurs earlier. The Supplier shall, in addition,
comply with the performance and/or consumption guarantees
specified under the Contract. If, for reasons attributable to the
Supplier, these guarantees are not attained in whole or in part, the
Supplier shall, at its discretion, either:
(a) make such changes, modifications, and/or additions to the

Goods or any part thereof as may be necessary in order to
attain the contractual guarantees specified in the Contract at its
own cost and expense and to carry out further performance
tests in accordance with SCC 4,
GCC 28.5 The period for repair or replacement shall be thirty (30) days.
105
Section X. Contract Forms
This Section contains forms which, once completed, will form part of the Contract. The
forms for Performance Security and Advance Payment Security, when required, shall only be
completed by the successful Bidder after contract award.
Table of Forms
Letter of Acceptance ............................................................................................................. 106
1. Contract Agreement .......................................................................................................... 107
2. Performance Security ........................................................................................................ 109
3. Advance Payment Security ............................................................................................... 111

106 Invitation for Bids
Letter of Acceptance
[letterhead paper of the Purchaser]
[date]
To: [name and address of the Supplier]
Subject: Notification of Award Contract No. . . . . . . . . . .
This is to notify you that your Bid dated . . . . [insert date] . . . . for execution of the . . .
. . . . . . .[insert name of the contract and identification number, as given in the SCC] .
. . . . . . . . . for the Accepted Contract Amount of . . . . . . . . .[insert amount in numbers
and words and name of currency], as corrected and modified in accordance with the
Instructions to Bidders 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 the of the Performance Security
Form included in Section X, Contract Forms, of the Bidding Document.
Authorized Signature:
Name and Title of Signatory:
Name of Agency:
Attachment: Contract Agreement

Contract Agreement
[The successful Bidder shall fill in this form in accordance with the instructions indicated]
THIS AGREEMENT made

the [ insert: number ] day of [ insert: month ], [ insert: year ].
BETWEEN
(1) [ insert complete name of Purchaser ], a [ insert description of type of legal
entity, for example, an agency of the Ministry of .... of the Government of
{ insert name of Country of Purchaser }, or corporation incorporated under
the laws of { insert name of Country of Purchaser } ] and having its principal
place of business at [ insert address of Purchaser ] (hereinafter called “the
Purchaser”), of the one part, and
(2) [ insert name of Supplier ], a corporation incorporated under the laws of
[ insert: country of Supplier ] and having its principal place of business at
[ insert: address of Supplier ] (hereinafter called “the Supplier”), of the other
part :
WHEREAS the Purchaser invited bids for certain Goods and ancillary services, viz., [insert
brief description of Goods and Services] and has accepted a Bid by the Supplier for the
supply of those Goods and Services
The Purchaser and the Supplier agree as follows:
1. In this Agreement words and expressions shall have the same meanings as are
respectively assigned to them in the Contract documents referred to.
2. The following documents shall be deemed to form and be read and construed as part of
this Agreement. This Agreement shall prevail over all other contract documents.
(a) the Letter of Acceptance

(b) the Letter of Bid
(c) the Addenda Nos._____ (if any)
(d) Special Conditions of Contract
(e) General Conditions of Contract
(f) the Specification (including Schedule of Requirements and Technical
Specifications)
(g) the completed Schedules (including Price Schedules)

(h) any other document listed in GCC as forming part of the Contract
3. In consideration of the payments to be made by the Purchaser to the Supplier as

specified in this Agreement, the Supplier hereby covenants with the Purchaser to
provide the Goods and Services and to remedy defects therein in conformity in all
respects with the provisions of the Contract.
4. The Purchaser hereby covenants to pay the Supplier in consideration of the provision of
the Goods and Services and the remedying of defects therein, the Contract Price or such
other sum as may become payable under the provisions of the Contract at the times and
in the manner prescribed by the Contract.
IN WITNESS whereof the parties hereto have caused this Agreement to be executed in
accordance with the laws of [insert the name of the Contract governing law country] on the
day, month and year indicated above.
For and on behalf of the Purchaser
Signed: [insert signature]

in the capacity of [ insert title or other appropriate designation ]
in the presence of [insert identification of official witness]
For and on behalf of the Supplier
Signed: [insert signature of authorized representative(s) of the Supplier]

in the capacity of [ insert title or other appropriate designation ]
in the presence of [ insert identification of official witness]
Performance Security
(Bank Guarantee)
[The bank, as requested by the successful Bidder, shall fill in this form in accordance with
the instructions indicated]
[Guarantor letterhead]
Beneficiary: [insert name and Address of Purchaser ]
Date: _ [Insert date of issue]
PERFORMANCE GUARANTEE No.: [Insert guarantee reference number]
We have been informed that _ [insert name of Supplier, which in the case of a joint venture shall be the
name of the joint venture] (hereinafter called "the Applicant") has entered into Contract No. [insert
reference number of the contract] dated [insert date] with the Beneficiary, for the supply of _
[insert name of contract and brief description of Goods and related Services] (hereinafter 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 [insert amount in figures]
( ) [insert amount in words] ,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 therein.
This guarantee shall expire, no later than the …. Day of ……, 2… 2, and any demand for
payment under it must be received by us at this office indicated above on or before that date.
1
The Guarantor shall insert an amount representing the percentage of the Accepted Contract Amount
specified in the Letter of Acceptance, and denominated either in the currency(ies) of the Contract or a
freely convertible currency acceptable to the Beneficiary.
2
Insert the date twenty-eight days after the expected completion date as described in GC Clause 18.4. The
Purchaser should note that in the event of an extension of this date for completion of the Contract, the
Purchaser 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 Purchaser might consider adding the following text to the form, at the end of the penultimate
Revision, ICC Publication No. 758, except that the supporting statement under Article 15(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.
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 Beneficiary’s written request for such extension, such request to
be presented to the Guarantor before the expiry of the guarantee.”
Advance Payment Security
[Guarantor letterhead or SWIFT identifier code]
Beneficiary: [Insert name and Address of Purchaser]
Date: [Insert date of issue]
ADVANCE PAYMENT GUARANTEE No.: [Insert guarantee reference number]
We have been informed that [insert name of Supplier, which in the case of a joint venture
shall be the name of the joint venture] (hereinafter called “the Applicant”) has entered into
Contract No. [insert reference number of the contract] dated [insert date] with the
Beneficiary, for the execution of [insert name of contract and brief description of Goods and
related Services] (hereinafter called "the Contract").
Furthermore, we understand that, according to the conditions of the Contract, an advance

payment in the sum [insert amount in figures] () [insert amount in words] is to be made
against an advance payment guarantee.
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 [insert amount in figures]
( ) [insert amount in words] 1 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 toward delivery of Goods;
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.
1
The Guarantor shall insert an amount representing the amount of the advance payment and denominated
either in the currency(ies) of the advance payment as specified in the Contract, or in a freely convertible
currency acceptable to the Purchaser.
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 [insert number] at [insert
name and address of Applicant’s bank].
The maximum amount of this guarantee shall be progressively reduced by the amount of the
advance payment repaid by the Applicant as specified 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 a copy of the interim payment certificate indicating that ninety (90)
percent of the Accepted Contract Amount, has been certified for payment, or on the [insert
day] day of [insert month], 2 [insert year], whichever is earlier. Consequently, any demand
for payment under this guarantee must be received by us at this office on or before that date.
Revision, ICC Publication No.758, except that the supporting statement under Article 15(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.

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i

NATIONAL URBAN TRANSPORT

(NUTRIP) CREDIT No. 5140-KE

ICB No. MOT/KRC/PLM/WB/014/14-15

Tender for Procurement of a Track

CLOSING DATE: …FRIDAY 30TH OCTOBER, 2015

Bidding Document for

Project: NATIONAL URBAN

Purchaser: Kenya Railways

Issued on: FRIDAY 02ND OCTOBER, 2015

Invitation for Bids

PROCUREMENT OF TRACK RECORDING CAR AND AN INSPECTION TROLLEY

5. A complete set of bidding documents in English Language may be purchased by

The Procurement Department at Kenya Railways,

PART 1 – Bidding Procedures ............................................................................................... 1

PART 2 – Supply Requirements .......................................................................................... 60

PART 3 - Contract ................................................................................................................ 73

PART 1 – Bidding Procedures

Section I. Instructions to Bidders

B. Contents of Bidding Document ......................................................................................... 9

C. Preparation of Bids .......................................................................................................... 10

D. Submission and Opening of Bids .................................................................................... 18

E. Evaluation and Comparison of Bids ............................................................................... 21

28. Deviations, Reservations, and Omissions ..........................................................................22

F. Award of Contract ............................................................................................................ 26

Section I. Instructions to Bidders

Practices corrupt and fraudulent practices as set forth in Section VI.

(a) directly or indirectly controls, is controlled by or is under

preparation of the design or technical specifications of the

4.5 Bidders that are Government-owned enterprises or institutions in

4.6 A Bidder shall not be under suspension from bidding by the

4.7 Firms and individuals may be ineligible if so indicated in Section V

4.8 A Bidder shall provide such evidence of eligibility satisfactory to

insurance, installation, training, and initial maintenance.

B. Contents of Bidding Document

PART 1 Bidding Procedures

Section I. Instructions to Bidders (ITB)

Section VII. Schedule of Requirements

Section VIII. General Conditions of Contract (GCC)

its Bid all information or documentation as is required by the

interpretation of the Bid, such translation shall govern.

way limit the Purchaser’s right to contract on any of the terms

the technical specification, and if applicable, a statement of

18.2. In exceptional circumstances, prior to the expiration of the bid

18.3. If the award is delayed by a period exceeding fifty-six (56) days

(b) an irrevocable letter of credit;

(c) a cashier’s or certified check; or

(d) another security specified in the BDS,

from a reputable source from an eligible country. If the

19.5. If a Bid Security is specified pursuant to ITB 19.1, the Bid

19.6. The Bid Security of the successful Bidder shall be returned as

19.7. The Bid Security may be forfeited or the Bid Securing

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

(b) if the successful Bidder fails to:

(i) sign the Contract in accordance with ITB41; or

(ii) furnish a performance security in accordance with

19.8. The bid security or Bid- Securing Declaration of a JV must be in

D. Submission and Opening of Bids

(a) bear the name and address of the Bidder;