INVITATION TO TENDER...with professional registration with one of the following professional bodies: SACPCMP, PMI, ACPM as Professional Project Manager will be considered. Bidders

Tender Number: IDT-NAT-PPMIS-PM01

TECHNICAL ADVICE AND PROJECT MANAGEMENT SERVICES FOR PPMIS PHASE 2

Page - 1 - of 97

INVITATION TO TENDER

PROCUREMENT OF A PROFESSIONAL SERVICE PROVIDER ENTITY

FOR THE PROVISION OF TECHNICAL ADVICE AND PROJECT

MANAGEMENT SERVICES FOR THE IMPLEMENTATION OF

PROJECT/PROGRAMME MANAGEMENT INFORMATION SYSTEM

(PPMIS) PHASE 2

Closing date:

5 August 2016 at 12h00

ISSUED BY: THE INDEPENDENT DEVELOPMENT TRUST IDT HEAD OFFICE CORNER OBERON AND SPRITE STREETS GLENWOOD OFFICE PARK FAERIE GLEN 0043 TEL: (012) 845 2000 Website: www.idt.org.za



Page - 2 - of 97

TABLE OF CONTENTS

1. TENDER DETAILS ............................................................................................ - 3 -

1.1 Invitation to Tender ........................................................................................................ - 4 -

1.2 Tender Data ................................................................................................................... - 6 -

1.3 Tender Evaluation Procedure ....................................................................................... - 10 -

1.4 IDT’s reservation of rights ............................................................................................ - 13 -

2. RETURNABLE DOCUMENTS ......................................................................... - 14 -

2.1 List of Returnable Documents ....................................................................................... - 15 -

2.1a – List of Compulsory Commercial Documents to be submitted with the tender - 15 -

2.1b – List of Financial Returnable Documents (COMPULSORY) - 16 -

2.1c – List of Technical and Preferential Returnable Documents - 16 -

2.2 Returnable Documents Schedule .................................................................................. - 17 -

3. SCOPE OF WORK OF PPMIS PHASE 2 ........................................................ - 56 -

3.1 Background .................................................................................................................. - 57 -

3.2 Status Quo ................................................................................................................... - 57 -

3.3 Detailed Scope of Work for Project Manager ................................................................ - 58 -

4. CONTRACT DATA .......................................................................................... - 63 -

5 ANNEXURE: .................................................................................................... - 64 -

ANNEXURE A: Independent Development Trust Standard Conditions of Tender ................. - 65 -

ANNEXURE B: Service Level Agreement ............................................................................. - 74 -



Page - 3 - of 97

1. TENDER DETAILS



Page - 4 - of 97

1.1 Invitation to Tender


The Independent Development Trust (hereinafter “IDT”) invites companies with extensive knowledge in the

development and/or project management of Enterprise Information Systems to submit proposals for the

PROVISION OF TECHNICAL ADVICE AND PROJECT MANAGEMENT SERVICES FOR THE

DEVELOPMENT/AQUISITION OF A PROGRAMME & PROJECT MANAGEMENT INFORMATION

SYSTEM (PPMIS)

Bidders with professional accreditation with the relevant professional body and with the required

experience and qualifications (Systems Engineering / Business Analysis / Industrial Engineering / Value

Engineering) will be considered for this tender. Only bidders who allocate at least one of the key personnel

with professional registration with one of the following professional bodies: SACPCMP, PMI, ACPM as

Professional Project Manager will be considered.

Bidders with professional certification in addition to those mentioned previously, within the Built Environment

will be considered favourably. (i.e. Pr. Arch, Pr. Eng (Civil, Structural, etc.)

A compulsory briefing session will be held on 20 July at 10:00 at the IDT offices in Pretoria.

The bid closes on 5 August at 12:00 PM. Original bids must be submitted and deposited in the Tender Box

at the IDT Head Office, Corner Oberon and Sprite Streets, Glenwood Office Park, Faerie Glen, 0043.

Telegraphic, telephonic, telex, facsimile, e-mail and late tenders WILL NOT be accepted.

The Bids will be evaluated on comparative basis in terms of IDT SCM Policies and Procedures. Only

competent bidders who have exceeded the minimum functionality threshold will be evaluated on a 90/10

(Price / B-BBEE) points basis in terms of the Treasury Regulations of 2011.

Functionality criteria scoring will be evaluated in two (2) phases. Only bidders scoring above 70% under

Phase one (1) of functionality criteria will be eligible to be evaluated under Phase two (2) which entails the

interview process with the client. Bidders must be prepared to do a 45 minutes presentation related to Key

Personnel Experience, Qualifications, Previous Experience, Approach and Methodology, among other. Only

bidders that score 70% and above the threshold of the second phase will qualify for further evaluation on the

90/10 Preference Point System.



Page - 5 - of 97

The Phase 1 evaluation under functionality criteria is as follows:

Criteria Points Allocation

Company Experience and Track-records on similar scale projects 30 points

Contactable references (in client letter heads) 20 points

Experience of Key Personnel 15 points

Qualification of Key Personnel 10 points

Additional Qualification of Key Personnel 10 points

Approach and methodology 12 points

Project Schedule 3 points

Total 100 points

Bidders tendering as joint ventures / consortiums are required to submit an original consolidated B-BBEE

certificate from a SANAS accredited verification agency in order to qualify for points for the B-BBEE status

level.

Tender documents will be available from the IDT website at www.idt.org.za free of charge from Friday, 15

July 2016.

Enquiries should be directed to Mrs Yeline Ferrer, Tel (012) 845 2186, e-mail: [email protected]

The IDT deems a submission of a tender by a bidder in response to this Invitation to constitute acceptance of

the IDT Standard Conditions of Tender.

http://www.idt.org.za/

mailto:[email protected]



Page - 6 - of 97

1.2 Tender Data

The IDT Standard Conditions of Tender make several references to the Tender Data for details that apply

specifically to this tender. The Tender Data shall have precedence in the event of any ambiguity or

inconsistency between it and the Standard Conditions of Tender.

Each item of data given below is cross-referenced to the clause in the Standard Conditions of Tender to

which it mainly applies.

Clause

number Tender Data / Clause description

1.2.1 The Employer is Independent Development Trust (hereinafter “IDT”)

Physical address:

IDT Head Office

Corner Oberon and Sprite Streets

Glenwood Office Park

Faerie Glen 0043

Tel: (012) 845 2000 - Fax: 086 589 6855

Website: www.idt.org.za

The IDT Representative:

Ms. Yeline Ferrer

Tel. (012) 845 2186

Fax: 086 618 4692

e-mail: [email protected]

1.2.2 Only those bidders who satisfy the following compulsory requirements are eligible to submit

tenders:

South African registered entities;

Bidders with professional accreditation with the relevant professional body and with the

required experience and qualifications in one of the following areas (Systems Engineering

/ Business Analysis / Industrial Engineering / Value Engineering);

Allocation of at least one key personal registered with one of the following professional

bodies: SACPCMP, PMI, ACPM as Professional Project Manager

A valid and original Tax Clearance Certificate;

In case of a Consortium, notarized Consortium Agreement;

A valid Letter of good standing from the Department of Labour

1.2.3 Compulsory requirements shall be valid at the time of the closing date; failure to comply will result

in disqualification.

1.2.4 A compulsory briefing session will be held on 20th July at 10:00AM at the IDT offices in Pretoria.

http://www.idt.org.za/




Page - 7 - of 97

Clause


1.2.5 Prospective bidders are encouraged to submit their requests for clarification in writing not later

than 7 calendar days before the closing date. However the Employer shall respond to requests for

clarification received up to 4 calendar days prior to tender closure (i.e. 1st August 2016, 12:00PM).

1.2.6 The tender shall be for the entire scope defined under section 3.3 below which refer to the detailed

scope of work of the entity that will provide Technical Advice and Project Management Services for

the Development/Acquisition of a Programme & Project Management Information System (PPMIS)

REF: IDT-NAT-PPMIS-PM01

1.2.7 The Tender Validity period is 90 days from the closing date.

1.2.8 The tender shall be submitted as an original, failure to comply will result in disqualification of the

tender. The tender document must be a hard copy file (one file marked “original”) divided into

folders as follows:

i. Commercial

- As per 2.1a - List of Commercial Compulsory Returnable Documents.

ii. Financial

- As per 2.1b - List of Financial Returnable Documents

iii. Technical

- As per 2.1c - List of Technical Returnable Documents.

To facilitate the tender evaluation, the tenderers are encouraged to compile their Tender

Document following the same order that have been specified in section 2.1 “ List of Returnable

Documents”

1.2.9 The Tender Validity period is 90 days from the closing date.

1.2.10 The Invitation to Tender number is : IDT-NAT-PPMIS-PM01

1.2.11 The deadline for tender submission is 5th

August 2016 @ 12h00 pm.

1.2.12 Tenders shall be opened in public soon after the closing time but prices shall not be publicly

announced during the opening process.



Page - 8 - of 97

Clause


1.2.13 The tender shall be addressed to the Employer with a cover page indication the following:

INDEPENDENT DEVELOPMENT TRUST (IDT)

PROCUREMENT OF A PROFESSIONAL SERVICE PROVIDER ENTITY FOR THE PROVISION

OF TECHNICAL ADVICE AND PROJECT MANAGEMENT SERVICES FOR THE

IMPLEMENTATION OF PROGRAMME/PROJECT MANAGEMENT INFORMATION SYSTEM

(PPMIS) PHASE 2

TENDER REF: IDT-NAT-PPMIS-PM01

BIDDER NAME:_____________________________________________

COMPANY REGISTRATION NUMBER: _________________________

Physical Address for delivery of tender:

IDT Head Office


Corner Oberon and Sprite Streets

Faerie Glen 0043

Marked confidential tender No.: IDT-NAT-PPMIS-PM01

The place for delivery of the tender is:

The IDT Tender Box located at (main reception at the physical address given above)

1.2.13 The Bids will be evaluated on comparative basis in terms of IDT SCM Policies and Procedures.

Only competent bidders who have exceeded the minimum functionality threshold will be evaluated

on a 90/10 (Price / B-BBEE) preference point system in line with the Preferential Procurement

Policy Framework Act, 2000 (Act No. 5 of 2000)



Page - 9 - of 97

Clause


1.2.14 Functionality criteria scoring will be evaluated in two (2) phases. Only bidders scoring above 70%

under phase one (1) of functionality criteria will be eligible to be evaluated under Phase two (2)

which entails the interview process with the client. Bidders must be prepared to do a 45 minutes

presentation related to Key Personnel Experience, Qualifications, Previous Experience, Approach

and Methodology, among other. Only bidders that again score 70% and above threshold of the

second phase will qualify for further evaluation on the 90/10 Preference Point System.

Please refer to item 1.3 “Tender Evaluation Procedure” for more details.



Page - 10 - of 97

1.3 Tender Evaluation Procedure

Tender evaluation will be done as per the stages below:

1.3.1 Stage 1: Eligibility of Tenderers.

Stage one (1) entails the process of ensuring compliance of the tenderers. Tenderers shall submit all

mandatory returnable documents to qualify for stage two (2) of the evaluation processes. Failure to

submit any of the compulsory returnable documents will lead to disqualification.

Table 1 lists the compulsory returnable documents that shall be submitted by all tenderers to be

considered eligible for this tender.

Item Description of Compulsory Returnable Document

1 Declaration of Authority

2 Declaration of Close Family Members and Beneficiaries

3 Confirmation of Receipt of Addenda to Tender Documents

4 Declaration of Interest (SBD 4)

5 Preference points claim form in terms of the Preferential Procurement Regulations

2011 (SBD 6.1)

6 Declaration of Bidders Past Supply Chain Management Practices (SBD 8)

7 Certificate of Independent Bid Determination (SBD 9)

8 Original SARS Tax Clearance certificate (IRP20) (applicable if the tenderer is a

South African tax payer)

9 Original certified copy of the relevant Professional Registration and/or Qualification

(Systems Engineering / Business Analysis / Industrial Engineering / Value

Engineering) of at least one of the owners/directors of the company.

10 Original certified copy of at least one of the key personnel’s professional registration

with one of the following professional bodies: SACPCMP, PMI, ACPM as

Professional Project Manager.

11 COIDA or Letter of good standing with the Department of Labor

12 Original certified copy of Company Registration Documents

13 If two or more tenderers form a joint venture, consortium or other unincorporated

grouping of two or more persons (“joint venture”), a copy of the notarized joint venture

agreement entered into between the partners

14 List of all shareholders/directors with original certified copies of their IDs

15 Signed Priced Financial Offer



Page - 11 - of 97

1.3.2 Stage 2: Evaluation on Functionality/Technical Requirements

Stage two (2) entails the process of evaluation of functionality/technical requirements. The

functionality/technical requirements will be evaluated in two (2) phases. Only bidders who meet the

threshold of 70% of the total scoring under phase one (1) of functionality criteria will be eligible to be

evaluated under phase two (2) which entails the interview process with the employer (IDT).

1.3.2.1 Stage 2 / Phase 1 / Functionality/Technical Requirements

The Table below, specify in detailed the functionality/technical criteria to be considered under the

evaluation of phase one (1)

VARIABLES TOTAL

POINTS CRITERIA

DESCRIPTION

OF CRITERIA POINTS

100

Company

Experience

and Track-

records on

similar scale

projects

30

Five project Completed Points allocated

for track records

based on the

similar scale of

previous projects

completed by

tenderer in the

past 5 years

30

Four Projects Complete 27

Three Projects Completed 21

Two Projects Completed 12

One Projects completed 6

Contactable

references (in

client letter

heads)

20

5 Reference indicating satisfactory and above Points allocated

from previous

client references

related to similar

project listed

under Company

experience

submitted above

20

4 Reference indicating satisfactory and above 18




Experience of

Key

Personnel

16 and above years of Experience Points allocated

for required

experience on

similar projects of

the key person

allocated to the

project

15

13 – 15 Years of Experience 13

15 8 – 12 Years of Experience 11



Note: Score allocations will be considered for the highest experienced personnel if an

entity submits more than one key person. This key person shall be a resource allocated

full time to manage the project.



Page - 12 - of 97

VARIABLES TOTAL

POINTS CRITERIA

DESCRIPTION

OF CRITERIA POINTS

Qualification

of Key

Personnel

Key Personnel with Master qualification Points allocated

for relevant

qualification of the

key person

allocated to the

project.

10

Key Personnel with Honors qualification 9

10 Key Personnel with Degree qualification 7

Key Personnel with National Diploma 4

No qualification 0

Note: Score allocations will be considered for the highest qualified personnel if an entity

submits more than one key person. This key person shall be a resource allocated full time

to manage the project.

Additional

Qualification

of Key

Personnel

10

Key personnel with 2 additional professional

qualifications within in the Built Environment.

Points allocated

for additional

qualification of the

key person within

the built

environment.

10

Key personnel with 1 additional professional

qualification within in the Built Environment. 5

Approach

and

methodology

12

Very good Points allocated

for submission of

specific approach

& methodology

12

Good 5

No Acceptable 0

Project

Schedule 3

Shorten period Points allocated

for submission of

specific project

schedule

3

Good 1

No Acceptable 0

1.3.2.1 Stage 2 / Phase 2 / Interview with the Employer

Bidders must be prepared to do a 45 minutes presentation related to Key Personnel Experience,

Qualifications, Previous Experience, Approach and Methodology, among other. Only bidders that

again obtain and pass the 70% threshold of the second phase will qualify for further evaluation on

the 90/10 Preference Point System.

1.2.3 Stage 3: Evaluation on the 90/10 Preference Points system

Stage 3 entails the process of evaluation on price and B-BBEE based on the 90/10 Preference

Points system as stipulated by the Preferential Procurement Policy Framework Act (PPPFA). Refer

to section 1.5 for more details related to Preferential Points system.



Page - 13 - of 97

The 90/10 scorecard was formulated as follows, in accordance with the PPPFA:

VARIABLES TOTAL

POINTS

CRITERIA DESCRIPTION OF

CRITERIA

POINTS

EMPOWERMENT POINTS

B-BBEE

10 B-BBEE contributor level 1 10

B-BBEE contributor level 2 9







Non-Complaint 0

FINANCIAL OFFER / PRICE (DISCOUNTS):

FINANCIAL

OFFER /

PRICE

90 Formula = 2, option 1, A = (1-{(p-

pm)/pm})

Formula used to

calculate financial

offer/points

pm = The comparative price offer

of the mean / average qualifying

tenderer

P = the comparative offer of the

tender under consideration

100

1.4 IDT’s Reservation of Rights

1.4.1 IDT reserves the right to subject Tenderers and their facilities to assessment as part of the

evaluation process or as a condition to contract award.

1.4.2 Consequent to the evaluation of Tenderer’s proposals, IDT reserves the right, with the

permission of the IDT Board or the relevant delegated authority, to enter into negotiations

with one or more of the preferred Tenderers (as determined by IDT following evaluation of

the tender proposals) for the whole or part of the services.

1.4.3 In addition, IDT may utilise the market information received from the Tenderer’s responses to

this tender for the purposes of undertaking any future procurement for other projects. Such

procurement may be undertaken through negotiation with one or more parties (which may

include the successful Tenderer and/or any one or more Tenderers who submit a tender in

response to this enquiry) or any other procurement strategy.

1.4.4 IDT reserves the right to cancel or withdraw this tender without prior notice and without

furnishing any reasons whatsoever.



Page - 14 - of 97

2. RETURNABLE DOCUMENTS



Page - 15 - of 97

2.1 List of Returnable Documents

The tenderer must complete and return the following returnable documents:

Document to be returned prior to submitting a tender

A1 Acknowledgement Form A1 (to be returned within 2 working days after the

compulsory briefing session)

2.1a – List of Compulsory Commercial Documents to be submitted with the tender

“Compulsory Commercial Documents” shall be submitted by the tenderers. If any of the below

documentation is not supplied will lead to the immediate disqualification of the tenderer. Certified

copies of documents shall be submitted in original and not older than 3 months. Copies certified

before 5th May 2016 will not be accepted.

2.1a - 1 Declaration of Authority

2.1a - 2 Declaration of Close Family Members and Beneficiaries

2.1a - 3 Confirmation of Receipt of Addenda to Tender Documents

2.1a - 4 Declaration of Interest (SBD 4)

2.1a - 5 Preference points claim form in terms of the Preferential Procurement Regulations

2011 (SBD 6.1)

2.1a - 6 Declaration of Bidders Past Supply Chain Management Practices (SBD 8)

2.1a - 7 Certificate of Independent Bid Determination (SBD 9)

2.1a - 8 Original SARS Tax Clearance certificate (IRP20) (applicable if the tenderer is a

South African tax payer)

2.1a - 9 Original certified copy of the relevant Professional Registration and/or Qualification

(Systems Engineering / Business Analysis / Industrial Engineering / Value

Engineering) of at least one of the owners/directors of the company.

2.1a - 10 Original certified copy of at least one of the key personnel’s professional registration

with one of the following professional bodies: SACPCMP, PMI, ACPM as

Professional Project Manager.

2.1a - 11 COIDA or Letter of good standing with the Department of Labor

2.1a -12 Original certified copy of Company Registration Documents

2.1a -13 If two or more tenderers form a joint venture, consortium or other unincorporated

grouping of two or more persons (“joint venture”), a copy of the notarized joint venture

agreement entered into between the partners

2.1a -14 List of all Shareholders/Directors with the original certified copy of the IDs



Page - 16 - of 97

2.1b – List of Financial Returnable Documents (COMPULSORY)

The compulsory financial offer shall be submitted by the tenderers in the format that have been

specified in the returnable scheduled (section 2.2), form 2.1b – 1. Failure to submit the financial

returnable document will lead to disqualification.

2.1b - 1 Signed Priced Financial Offer

2.1c – List of Technical and Preferential Returnable Documents

The technical and preferential returnable documents are required for tender evaluation purposes

(Note: If any of the below is not supplied, it will result in the deduction of tender evaluation points)

The table below lists the technical and preferential returnable documents that should be submitted by

the tenderers.

2.1c - 1 B-BBEE(Broad-Based Black Economic Empowerment) certificate by a SANAS /

IRBA accredited Verification Agency

2.1c - 2 Company Experience and track records of projects undertaken on similar nature,

scale and complexity during the last five years.

2.1c - 3 Contactable reference of completed similar projects (in clients letter heads)

2.1c - 4 CVs of Proposed Key Personnel, Qualifications & Competencies of Key Staff.

2.1c - 5 Original certified copies of qualifications of the key personnel

2.1c - 6 Original certified copies of professional registration of the key personnel

2.1c - 7 Approach and Methodology

2.1c - 8 Project Schedule



Page - 17 - of 97

2.2 Returnable Documents Schedule



Page - 18 - of 97

A1: Acknowledgement Form

TO: THE IDT REPRESENTATIVE FROM


Cnr. Oberon & Sprite Streets

Faerie Glen Pretoria, 0043

South Africa

Attention Yeline Carnero Ferrer

Sender

Email [email protected]

Fax No. 086 618 4692 Fax No.

ACKNOWLEDGEMENT: PROVISION OF TECHNICAL ADVICE AND PROJECT MANAGEMENT

SERVICES FOR THE DEVELOPMENT/AQUISITION OF A PROGRAMME & PROJECT MANAGEMENT

INFORMATION SYSTEM (PPMIS) PHASE 2 IMPLEMENTED BY THE INDEPENDENT DEVELOPMENT

TRUST (IDT)

REF: IDT-NAT-PPMIS-PM01

We are in receipt of the Invitation to Tender from Independent Development Trust dated _______________

We confirm that the documentation received by us is:

Correct as stated in the Tender Data and returnable schedules, and that each document is complete.

[Indicate by ticking the box)]

Or: Incorrect or incomplete for the following reasons:



Page - 19 - of 97

Please select either statement 1 or 2 by ticking the appropriate box below:

1. We have noted the deadline for tender submission stated in the Tender Data and will be submitting

our tender before the stipulated time.

Regards

__________________________________

Signed on behalf of the tenderer



Page - 20 - of 97

2.1a – 1 Declaration of Authority

Please indicate the legal incorporation status of your business entity by ticking the appropriate box

hereunder. The signatory hereto must furthermore indicate his/her authority to respond to this tender and all

enquiries associated therewith in behalf of the tenderer. Alternatively, certified copies of the relevant

incorporation documentation confirming the information required in this schedule may be submitted as a

tender returnable.

PARTNERSHIP

COMPANY

JOINT VENTURE

CLOSE

CORPORATION

OTHER (specify)

A. Partnerships, Companies, Close Corporations or Others

I, the undersigned, _______________________________hereby confirm that I am duly authorised to sign all

documents in connection with this tender and any contract resulting from it on behalf of

_____________________ _ _ (insert the full legal name of the tenderer).

Signed Position /

Capacity

B. Joint Ventures

We, the undersigned, are submitting this tender in Joint Venture and hereby authorise Mr/Ms

_______________________________________, an authorised signatory of

_______________________________________, (insert the full legal name of the business entity serving as

the lead partner)acting in the capacity of lead partner, to sign all documents in connection with the tender

and any contract resulting from it on our behalf.

We attach to this Schedule a copy of the notarized joint venture agreement which incorporates a statement

that all partners are liable jointly and severally for the execution of the contract and that the lead partner is

authorised to incur liabilities, receive instructions and payments and be responsible for the entire execution

of the contract for and on behalf of any and all the partners.



Page - 21 - of 97

Legal Name of Joint Venture

Participant

Full Name and Capacity of Authorised

Signatory

Signature

Lead partner



Page - 22 - of 97

2.1a – 2 Declaration of Close Family Members or Beneficiaries

Please indicate, by completing the table set out below, the names of all persons, (natural or juristic), who are

Beneficiaries of the tenderer.

For the purposes of this Declaration, a Beneficiary is a natural or juristic person that has a legal or monetary

interest in the tenderer by way of ownership, directorship, trusteeship and/ or the like.

To the extent that the tenderer is a public company, only the names of the top 5 majority shareholders are

required with respect to the disclosure of ownership.

Full legal name of

natural or juristic

person

Identity or

Registration

Number

Capacity of

Beneficiary (i.e.

shareholder,

member, partner,

trustee, director,

or the like)

Quantification of

Interest (i.e.

percentage

shareholding or

ownership, profit

share, etc.)

**Relationship

with IDT

employee or IDT

director

(Yes/No)

** Please indicate in the table above if any natural person named above is a Close Family Member of a

director of Independent Development Trust or a subsidiary thereof, or of any employee of Independent

Development Trust involved in the procurement and approval process associated with this tender.

**Please indicate in the table above if any juristic person named above has as a Beneficiary a director of

Independent Development Trust or a subsidiary thereof, or an employee of Independent Development Trust

involved in the procurement and approval process associated with this tender, or whether any Beneficiary of

a juristic person named above is a Close Family Member of a director of Independent Development Trust or

a subsidiary thereof, or an employee of Independent Development Trust involved in the procurement and

approval process associated with this tender.



Page - 23 - of 97

NB: For the purposes of this Declaration, a Close Family Member is deemed to be a person related by birth,

marriage, domestic partnership, adoption, guardianship or the like.

If you have indicated ‘Yes’ to any of the above then please specify the name of the said IDT employee / IDT

director, and the nature of the relationship between the said IDT employee / IDT director and the person

(natural or juristic) indicated in the table above.

______________________________________________________________________________________

______________________________________________________________________________________

______________________________________________________________________________________

______________________________________________________________________________________

______________________________________________

IDT reserves the right to act against the tenderer or the signatory hereto should this declaration prove to be

false.

Signed Date

Name Position

tenderer



Page - 24 - of 97

2.1a – 3 Confirmation of Receipt of Addenda to Tender Documents

We confirm that the following communications received from the Employer before the submission of this

tender offer, amending the tender documents, have been taken into account in this tender offer:

Date Received Title or Details

1.

2.

3.

4.

5.

6.

7.

(Attach additional pages if more space is required)

Signed Date

Name Position

tenderer



Page - 25 - of 97

2.1a – 4 Declaration of Interest (SBD 4)

1. Any legal person, including persons employed by the state*, or persons having a kinship with

persons employed by the state, including a blood relationship, may make an offer or offers in terms of

this invitation to bid (includes a price quotation, advertised competitive bid, limited bid or proposal). In

view of possible allegations of favouritism, should the resulting bid, or part thereof, be awarded to

persons employed by the state, or to persons connected with or related to them, it is required that the

bidder or his/her authorised representative declare his/her position in relation to the

evaluating/adjudicating authority and/or take an oath declaring his/her interest, where-- the bidder is

employed by the state; and/or - the legal person on whose behalf the bidding document is signed,

has a relationship with persons/a person who are/is involved in the evaluation and or adjudication of

the bid(s), or where it is known that such a relationship exists between the person or persons for or

on whose behalf the declarant acts and persons who are involved with the evaluation and or

adjudication of the bid.

2. In order to give effect to the above, the following questionnaire must be completed and

submitted with the bid.

2.1 Full Name of bidder or his or her representative:

….………………………………………………………….

2.2 Identity Number:

………………………………………………………………………………………

2.3 Position occupied in the Company (director, shareholder etc.):

………………………………………………

2.4 Company Registration Number:

………………………………………………………………………..…….

2.5 Tax Reference Number:

………………………………………………………………………………….…



Page - 26 - of 97

2.6 VAT Registration Number:

………………………………………………………………………………....

* “State” means –

a) any national or provincial department, national or provincial public entity or constitutional

institution within the meaning of the Public Finance Management Act,

b) 1999 (Act No. 1 of 1999);

c) any municipality or municipal entity;

d) provincial legislature;

e) national Assembly or the national Council of provinces; or

f) Parliament.

2.7 Are you or any person connected with the bidder presently employed by the state?

Please tick applicable

2.7.1 If so, furnish the following particulars:

Name of person / director / shareholder/ member:

……....…………………………………………………………………

Name of state institution to which the person is connected:

………………………………………………………………………….

Position occupied in the state institution:

………………………………………………………………………….

Any other particulars:

……………………………………………………………………….

………………………………………………………………………

………………………………………………………………….......

YES NO



Page - 27 - of 97

……………………………………………………………………….

2.8 Did you or your spouse, or any of the company’s directors YES / NO shareholders /

members or their spouses conduct business with the state in the previous twelve months?

2.8.1 If so, furnish particulars:

…………………………………………………………………..

…………………………………………………………………..

…………………………………………………………………...

2.9 Do you, or any person connected with the bidder, have YES / NO any relationship (family,

friend, other) with a person employed by the state and who may be involved with

the evaluation and or adjudication of this bid?

2.9.1 If so, furnish particulars.

…………………………………………………………………

…………………………………………………………………

………………………………………………………………….

2.10 Are you, or any person connected with the bidder, YES / NO aware of any relationship

(family, friend, other) between the bidder and any person employed by the state who may be

involved with the evaluation and or adjudication of this bid?

2.10.1 If so, furnish particulars.

…………………………………………………………………

…………………………………………………………………

………………………………………………………………



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2.11 Do you or any of the directors / shareholders / members of YES / NO the company

have any interest in any other related Companies whether or not they are bidding for this

contract?


…………………………………………………………………

…………………………………………………………………

…………………………………………………………………

DECLARATION

I, THE UNDERSIGNED (NAME)………………………………………………………………………

CERTIFY THAT THE INFORMATION FURNISHED IN PARAGRAPHS 2.1 TO 2.11.1 ABOVE IS CORRECT.

I ACCEPT THAT THE STATE MAY ACT AGAINST ME IN TERMS OF PARAGRAPH 23 OF THE

GENERAL CONDITIONS OF CONTRACT SHOULD THIS DECLARATION

PROVE TO BE FALSE.

………………………………….. ..……………………………

Signature Date

Position……………………………. Name of bidder…………………………



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2.1a – 5 Preference Points Claim Form in Terms of the Preferential

Procurement Regulations 2011(SBD 6.1)

This preference form must form part of all bids invited. It contains general information and serves as a claim

form for preference points for Broad-Based Black Economic Empowerment (B-BBEE) Status Level of

Contribution

NB: BEFORE COMPLETING THIS FORM, BIDDERS MUST STUDY THE GENERAL CONDITIONS,

DEFINITIONS AND DIRECTIVES APPLICABLE IN RESPECT OF B-BBEE, AS PRESCRIBED IN THE

PREFERENTIAL PROCUREMENT REGULATIONS, 2011.

1. GENERAL CONDITIONS

1.1 The following preference point systems are applicable to all bids:

- the 80/20 system for requirements with a Rand value of up to R1 000 000 (all applicable

taxes included); and

- the 90/10 system for requirements with a Rand value above R1 000 000 (all applicable

taxes included).

1.2 The value of this bid is estimated to exceed/not exceed R1 000 000 (all applicable taxes included)

and therefore the 90/10 system shall be applicable.

1.3 Preference points for this bid shall be awarded for:

(a) Price; and

(b) B-BBEE Status Level of Contribution.

1.3.1 The maximum points for this bid are allocated as follows:

POINTS

1.3.1.1 PRICE 90

1.3.1.2 B-BBEE STATUS LEVEL OF CONTRIBUTION 10

Total points for Price and B-BBEE must not exceed 100

1.4 Failure on the part of a bidder to fill in and/or to sign this form and submit a B-BBEE Verification

Certificate from a Verification Agency accredited by the South African Accreditation System

(SANAS) or a Registered Auditor approved by the Independent Regulatory Board of Auditors (IRBA)

or an Accounting Officer as contemplated in the Close Corporation Act (CCA) together with the bid,



Page - 30 - of 97

will be interpreted to mean that preference points for B-BBEE status level of contribution are not

claimed.

1.5. The purchaser reserves the right to require of a bidder, either before a bid is adjudicated or at any

time subsequently, to substantiate any claim in regard to preferences, in any manner

required by the purchaser.

2. DEFINITIONS

2..1 “all applicable taxes” includes value-added tax, pay as you earn, income tax, unemployment

insurance fund contributions and skills development levies;

2.2 “B-BBEE” means broad-based black economic empowerment as defined in section 1 of the Broad -

Based Black Economic Empowerment Act;

2.3 “B-BBEE status level of contributor” means the B-BBEE status received by a measured entity

based on its overall performance using the relevant scorecard contained in the Codes of Good

Practice on Black Economic Empowerment, issued in terms of section 9(1) of the Broad-Based

Black Economic Empowerment Act;

2.4 “bid” means a written offer in a prescribed or stipulated form in response to an invitation by an

organ of state for the provision of services, works or goods, through price quotations, advertised

competitive bidding processes or proposals;

2.5 “Broad-Based Black Economic Empowerment Act” means the Broad-Based Black Economic

Empowerment Act, 2003 (Act No. 53 of 2003);

2.6 “comparative price” means the price after the factors of a non-firm price and all unconditional

discounts that can be utilized have been taken into consideration;

2.7 “consortium or joint venture” means an association of persons for the purpose of combining their

expertise, property, capital, efforts, skill and knowledge in an activity for the execution of a contract;

2.8 “contract” means the agreement that results from the acceptance of a bid by an organ of state;

2.9 “EME” means any enterprise with an annual total revenue of R5 million or less.

2.10 “Firm price” means the price that is only subject to adjustments in accordance with the actual

increase or decrease resulting from the change, imposition, or abolition of customs or excise duty

and any other duty, levy, or tax, which, in terms of the law or regulation, is binding on the contractor

and demonstrably has an influence on the price of any supplies, or the rendering costs of any

service, for the execution of the contract;

2.11 “functionality” means the measurement according to predetermined norms, as set out in the bid

documents, of a service or commodity that is designed to be practical and useful, working or

operating, taking into account, among other factors, the quality, reliability, viability and durability of a

service and the technical capacity and ability of a bidder;

2.12 “non-firm prices” means all prices other than “firm” prices;

2.13 “person” includes a juristic person;



Page - 31 - of 97

2.14 “rand value” means the total estimated value of a contract in South African currency, calculated at

the time of bid invitations, and includes all applicable taxes and excise duties;

2.15 “sub-contract” means the primary contractor’s assigning, leasing, making out work to, or

employing, another person to support such primary contractor in the execution of part of a project in

terms of the contract;

2.16 “total revenue” bears the same meaning assigned to this expression in the Codes of Good Practice

on Black Economic Empowerment, issued in terms of section 9(1) of the Broad-Based Black

Economic Empowerment Act and promulgated in the Government Gazette on 9 February 2007;

2.17 “trust” means the arrangement through which the property of one person is made over or

bequeathed to a trustee to administer such property for the benefit of another person; and

2.18 “trustee” means any person, including the founder of a trust, to whom property is bequeathed in

order for such property to be administered for the benefit of another person.

3. ADJUDICATION USING A POINT SYSTEM

3.1 The bidder obtaining the highest number of total points will be awarded the contract.

3.2 Preference points shall be calculated after prices have been brought to a comparative basis taking

into account all factors of non-firm prices and all unconditional discounts;.

3.3 Points scored must be rounded off to the nearest 2 decimal places.

3.4 In the event that two or more bids have scored equal total points, the successful bid must be the one

scoring the highest number of preference points for B-BBEE.

3.5 However, when functionality is part of the evaluation process and two or more bids have scored

equal points including equal preference points for B-BBEE, the successful bid must be the one

scoring the highest score for functionality.

3.6 Should two or more bids be equal in all respects, the award shall be decided by the drawing of lots.

4. POINTS AWARDED FOR PRICE

4.1 THE 80/20 OR 90/10 PREFERENCE POINT SYSTEMS

A maximum of 80 or 90 points is allocated for price on the following basis:

80 / 20

(

)

or

90 / 10

(

)

Where



Page - 32 - of 97

Ps = Points scored for comparative

Pt = Comparative price of bid under consideration

Pmin = Comparative price of lowest acceptable

5. Points awarded for B-BBEE Status Level of Contribution

5.1 In terms of Regulation 5 (2) and 6 (2) of the Preferential Procurement Regulations, preference points

must be awarded to a bidder for attaining the B-BBEE status level of contribution in accordance with

the table below:

B-BBEE Status Level of

Contributor

Number of points

(90/10 system)

Number of points

(80/20 system)

1 10 20

2 9 18

3 8 16

4 5 12

5 4 8

6 3 6

7 2 4

8 1 2

Non-compliant contributor 0 0

5.2 Bidders who qualify as EMEs in terms of the B-BBEE Act must submit a certificate issued by an

Accounting Officer as contemplated in the CCA or a Verification Agency accredited by SANAS or a

Registered Auditor. Registered auditors do not need to meet the prerequisite for IRBA’s approval for

the purpose of conducting verification and issuing EMEs with B-BBEE Status Level Certificates.

5.3 Bidders other than EMEs must submit their original and valid B-BBEE status level verification

certificate or a certified copy thereof, substantiating their B-BBEE rating issued by a Registered

Auditor approved by IRBA or a Verification Agency accredited by SANAS.

5.4 A trust, consortium or joint venture, will qualify for points for their B-BBEE status level as a legal

entity, provided that the entity submits their B-BBEE status level certificate.

5.5 A trust, consortium or joint venture will qualify for points for their B-BBEE status level as an

unincorporated entity, provided that the entity submits their consolidated B-BBEE scorecard as if

they were a group structure and that such a consolidated B-BBEE scorecard is prepared for every

separate bid.

5.6 Tertiary institutions and public entities will be required to submit their B-BBEE status level certificates

in terms of the specialized scorecard contained in the B-BBEE Codes of Good Practice.

5.7 A person will not be awarded points for B-BBEE status level if it is indicated in the bid documents

that such a bidder intends sub-contracting more than 25% of the value of the contract to any other

enterprise that does not qualify for at least the points that such a bidder qualifies for, unless the

intended subcontractor is an EME that has the capability and ability to execute the sub-contract.



Page - 33 - of 97

5.8 A person awarded a contract may not sub-contract more than 25% of the value of the contract to any

other enterprise that does not have an equal or higher B-BBEE status level than the person

concerned, unless the contract is sub-contracted to an EME that has the capability and ability to

execute the sub-contract.

6. BID DECLARATION

6.1 Bidders who claim points in respect of B-BBEE Status Level of Contribution must complete the

following:

7. B-BBEE STATUS LEVEL OF CONTRIBUTION CLAIMED IN TERMS OF PARAGRAPHS 1.3.1.2

AND 5.1

7.1 B-BBEE Status Level of Contribution: …………. = ……………(maximum of 10 or 20 points)

(Points claimed in respect of paragraph 7.1 must be in accordance with the table reflected in

paragraph 5.1 and must be substantiated by means of a B-BBEE certificate issued by a

Verification Agency accredited by SANAS or a Registered Auditor approved by IRBA or an

Accounting Officer as contemplated in the CCA).

8 SUB-CONTRACTING

8.1 Will any portion of the contract be sub-contracted? YES / NO (delete which is not applicable)

8.1.1 If yes, indicate:

(i) what percentage of the contract will be subcontracted? ............……………….…%

(ii) the name of the sub-contractor? …………………………………………………………..

(iii) the B-BBEE status level of the sub-contractor? ……………..

(iv) whether the sub-contractor is an EME? YES / NO (delete which is not applicable)

9 DECLARATION WITH REGARD TO COMPANY/FIRM

9.1 Name of company/firm: ..........................................................................................................

9.2 VAT registration number: .......................................................................................................

9.3 Company registration number: …………………………………………………………………….

9.4 TYPE OF COMPANY/ FIRM

• Partnership/Joint Venture / Consortium

• One person business/sole propriety

• Close corporation

• Company

• (Pty) Limited

[TICK APPLICABLE BOX]



Page - 34 - of 97

9.5 DESCRIBE PRINCIPAL BUSINESS ACTIVITIES

…………...............................................................................................................................................

...........………………............................................................................................................................................

........……………....................................................................................................................

9.6 COMPANY CLASSIFICATION

• Manufacturer

• Supplier

• Professional service provider

• Other service providers, e.g. transporter, etc.

[TICK APPLICABLE BOX]

9.7 Total number of years the company/firm has been in business?………………………………

9.8 I/we, the undersigned, who is / are duly authorised to do so on behalf of the company/firm, certify

that the points claimed, based on the B-BBE status level of contribution indicated in paragraph 7 of

the foregoing certificate, qualifies the company/ firm for the preference(s) shown and I / we

acknowledge that:

(i) The information furnished is true and correct;

(ii) The preference points claimed are in accordance with the General Conditions as indicated in

paragraph 1 of this form.

(iii) In the event of a contract being awarded as a result of points claimed as shown in

paragraph 7, the contractor may be required to furnish documentary proof to the

satisfaction of the purchaser that the claims are correct;

(iv) If the B-BBEE status level of contribution has been claimed or obtained on a fraudulent basis

or any of the conditions of contract have not been fulfilled, the purchaser may, in addition to

any other remedy it may have –

(a) disqualify the person from the bidding process;

(b) recover costs, losses or damages it has incurred or suffered as a result of that

person’s conduct;

(c) cancel the contract and claim any damages which it has suffered as a result of

having to make less favourable arrangements due to such cancellation;

(d) restrict the bidder or contractor, its shareholders and directors, or only the

shareholders and directors who acted on a fraudulent basis, from obtaining

business from any organ of state for a period not exceeding 10 years, after the audi

alteram partem (hear the other side) rule has been applied; and

(e) forward the matter for criminal prosecution



Page - 35 - of 97

WITNESSES:

1. ………………………………………

……………………………………

SIGNATURE(S) OF BIDDER(S)

2. ………………………………………

DATE:………………………………….

ADDRESS:……………………………

….………………………………………

………………………………………….



Page - 36 - of 97

2.1a – 6 Declaration of Bidders Past Supply Chain Management

Practices (SBD 8)

1 This Standard Bidding Document must form part of all bids invited.

2 It serves as a declaration to be used by institutions in ensuring that when goods and services are

being procured, all reasonable steps are taken to combat the abuse of the supply chain

management system.

3 The bid of any bidder may be disregarded if that bidder, or any of its directors

have-

a. abused the institution’s supply chain management system;

b. committed fraud or any other improper conduct in relation to such system; or

c. failed to perform on any previous contract.

4 In order to give effect to the above, the following questionnaire must be completed and submitted

with the bid.

Item Question Yes No

4.1 Is the bidder or any of its directors listed on the National Treasury’s

database as companies or persons prohibited from doing business

with the public sector?

(Companies or persons who are listed on this database were

informed in writing of this restriction by the National Treasury after

the audi alteram partem rule was applied).

Yes

□

No

□


4.2 Is the bidder or any of its directors listed on the Register for Tender

Defaulters in terms of section 29 of the Prevention and Combating of

Corrupt Activities Act (No 12 of 2004)?

To access this Register enter the National

Treasury’s website, www.treasury.gov.za, click on the icon

“Register for Tender Defaulters” or submit your written request for a hard

copy of the Register to facsimile number (012) 3265445.

Yes

□

No

□



Page - 37 - of 97


4.3 Was the bidder or any of its directors convicted by a court of law (including

a court outside of the Republic of South Africa) for fraud or corruption

during the past five years?

Yes

□

No

□


4.4

Was any contract between the bidder and any organ of state terminated

during the past five years on account of failure to perform on or comply

with the contract?

Yes

□

No

□


CERTIFICATION

I, THE UNDERSIGNED (FULL NAME)………………………………………………… CERTIFY THAT THE

INFORMATION FURNISHED ON THIS DECLARATION FORM IS TRUE AND CORRECT.

I ACCEPT THAT, IN ADDITION TO CANCELLATION OF A CONTRACT, ACTION MAY

BE TAKEN AGAINST ME SHOULD THIS DECLARATION PROVE TO BE FALSE.

………………………………………... ….…………………………..

Signature Date

………………………………………. ……..………………………..

Position Name of Bidder



Page - 38 - of 97

2.1a – 7 Certificate of Independent Bid Determination (SBD 9)

I, the undersigned, in submitting the accompanying bid:

_______________________________________________________________________

(Bid Number and Description)

in response to the invitation for the bid made by:

_______________________________________________________________________

(Name of Institution)

do hereby make the following statements that I certify to be true and complete in every respect:

I certify, on behalf of:_______________________________________________________that:

(Name of Bidder)

1. I have read and I understand the contents of this Certificate;

2. I understand that the accompanying bid will be disqualified if this Certificate is found not to be true

and complete in every respect;

3. I am authorized by the bidder to sign this Certificate, and to submit the accompanying bid,

on behalf of the bidder;

4. Each person whose signature appears on the accompanying bid has been authorized by the

bidder to determine the terms of, and to sign the bid, on behalf of the bidder;

5. For the purposes of this Certificate and the accompanying bid, I understand that the word

“competitor” shall include any individual or organization, other than the bidder, whether or not

affiliated with the bidder, who:

(a) has been requested to submit a bid in response to this bid invitation;

(b) could potentially submit a bid in response to this bid invitation,

based on their qualifications, abilities or experience; and

(c) provides the same goods and services as the bidder and/or is in

the same line of business as the bidder

6. The bidder has arrived at the accompanying bid independently from, and without consultation,

communication, agreement or arrangement with any competitor.

However communication between partners in a joint venture or consortium will not be construed as

collusive bidding.

7. In particular, without limiting the generality of paragraphs 6 above, there has been regarding:

(a) prices;



Page - 39 - of 97

(b) geographical area where product or service will be rendered (market allocation)

(c) methods, factors or formulas used to calculate prices;

(d) the intention or decision to submit or not to submit, a bid;

(e) the submission of a bid which does not meet the specifications and conditions of the bid; or

(f) bidding with the intention not to win the bid.

8. In addition, there have been no consultations, communications, agreements or arrangements with

any competitor regarding the quality, quantity, specifications and conditions or delivery particulars of

the products or services to which this bid invitation relates.

9. The terms of the accompanying bid have not been, and will not be, disclosed by the bidder, directly

or indirectly, to any competitor, prior to the date and time of the official bid opening or of the

awarding of the contract.

10. I am aware that, in addition and without prejudice to any other remedy provided to combat any

restrictive practices related to bids and contracts, bids that are suspicious will be reported to the

Competition Commission for investigation and possible imposition of administrative penalties in

terms of section 59 of the Competition Act No 89 of 1998 and or may be reported to the

National Prosecuting Authority (NPA) for criminal investigation and or may be restricted from

conducting business with the public sector for a period not exceeding ten (10) years in terms of the

Prevention and Combating of Corrupt Activities Act No 12 of 2004 or any other applicable legislation

³ Joint venture or Consortium means an association of persons for the purpose of combining

their expertise, property, capital, efforts, skill and knowledge in an activity for the execution

of a contract.

………………………………………... ….…………………………..

Signature Date

………………………………………. ……..………………………..

Position Name of Bidder



Page - 40 - of 97

2.1a – 8 Original Tax Clearance Certificate

[Valid original Tax Clearance Certificate obtained from SARS to be inserted here]

IMPORTANT NOTES:

1. The following is an abstract from the Preferential Procurement Regulations 2001 promulgated with the

Preferential Policy Framework Act No 5 of 2000:

"Tax clearance certificate”

16. No contract may be awarded to a person who has failed to submit an original Tax Clearance

Certificate from the South African Revenue Service (“SARS”) certifying the taxes of that person to be

in order or that suitable arrangement have been made with SARS."

2. The ST 5.1 form: Application for Tax Clearance Certificate (in respect of tenders), must be completed

by the tenderer in every detail and submitted to the Receiver of Revenue where the tenderer is

registered for income tax purposes. The Receiver of Revenue will then furnish the tenderer with a Tax

Clearance Certificate that will be valid for 6 months from date of issue, unless otherwise

indicated on the certificate issued by SARS. This Tax Clearance Certificate must be submitted

in the original as an integral part of the tender.

Each party to a Consortium / Joint Venture / Sub-contractors must complete a separate Tax Clearance

Certificate.

Failure to submit an original valid Tax Clearance Certificate will inevitably invalidate the tender.

3. An example of the Application for Tax Clearance Certificate which Tenderers may use to apply for the

Tax Clearance Certificate is included hereafter and is available at any Receiver's Office.



Page - 41 - of 97

2.1a – 9 Owner/Director Registration and Qualification

[Original certified copy of the owner/director’s registration and qualification to be inserted

here]

Attached hereto is the original certified copy of the owner/director’s registration and qualification.

Failure to submit a valid proof of the relevant registration and qualification of at least one of the

owners/directors (Systems Engineering / Business Analysis / Industrial Engineering / Value

Engineering) with the tender offer will lead to disqualification.



Page - 42 - of 97

2.1a – 10 Key person’s Professional Project Management Registration

[Original certified copy of at least one of the key person’s Professional Project Management

Registration to be inserted here]

Attached hereto is the original certified copy of at least one of the key person’s Professional Project

Management Registration. Failure to submit a valid proof of the foresaid documentation will lead to

disqualification.



Page - 43 - of 97

2.1a – 11 COIDA or Letter from the Department of Labour

[Original certified copy of the COIDA certificated or Letter from the Department of Labor to be

inserted here]

Attached hereto is the original certified copy of the COIDA certificated or Letter from the Department of

Labor. Failure to submit a valid proof of the foresaid documentation will lead to disqualification.



Page - 44 - of 97

2.1a – 12 Company Registration

[Original certified copy of the company registration to be inserted here]

Attached hereto is the original certified copy of the company registration. Failure to submit a valid

proof of the foresaid documentation will lead to disqualification.



Page - 45 - of 97

2.1a – 13 Notarised Join Venture or Consortium Agreement

[Copy of the Notarized Join Venture or Consortium Agreement to be inserted here, if

applicable]

Attached hereto is the Copy of the Notarized Join Venture or Consortium Agreement. Failure to submit

a valid proof of the foresaid documentation will lead to disqualification. (if applicable)



Page - 46 - of 97

2.1a – 14 List of all shareholders/directors with original certified copies

of their IDs

[List of all shareholders/directors of the company or the consortium/joint venture with the

original certified copy of shareholders/director’s ID to be inserted here]

Attached hereto is the List of all shareholders/directors of the company or the consortium/joint venture

with the original certified copy of shareholders/director’s ID. Failure to submit the foresaid

documentation will lead to disqualification.



Page - 47 - of 97

2.1b – 1 Financial Offer of PPMIS (Phase 2)

Bidders are required to provide Financial Offer as per table below based on the detailed scope of work

specified under section 3.3 below. Failure to submit the detailed financial offer for the life circle of the project

will lead to disqualification.

Stage Description Total Hours

allocated

Cost

(Excluding Vat))

Stage 1: Inception

Stage 2: Confirm Functional Specifications

Stage 3:

Develop Technical Specifications and

preliminary advice on Technical

Solution

Stage 4: Viability of Recommended Technical

Solutions

Stage 5: Procurement of Technical Solution

Stage 6: Implementation and Commissioning of

PPMIS

Stage 7: Closure

Disbursements Latest DPW rates table applicable

Total

In the event where additional professional services are required, on top and above the scope specified under

section 3.3 below, the IDT will only accept as hourly rates, the latest DPW hourly rates applicable.

Signed Date

Name Position

Tenderer

Company

Registration

Number



Page - 48 - of 97

2.1c – 1 B-BBEE (Broad Black Economic Empowerment)

[A Valid Original or Original certified copy of the B-BBEE certificate to be inserted here]

Attached hereto is the original or original certified copy of the B-BBEE Certificate issued by a

verification agency accredited by SANAS/ IRBA accredited verification Agency. Failure to submit the

foresaid documentation will result in loosing points under the evaluation process in terms of B-BBEE

status.

Bidders tendering as joint ventures / consortiums are required to submit an original consolidated B-

BBEE certificate from a SANAS accredited verification agency in order to qualify for points for the B-

BBEE status level.



Page - 49 - of 97

2.1c – 2 Company Experience

The Tenderer shall provide details of his relevant experience on similar scale projects above implemented in the past 5 years. In support tendreres are to

complete the “Project Experience” schedule below and attach thereto copies of (a) Letters of Appointment, and (b) all the relevant Completion Certificates

PROJECT NAME BRIEF PROJECT

DESCRIPTION

Client Details PROJECT VALUE

(Including VAT) START DATE

COMPLETION DATE Name Telephone Email

A

B

C

D

E



Page - 50 - of 97

2.1c – 3 Clients Reference on Similar Projects

The Tenderer shall provide client reference letter detailing the tenderer performance on each of the previous

projects listed in the “Relevant Experience” returnable schedule. “Client Reference” should be issued by

each of the respective Clients in the client letter heads for the projects listed in the “Relevant Experience”

returnable schedule.

The following information should be included in the Clients Reference Letter for each project:

.... Project Name

.... Project Scope

.... Project Cost

.... Project Duration

Performance Evaluation of the tenderers

... Any other remarks considered necessary to assist in evaluation of the tenders



Page - 51 - of 97

2.1c – 4 CVs of Proposed Key Persons, Qualifications & Competencies

of Key Staff

Please describe the management arrangements for the required scope.

You are requested to include:

1. An organisation chart showing the operational and management structure for the project.

2. CVs proposed programme team. Each CV shall attached proof of professional registrations and proof of

qualification (both documents should be original certified copies)

3. Details of the location (and functions) of offices from which the works/services will be managed.

Summary of items attached to this Schedule:

Signed Date

Name Position

tenderer



Page - 52 - of 97

2.1c – 5 Original Certified Copies of Qualifications of the Key Personnel

[Original certified copy of key personnel qualifications to be inserted here]

Attached hereto is the original certified copy of the key personnel qualifications. Failure to submit the

foresaid documentation will result in loosing points under the evaluation process in terms of

functionality/quality requirements.



Page - 53 - of 97

2.1c – 6 Original Certified Copies of Professional Registration Certificate

of the Key Personnel

[Original certified copy of key personnel professional registrations to be inserted here]

Attached hereto is the original certified copy of the key personnel qualifications. Failure to submit the

foresaid documentation will result in loosing points under the evaluation process in terms of

functionality/quality requirements.

Bidders with professional certification in addition to those mentioned previously, within the Built

Environment will be considered favourably. (i.e. Pr. Arch, Pr. Eng (Civil, Structural, etc.)



Page - 54 - of 97

2.1c – 7 Approach and Methodology

[Specific Approach and Methodology proposal to be inserted here]

Attached hereto is the Specific Approach and Methodology proposal for the implementation of the

Programme/Project Management Information Systems (PPMIS) Phase 2. Failure to submit an

adequate Approach and Methodology proposal will result in loosing points under the evaluation

process in terms of functionality/quality requirements.



Page - 55 - of 97

2.1c – 8 Project Schedule

[Specific Project Schedule to be inserted here]

Attached hereto is the Specific Project Schedule proposal for the implementation of the

Programme/Project Management Information Systems (PPMIS) Phase 2. Failure to submit an

adequate Specific Project Schedule proposal will result in loosing points under the evaluation

process in terms of functionality/quality requirements.



Page - 56 - of 97

3. SCOPE OF WORK OF PPMIS PHASE 2



Page - 57 - of 97

3.1 Background

In the last 10 years, the IDT has seen significant growth in the value of programme related works it

executes on behalf of various clients departments. The IDT has determined that the Information Systems

currently in use to support Programme Management are inadequate.

In an effort to achieve efficiency and to meet the demand as set out, the IDT needed to implement the

proposed Programme Management Information System (PPMIS). The PPMIS will focus on the

improvement and integration of all programme management related systems and processes.

A Programme Management software package and Information Management System which are

compatible with the business demands faced by the IDT must be procured and developed.

3.2 Status Quo

The IDT has structured the project in four phases which are defined as indicated in Figure 1

Figure 1: PPMIS Life Cycle

The current status quo of each phase is specified below:

Phase 0: Needs Analysis and System Review

This phase entailed holding workshops with all role-players in programme delivery in the

IDT and the identification of all systems currently utilised. The stage is complete.



Page - 58 - of 97

Phase 1: Development of Functional Specification

This stage involved the review, development and mapping of the business processes in

programme delivery in the IDT and development of the functional specification that will

inform the development of the information system. The stage is incomplete pending the

drafting of the necessary templates.

Phase 2: System Development and Procurement

THIS PHASE HAS NOT STARTED AND REQUIRED THE SERVICES OF THE

PROFESIONAL SERVICE PROVIDER ENTITY THAT WILL BE APPOINTED

Phase 3: System Maintenance

This phase has not started and is subjected to completion of Phase 2

3.3 Detailed Scope of Work

Professional Service Provider are required to provide the Project Management Services from inception

to closure in line with guideline scope listed below and also in line with the ten (10) project management

areas specified in the PMBOK edition five.

The PPPMIS deliverables shall be aligned to the current IDT governance structure, the National

Treasure Regulations, Preferential Procurement Policy Framework Act (PPPFA), the Infrastructure

Delivery Management System (IDMS) the Standard for infrastructure Procurement and Delivery

Management (SIPDM), the Construction Industry Development Board (CIDB) act and the 47 processes

specified across the 10 management areas of the PMBOK edition five.

At high level, the scope of work expected on each stage of the project will be as follows:

Stage 1: Inception

Receive, appraise and report on client’s requirements with regard to the following:

− Project brief

− Project management charter

− Advice on other matters that could influence project life cycle cost significantly.

− Develop Project Schedule Baseline

Deliverable:

Project Charter

Project Plan (Integration Management Plan)



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Stage 2: Review of Functional Specifications

Stage two (2) includes the process of managing and administering the Confirmation of Functional

Specifications for the PPMIS, including preparation and coordination of the necessary documentation to

facilitate the effective operation of an integrated PPMIS. This stage comprises but not limited to the

following activities and deliverables:

− Assess, realign and validate the current Functional Specification in line with the developed

Business Process according to best practice.

− Document final Business Process

− Develop Business Process Procedure Manuel

− Document final Functional Specification

Deliverables:

Final Business Processes

Business Process Procedure Manuel

Final Functional Specification

Stage 3: Develop Technical Specifications and preliminary advice on Technical Solution

Stage three (3) includes the process of managing and administering the Development of Technical

Specifications for the PPMIS, including preparation and coordination of the necessary documentation to

facilitate the effective operation of an integrated PPMIS. This stage comprises but not limited to the

following activities and deliverables:

− Manage engagement with various stakeholders.

− Develop the Technical Specification.

− Validated the technical Specification in line with the Functional Specification.

− Document final technical Specification.

− Conduct preliminary investigation of potential Technical Solutions and provide high level cost

estimated.

− Provide updated cost estimated of the configuration and/or development of the proposed solution

based on the final technical specification.

− Manage approval from the client.

Deliverables:

Final Technical Specification

Proposed Technical Solutions

Benchmark report on available Technical Solutions

Preliminary report on potential Technical Solutions cost estimate

Approval from the client



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Stage 4: Viability of Recommended Technical Solutions

Stage four (4) includes the process of managing and administering the Feasibility of recommended

Technical Solutions for the PPMIS, including preparation and coordination of the necessary

documentation to facilitate the selection of technical solution to achieve effective operation of an

integrated PPMIS. This stage comprises but not limited to the following activities and deliverables:

− Facilitate viability study of Technical Solutions.

− Submit the viability report with cost estimate and recommendation of Technical Solution.

− Manage engagement with various stakeholders.

− Manage approval from the client.

Deliverables:

Detailed Benchmark report on recommended Technical Solution/s

Feasibility Study of Technical Solution

Cost estimate of recommended Technical Solution/s

Approval from client

Stage 5: Procurement of Technical Solution

Stage five (5) includes the process of managing and administering the procurement of technical

Solution for the PPMIS, including preparation and coordination of the necessary documentation to

facilitate the effective operation of the procurement process. This stage comprises but is not limited to

the following activities and deliverables:

− Manage Procurement Process of Technical Solution

− Develop detailed procurement plan

− Develop Tender Documentation for procurement of Services Provider.

− Manage approval of Tender Document from the client.

− Advise various IDT Bid Committees (BSC, BEC)

− Address Bidders queries.

− Assist IDT with the Signing of the Contractual Documentation.

Deliverables:

Tender Document

Procurement Plan

Bid Specification Committee (BSC) documentation.

Bid Evaluation Committees (BEC) documentation.

Appointed Service Provider

Signed Contract between IDT & Technical Solution Services Provider



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Stage 6: Implementation and Commissioning of PPMIS

This includes the process of managing and administering the implementation and commissioning of the

PPMIS, including preparation and coordination of the necessary documentation to facilitate the effective

operation of an integrate systems. This comprises but is not limited to the following activities and

deliverables:

− Manage development and implementation of PPMIS (Systems)

− Evaluate and Monitor performance of the service provider

− Administrate the contract between the IDT and the Service Provider

− Manage the payment certification of the Service Provider

− Monitor the ongoing projects insurance requirements

− Monitor delays and extension of time.

− Manage scope, time, budget and quality required.

− Manage and monitor timeous submission and approvals required by the Services Provider

− Manage communication with various stakeholders (internal and external)

− Submit progress reports

− Testing of the System (PPMIS)

− Commissioning of the System (PPMIS)

− Manage development

− Manage Training to the selected IDT personnel

Deliverables

Updated Project Plan

Training plan

Training Manuals

Testing Reports

Integrated and Functional PPMIS deployed

Stage 7: Closure

This includes the process of managing and administering project close out, including preparation and

coordination of the necessary documentation to facilitate the effective operation of the project. This

comprises but is not limited to the following activities and deliverables:

− Develop Lesson Learn Report

− Manage the signing of the System Hand Over and Maintenance Plan

− Manage handover of the system design and coding (if applicable)

− Manage Project Final Account

− Develop Close-Out report



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Deliverable:

Lesson Learn Report

Signed Hand Over and Maintenance Plan for the System

System design and coding

Project Final Account

Close-Out report

Attention is required in the following areas but may not be limited accordingly:

Cost Reporting on a regular basis, monthly and as and when required by the client

Manage and provide reporting in conjunction with the Technical Solution Service Provider as

required by the client.

Manage change of scope if required.

Monitor time, scope, budget and quality

Ensure effective management of the Technical Solution Service Provider.

Effective records and information management

Ensure full compliance with applicable legislation and regulations

Manage all project documentation and information required

Manage Monthly meeting with IDT

Ensure contractual meetings take place on schedule

Submit Project Report monthly and as requested by the client

Manage all stakeholder engagements



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4. CONTRACT DATA

5.1 The appointed Professional Services Provider entity will enter into a Services Level

Agreement (SLA) with the employer (IDT).

5.2 The terms of the contract that will be signed between the parties have been stipulated under

Annexure B “Service Level Agreement” and under section 4 “Contract Data” of this

Tender Document

5.3 The engagement with the Professional Services Provider entity will be for the full scope of the

PPMIS project phase two (2) as specified in section 3.3 above; however the IDT will reserve

the right to terminated the contractual engagement with the Project Management entity at the

end of each stage, in the event that the project is put on hold or cancelled.

5.4 The IDT will pay the Professional Services Provider entity for the work done. In the event

where the project is put on hold or cancelled, the IDT will not be liable for any payments

related to the remaining work not implemented by the Professional Services Provider entity.

5.5 Disbursement cost will however be adjusted from time to time in line with applicable guideline

scope of services and tariff of fees for respective profession.

5.6 In the event where additional professional services are required, on top and above the scope

specified under section 3.3 below, the IDT will only accept as hourly rates, the latest DPW

hourly rates applicable.



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5. ANNEXURE:



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ANNEXURE A: Independent Development Trust Standard Conditions of Tender



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INDEPENDENT DEVELOPMENT TRUST

STANDARD CONDITIONS OF TENDER

JANUARY 2015



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1 General

Actions

1. The Independent Development Trust, Independent Development Trust's

Representative and each tenderer submitting a tender shall act as stated

in these Conditions of Tender and in a manner which is fair, equitable,

transparent, competitive and cost-effective.

The Conditions of Tender and the Tender Data shall not form part of any

contract arising from this invitation to tender.

Communication 2. Each communication between the Independent Development Trust and a

tenderer shall be to or from Independent Development Trust's

Representative only, and in a form that can be read, copied and

recorded. Communication shall be in the English language. The

Independent Development Trust takes no responsibility for non-receipt of

communications from or by a tenderer.

Independent

Development

Trust's rights to

accept or reject

any tender

3. The Independent Development Trust may accept or reject any variation,

deviation, tender, or alternative tender, and may cancel the tender

process and reject all tenders at any time prior to the formation of a

contract. The Independent Development Trust or Independent

Development Trust's Representative will not accept or incur any liability

to a tenderer for such cancellation and rejection, but will give reasons for

the action. The Independent Development Trust reserves the right to

accept the whole of any part of any tender.

4. After the cancellation of the tender process or the rejection of all tenders

the Independent Development Trust may abandon the proposed work

and services, have it performed in any other manner, or re-issue a

similar invitation to tender at any time.

2 Tenderer's obligations

The tenderer shall comply with the following obligations when submitting a

tender and shall:



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Eligibility 1 Submit a tender only if the tenderer complies with the criteria stated in the

Evaluation Criteria.

Cost of tendering 2 Accept that the Independent Development Trust will not compensate the

tenderer for any costs incurred in the preparation and submission of a

tender.

Check documents 3 Check the tender documents on receipt, including pages within them, and

notify the Independent Development Trust's Representative of any

discrepancy or omissions.

Copyright of

documents

4 Use and copy the documents provided by the Independent Development

Trust only for the purpose of preparing and submitting a tender in response

to this invitation.

Standardised

specifications and

other publications

5 Obtain, as necessary for submitting a tender, copies of the latest revision of

standardised specifications and other publications, which are not attached

but which are incorporated into the tender documents by reference.

Acknowledge

receipt

6 Preferably complete the Receipt of invitation to submit a tender form

attached to the Invitation and return it within five days of receipt of the

invitation.

7 Acknowledge receipt of Addenda to the tender documents, which

Independent Development Trust's Representative may issue, and if

necessary apply for an extension to the deadline for tender submission, in

order to take the Addenda into account.

Site visit and / or

clarification

meeting

8 Attend a site visit and/or clarification meeting at which tenderers may

familiarise themselves with the proposed work, services or supply, location,

etc. Details of the meeting are stated in the Tender Advert.

Seek clarification 9 Request clarification of the tender documents, if necessary, by notifying

Independent Development Trust's Representative earlier than the closing

time for clarification of queries.

Pricing the tender 10 Include in the rates, prices, and the tendered total of the prices (if any) all



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duties, taxes (except VAT), and other levies payable by the successful

tenderer. Such duties, taxes and levies are those applicable 14 days prior to

the deadline for tender submission.

11 Show Value Added Tax (VAT) payable by Independent Development Trust

separately as an addition to the tendered total of the prices.

12 Provide rates and prices that are fixed for the duration of the contract and not

subject to adjustment except as provided for in the conditions of contract.

13 State the rates and Prices in South African Rand unless instructed otherwise

as an additional condition in the Tender Data. The selected conditions of

contract may provide for part payment in other currencies.

Alterations to

documents

14 Cannot make any alterations or additions to the tender documents, except to

comply with instructions issued by the Independent Development Trust's

Representative or if necessary to correct errors made by the tenderer. All

such alterations shall be initialled by all signatories to the tender.

Corrections may not be made using correction fluid, correction tape or the

like.

Alternative tenders 15 Submit alternative tenders only if a main tender, strictly in accordance with all

the requirements of the tender documents is also submitted. The alternative

tender is submitted with the main tender together with a schedule that

compares the requirements of the tender documents with the alternative

requirements the tenderer proposes.

16 Accept that an alternative tender may be based only on the criteria stated in

the Tender Data and as acceptable to Independent Development Trust.

Submitting a

tender

17 Submit a tender for providing the whole of the works, services or supply

identified in the Terms of Reference unless stated otherwise as an additional

condition.

19 Submit the tender as an original plus and provide an English translation for

documentation submitted in a language other than English. Tenders may not

be written in pencil but must be completed in ink.



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20 Sign the original and all copies of the tender where indicated. Independent

Development Trust will hold the signatory duly authorised and liable on

behalf of the tenderer.

21 Accept that Independent Development Trust will not assume any

responsibility for the misplacement or premature opening of the tender if the

outer package is not sealed and marked as stated.

Note:

Independent Development Trust prefers not to receive tenders by post, and

takes no responsibility for delays in the postal system or in transit within or

between Independent Development Trust offices.

Where tenders are sent per fax, Independent Development Trust takes no

responsibility for difficulties in transmission caused by line or equipment

faults.

Where tenders are sent via courier, Independent Development Trust takes

no responsibility for tenders delivered to any other site than the tender office.

Independent Development Trust employees are not permitted to deposit a

tender into the Independent Development Trust tender box on behalf of a

tenderer.

Closing time 22 Ensure that Independent Development Trust has received the tender at the

address and in the tender box or fax specified in the Tender Advert no later

than the deadline for tender submission. Proof of posting will not be taken by

Independent Development Trust as proof of delivery. Independent

Development Trust will not accept a tender submitted telephonically, E-mail

or by telegraph unless stated otherwise in the Tender Data.

23 Accept that, if Independent Development Trust extends the deadline for

tender submission for any reason, the requirements of these Conditions of

Tender apply equally to the extended deadline.

Tender validity 24 Hold the tender(s) valid for acceptance by Independent Development Trust

at any time within the validity period after the deadline for tender submission.

25 Extend the validity period for a specified additional period if Independent

Development Trust requests the tenderer to extend it. A tenderer agreeing

to the request will not be required or permitted to modify a tender, except to



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the extent Independent Development Trust may allow for the effects of

inflation over the additional period.

Clarification of

tender after

submission

26 Provide clarification of a tender in response to a request to do so from

Independent Development Trust's Representative during the evaluation of

tenders. This may include providing a breakdown of rates or Prices. No

change in the total of the Prices or substance of the tender is sought, offered,

or permitted except as required by Independent Development Trust's

Representative to confirm the correction of arithmetical errors discovered in

the evaluation of tenders. The total of the Prices stated by the tenderer as

corrected by Independent Development Trust's Representative with the

concurrence of the tenderer, shall be binding upon the tenderer

Submit bonds,

policies etc.

27 If instructed by Independent Development Trust's Representative (before the

formation of a contract), submit for Independent Development Trust's

acceptance, the bonds, guarantees, policies and certificates of insurance

required to be provided by the successful tenderer in terms of the conditions

of contract.

28 Undertake to check the final draft of the contract provided by Independent

Development Trust's Representative, and sign the contract all within the time

required by these Conditions of Tender. The Independent Development Trust

to sign and issue the contract.

Fulfil BEE

requirements

29 Comply with Independent Development Trust’s requirements regarding B-

BBEE, Youth-owned, Disabled-owned and Black Women-owned Suppliers.

3 Independent Development Trust's undertakings

Independent Development Trust, and Independent Development Trust's

Representative, shall:

Respond to

clarification

1 Respond to a request for clarification received earlier than the closing time

for clarification of queries. The response is notified to all tenderers.



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Issue Addenda 2 If necessary, issue to each tenderer from time to time during the period from

the date of the Invitation until the closing time for clarification of queries,

Addenda that may amend, amplify, or add to the tender documents. If a

tenderer applies for an extension to the deadline for tender submission, in

order to take Addenda into account in preparing a tender, Independent

Development Trust may grant such an extension and Independent

Development Trust's Representative shall notify the extension to all

tenderers.

Return late

tenders

3 Tenders will be deemed late if they are not in the designated tender box at

the date and time stipulated as the deadline for tender submission.

Tender opening 4 Open the tenders in the presence of the tenderers’ representatives who

choose to attend at the time and place stated in the Tender Data. Tenders

for which an acceptable notice of withdrawal has been submitted will not be

opened.

Non-disclosure 5 Not disclose to tenderers, or to any other person not officially concerned with

such processes, information relating to the evaluation and comparison of

tenders and recommendations for the award of a contract.

Grounds for

rejection

6 Consider rejecting a tender if there is any effort by a tenderer to influence the

processing of tenders or contract award.

Disqualification 7 Instantly disqualify a tenderer (and his tender) if it is established that the

tenderer offered an inducement to any person with a view to influencing the

placing of a contract arising from this invitation to tender.

Test for

responsiveness

8 Determine before detailed evaluation, whether each tender properly received

meets the requirements of these Conditions of Tender,

has been properly signed, and

Is responsive to the requirements of the tender documents.

9 Judge a responsive tender as one which conforms to all the terms,

conditions, and specifications of the tender documents without material

deviation or qualification. A material deviation or qualification is one which,

in Independent Development Trust's opinion would



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detrimentally affect the scope, quality, or performance of the works,

services or supply identified in the Contract Data,

change Independent Development Trust's or the tenderer's risks and

responsibilities under the contract, or

affect the competitive position of other tenderers presenting responsive

tenders, if it were to be rectified.

Non-responsive

tenders

10 Reject a non-responsive tender, and not allow it to be subsequently made

responsive by correction or withdrawal of the non-conforming deviation or

reservation.

Arithmetical errors 11 Check responsive tenders for arithmetical errors, correcting them as follows:

Where there is a discrepancy between the amounts in figures and in

words, the amount in words shall govern.

If a bill of quantities applies and there is a discrepancy between the rate

and the line item total, resulting from multiplying the rate by the quantity,

the rate as quoted shall govern. Where there is an obviously gross

misplacement of the decimal point in the rate, the line item total as

quoted shall govern, and the rate will be corrected.

Where there is an error in the total of the Prices, either as a result of

other corrections required by this checking process or in the tenderer's

addition of prices, the total of the Prices, if any, will be corrected.

12 Reject a tender if the tenderer does not accept the corrected total of the

Prices (if any).

Evaluating the

tender

13 Evaluate responsive tenders in accordance with the procedure stated in the

Evaluation Criteria. The evaluated tender price will be disclosed only to the

relevant Independent Development Trust tender committee and will not be

disclosed to tenderers or any other person.

Clarification of a

tender

14 Obtain from a tenderer clarification of any matter in the tender which may not

be clear or could give rise to ambiguity in a contract arising from this tender if

the matter were not to be clarified.

Acceptance of

tender

15 Notify the Independent Development Trust's acceptance to the successful

tenderer before the expiry of the validity period, or agreed additional period.

Providing the notice of acceptance does not contain any qualifying



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statements, it will constitute the formation of a contract between Independent

Development Trust and the successful tenderer.

Notice to

unsuccessful

tenderers

16 After the successful tenderer has acknowledged Independent Development

Trust’s notice of acceptance, unsuccessful tenderers must consider their

tenders unsuccessful if not contacted one month after date of tender closure.

Prepare contract

documents

17 Revise the contract documents issued by Independent Development Trust as

part of the tender documents to take account of

Addenda issued during the tender period,

inclusion of some of the tender returnables, and

Other revisions agreed between Independent Development Trust and the

successful tenderer, before the issue of the Independent Development

Trust's notice of acceptance (of the tender).

Issue final

contract

18 Issue the final contract documents to the successful tenderer for acceptance

within one week of the date of Independent Development Trust's notice of

acceptance.

Sign Contract 19 Arrange for authorised signatories of both parties to complete and sign the

original contract. If either party requires the signatories to initial every page

of the contract documents, the signatories for the other party comply with the

request.

Provide copies of

the contracts

20 Provide to the successful tenderer one copy of the contract on the date of

Independent Development Trust's acceptance of the tender.

ANNEXURE B: Service Level Agreement



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SERVICE LEVEL AGREEMENT

made and entered into by and between

THE INDEPENDENT DEVELOPMENT TRUST

TRUST NUMBER: 669/91

_________________________________________

_______________________________________

(Hereinafter referred to as “the IDT”)

and

Company Name

Registration Number: _______

Herein represented by _____________________________ in his capacity as the

__________________________, duly authorised

(Hereinafter referred to as “the Service Provider”)

Service Level Agreement- Remuneration Strategy & Framework

Page 2 of 97

PREAMBLE:

WHEREAS the Independent Development Trust (IDT) is a Schedule 2 Major Public Entity, a

Government Development Agency governed by its Deed of Trust, the Public Finance Management Act

(Act No. 1 of 1999), as amended by Act of No. 29 of 1999 (PFMA) and other relevant legislative

frameworks, reporting to Parliament through Ministry of Public Works;

WHEREAS the IDT remuneration framework has not been reviewed since 2002. Changes within the

Organization and in the Operating environment necessitate a review of the existing framework to ensure

that the Organization’s remuneration approach is aligned to the market and is consistent with public

sector remuneration;

WHEREAS the IDT wish to appoint a qualified and experienced service provider to develop

Remuneration Strategy, Framework and Policy to guide the remunerating philosophy, approach and

practices of the Organisation;

AND WHEREAS the Service Provider is prepared and has the necessary experience and expertise to

provide the services as independent audit firm, as stipulated in this Agreement.

NOW THEREFORE IT IS AGREED AS FOLLOWS:

1. INTERPRETATION AND DEFINITION

1.1 INTERPRETATION

In this Agreement, unless the context otherwise indicates:-

1.1.1 The headings to clauses of this Agreement are inserted for reference

purposes only and shall not govern or affect the interpretation thereof;

1.1.2 Any annexure to this Agreement will form an integral part hereof and words

and expressions defined in this Agreement shall bear, unless the context

otherwise requires, the same meaning in such annexure;

1.1.3 Unless the context clearly indicates a contrary intention, words importing the


Page 3 of 97

singular shall include the plural and vice versa;

1.1.4 references to any one gender shall include the other gender and any

reference to a natural person shall include a legal persona and vice versa;

1.1.5 Where the day on or by which anything is to be done is not a business day, it

shall be done on or by the first business day thereafter; and

1.1.6 where any number of days is prescribed in this Agreement, these shall be

reckoned as calendar days, exclusively of the first, inclusively of the last day,

unless the last day falls on a weekend or on a public holiday, in which case the

last day shall be the next succeeding day which is not a weekend or a public

holiday.

1.2 DEFINITIONS

Unless the context indicates otherwise, the following expressions shall bear the

meanings assigned to them and cognate expressions shall bear corresponding

meanings:

1.2.1 "the Agreement" means this Agreement, Service Provider’s Proposal, Terms

of Reference and Non-Disclosure Agreement;

1.2.2 “Effective Date” means, notwithstanding the signature date, 19th March 2016;

1.2.3 “Confidential Information” means information disclosed by the Disclosing

Party that (a) relates to the Disclosing Party’s past, present or future research,

development, business activities, products, services and technical knowledge,

and (b) either has been identified in writing as confidential or is of such a nature

(or has been disclosed in such a way) that it should be obvious to the other

Party that it is claimed as confidential. As used herein, the Party disclosing

Confidential Information is referred to as the “Disclosing Party” and the Party

receiving the Confidential Information is referred to as the “Recipient” or “the

Receiving Participant;


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1.2.4 “Intellectual Property” means intellectual property relating to this Agreement in

the form of any and all technical or commercial information, including, but not

limited to the following: specifications and formulae; know-how, data, systems

and processes; production methods; trade secrets; undisclosed inventions,

financial and marketing information; as well as registered or unregistered

intellectual property in the form of patents, trade- marks, designs, and copyright

in any works, including literary works or computer software programs;

1.2.5 “Project” means development of the Remuneration Strategy, Framework and

Policy, as detailed in the Terms of Reference and Service Provider’s proposal;

1.2.6 “Project Execution Plan” means the approach and methodology contained in

the Service Provider’s proposal and Detailed Execution Plan annexed hereto as

annexure C;

1.2.7 “Project Funds” means the approved professional fees for the execution of the

project;

1.2.8 “Termination Date” means 30th May 2016;

1.2.9 “VAT” means value-added tax as contemplated in the Value-Added Tax Act’

No 89 of 1991.

2. APPOINTMENT

2.1 The IDT hereby appoints the Service Provider as an independent contractor to execute

the project.

2.2 The Service Provider acknowledges that, notwithstanding any of the IDT’s actions, on

expiry of this agreement the Service Provider will have no expectation of an extension of

whatsoever nature of this agreement.

2.3 The IDT shall co-operate and timeously provide the Service Provider with information

that may be reasonably required for the provision of the Service Provider’s services.

This must exclusively be used for the services as stipulated in this agreement.


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2.4 The Service Provider shall at all times exercise professional and reasonable skill, care

and diligence in the execution of its services under this contract.

2.5 The Service Provider shall perform such other duties, related to this agreement, as may

from time to time be determined by the IDT.

2.6 The Parties agree that the relationship between them will be that of an independent

contractor and the IDT in no way intends an employer/ employee relationship to arise

out of this contract. The provisions of the Labour Relations Act and the Basic Conditions

of Employment Act will not be applicable to this relationship.

3. SCOPE OF WORK

3.1 The scope of work shall include, but not limited to:-

3.1.3 the development of a Remuneration Strategy, Framework and Policy to guide the

remuneration philosophy, approach and practices of the organisation. Such

Strategy, Framework and Policy should, among others be based on:-

3.1.3.1 instructive market research in relation to similar or comparative

Organisations and take into account the IDT’s own context, strategy and

aspirations;

3.1.3.2 a comparative analysis between the proposed IDT remuneration

framework, similar public sector entities and the public service

remuneration framework; and

3.1.3.3 the proposed remuneration strategy and framework taking into account

the considerations for the IDT to be rescheduled into a Schedule 3A

Public Entity.

4. DELIVERABLES


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The Service Provider must deliver the following deliverables by 30th April 2016:-

4.1 a report based on market research covering remuneration practices and frameworks of

similar or comparative organisations taking into account both 3A and Schedule 2 Public

Entities;

4.2 IDT’s Remuneration Strategy;

4.3 IDT’s Remuneration Framework;

4.4 IDT’s Remuneration Policy.

4.5 a report comparing the IDT’s Remuneration Framework with the public service and private

sector remuneration frameworks and practices, and providing a rationale for differences;

and

4.6 IDT’s remuneration scale and a migration or implementation plan for the recommended

remuneration scale.

5. DESIGNATED REPRESENTATIVE

5.1 The SERVICE PROVIDER shall report the daily operational matters of the implementation

process to the Senior Manager- CSU Executive Support, Ms Samkelisiwe Mtshali.

Email: [email protected],

Tel: (012) 845 2169.

5.2 For strategic matter, the SERVICE PROVIDER shall report to the Executive Head-CSU:-


Tel: (012) 845 2077.

5.3 The Service Provider hereby appoint Mr Raun Dylan Murray Smythe, Managing

Director-Human Capital, as a designate person to act as the representatives and who shall

have complete authority to receive instructions and to give information to the IDT on behalf

of the Service Provider.


Tel: (011) 026 3442.





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6. CO-OPERATION WITH OTHERS

6.1 The IDT may at its costs and in its own discretion engage such other Service Providers and

specialists as may be necessary for the execution of services supplementary to those

contained in this agreement.

4.2 The Service Provider shall execute its services, duties and obligations in terms of this

agreement in conjunction with any other Service Providers, IDT employees or other

persons and institutions which are providing services to the IDT.

4.3 The Service Provider shall only be responsible for its own performance and the

performance of its employees and/or specialists who have specifically been appointed by

the Service Provider to assist it with its services in terms of the agreement.

7. MANAGEMENT OF SCOPE CHANGE

7.1 On becoming aware of any matter which shall materially change or has changed timing of

the Service Provider obligations, the Service Provider must give immediate written notice

thereof to the IDT.

7.2 In the event the Service Provider identifies a need for a scope change, the Service Provider

will quantify the costs and submit the same to the IDT for consideration and written

approval.

7.3 The scope change will be considered by the IDT within 10 (ten) days of submission or

within any reasonable time, by the Service Provider.

7.4 The scope change shall only be valid, if communicated by the authorised representative of

the IDT to the Service Provider in writing.


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7.5 The IDT shall not be liable for the performance of additional services without the necessary

written approval as indicate in paragraph 5.4 above.

8. COMMENCEMENT AND DURATION

8.1 This Agreement will commence on the effective date and shall terminate on the termination

date, where after the Parties may renew this Agreement for such period of time and on

such additional terms and conditions as may be negotiated between them and agreed in

writing, unless this Agreement is terminated prior to such date in terms of clause 6.2 of this

Agreement.

8.2 The Parties may agree to terminate this Agreement at an earlier date by mutual written

consent between them.

6.1 The Parties agree that should this Agreement not be renewed after the termination date,

then the same shall be deemed to have terminated on the Termination Date.

9. TERMINATION

9.1 The parties agree that the IDT may suspend or terminate this agreement or part thereof, at

any time or at any given deliverable or part thereof if the services/deliverables or the

progress reports presented by the Service Provider are not to the satisfaction of the IDT, or

if the services are no longer required.

9.2 Any suspension or termination of this agreement or any deliverable or part thereof, must be

done on not less than ten (10) days written notice to the Service Provider.

9.3 Should this agreement or at any deliverable or part thereof be suspended or terminated in

terms of clause 7.1 above, the IDT shall remunerate the Service Provider for work

satisfactorily completed.

9.4 The IDT may terminate the Agreement on breach of the Agreement as stipulated in Clause

12 below.


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10. RESPONSIBILITIES OF THE PARTIES AND SCOPE OF WORK

10.1 The Service Provider

10.1.3 The Service Provider shall perform the services as more fully detailed in the Terms

of Reference and service provider’s proposal.

10.1.4 The above-mentioned services shall be executed in accordance with the detailed

Project Execution Plan, which is specifically incorporated herein.

10.2 The IDT

7.2.1 The IDT shall be-

7.2.1.1 responsible for providing guidance and necessary instruction to the

Service Provider;

7.2.1.2 payment of the Service Provider’s invoices in accordance with clause

10 of this agreement.

11. PROJECT FUNDS

11.1 The approved project funds for this project is an amount of _________________, VAT

inclusive, but excluding Disbursements for travel and substance outside Gauteng.

11.2 The Service Provider shall be entitled to the payment for disbursement costs, which

disbursements shall be in line with the National Treasury Instruction 01 of 2013/2014,

which introduced cost containment measures in all PFMA compliant institutions.

11.3 The project funds shall be paid to the Service Provider in accordance with clause 12

below.

12. PAYMENTS OF THE SERVICE PROVIDER’S INVOICES


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12.1 The Service Provider must provide the IDT with tax invoices reflecting actual services

rendered coupled with any other original supporting documentation or information, as

may be required by the IDT.

12.2 The tax invoice must include services satisfactory rendered and deliverables completed

in accordance with this agreement, as more fully elaborated in annexure D of the

Service Provider’s proposal.

12.3 The Service Provider’s fees, plus disbursements, if any, shall be billed on completion of

the assignment and payments of the Service Provider’s invoice shall be made within

thirty (30) days of submission of the invoice, unless the invoice is objected in

accordance with clause 12.4 below.

12.4 If any item or part of any item of an invoice submitted by the Service Provider is

disputed by the IDT, the IDT shall give notice thereof with reasons, to the Service

Provider within 10 working days.

13. DISPUTE RESOLUTION

13.1 Without detracting from a party’s right to institute action or motion proceedings in the

High Court or any Court of competent jurisdiction in respect of any dispute that may

arise out of or in connection with this agreement, the parties may, by mutual consent,

follow the Mediation and/or Arbitration procedure as set out in clause 13.4 and 13.5

below.

13.2 Notwithstanding any provisions of this agreement, either party may approach any court

of competent jurisdiction without first exhausting the Mediation and/or Arbitration

procedure referred to in this agreement.

13.3 Negotiation

13.3.3 Should any dispute, disagreement or claim arise between the parties (“the

dispute”) concerning this agreement, the parties shall try to resolve the dispute

by negotiation. This entails that one party invites the other party in writing to

meet and attempt to resolve the dispute within 5 (Five) days from the date of the

written invitation.


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13.3.4 The Parties undertake to extensively consult with each other in the event of a

dispute and to use their best endeavours to resolve such dispute amongst

themselves without recourse to litigation.

13.4 Mediation

13.4.3 In the event of any dispute arising between the parties, either party may declare

a dispute by notice to the other party.

13.4.4 Prior to litigation in terms of clause 13.2 above or submission of dispute to

arbitration in accordance with clause 13.5 below, the matter may first be

referred for mediation before the mediator appointed by agreement between the

parties to the dispute and failing an agreement within 10 (ten) business days of

the demand for mediation, then any party to the dispute shall be entitled to

forthwith call upon the President of the Law Society of Northern Provinces to

nominate the mediator.

13.4.5 The mediator shall have absolute discretion in the manner in which the

mediation proceedings shall be conducted.

13.4.6 The mediator shall deliver a copy of his reasoned opinion to each party within

twenty one (21) days of his appointment.

13.4.7 The opinion so expressed by the mediator shall be final and binding on the

parties, unless either party within twenty one (21) days of the delivery of the

opinion, notifies the other party of its unwillingness to accept the said opinion, in

which event the dispute may be referred to arbitration or to any competent court

with jurisdiction.

13.4.8 The costs of mediation shall be determined by the mediator and shall be borne

equally by the parties and shall be due and payable to the mediator on

presentation to them of his written account.

13.5 Arbitration


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13.5.3 In the event of the parties, or any of them, failing to accept the ruling of

the mediator, and subject to clause 13.2 above, the matter in dispute

may be referred to arbitration, by written agreement between the

parties. The arbitrator shall at the written request of either party be

appointed by the secretary of the Arbitration Foundation of Southern

Africa (“AFSA”). The arbitration shall be conducted in accordance with

the AFSA Commercial Rules, which arbitration shall be administered by

AFSA.

13.5.4 Should AFSA, as an institution, not be operating at that time or not be

accepting requests for arbitration for any reason, then the arbitration

shall be conducted in accordance with the AFSA rules for commercial

arbitration (as last applied by AFSA) before an arbitrator appointed by

agreement between the parties to the dispute or failing agreement

within 10 (ten) business days of the demand for arbitration, then any

party to the dispute shall be entitled to forthwith call upon the

chairperson of the Johannesburg Bar Council to nominate the arbitrator,

provided that the person so nominated shall be an advocate of not less

than 10 (ten) years standing as such. The person so nominated shall be

the duly appointed arbitrator in respect of the dispute. In the event of

the attorneys of the parties to the dispute failing to agree on any matter

relating to the administration of the arbitration, such matter shall be

referred to and decided by the arbitrator whose decision shall be final

and binding on the parties to the dispute.

13.5.5 Any party to the arbitration may appeal the decision of the arbitrator or

arbitrators in terms of the AFSA rules for commercial arbitration.

13.5.6 Nothing herein contained shall be deemed to prevent or prohibit a party

to the arbitration from applying to the appropriate court for urgent relief.

13.5.7 Any arbitration in terms of this clause 13.5 (including any appeal

proceedings) shall be conducted in camera and the Parties shall treat

as confidential details of the dispute submitted to arbitration, the

conduct of the arbitration proceedings and the outcome of the

arbitration.


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13.5.8 This clause 13 will continue to be binding on the Parties notwithstanding

any termination or cancellation of the Agreement.

13.5.9 The Parties agree that the written demand by a party to the dispute in

terms of clause 13.5.1 that the dispute or difference be submitted to

arbitration is to be deemed to be a legal process for the purpose of

interrupting extinctive prescription in terms of the Prescription Act, 1969.

13.5.10 The costs of arbitration shall be determined by the arbitrator or AFSA

and shall be borne equally by the parties and shall be due and payable

to the arbitrator on presentation to them of his written account.

13.5.11 Should any one party fail to pay its share of any administration fee or

cost when requested by the AFSA Secretariat, that party shall

automatically be excluded to participate in the arbitration process so

long as that party is in default of payment. Where one party is

excluded by reason of default, the Secretariat will revise the fees

payable by the remaining party to cover all costs and expenses,

subject to the right of the paying party to recover, if so ordered by the

arbitrator, from the non-paying party.

14. BREACH

11.1 If a Party ("Defaulting Party") commits any breach of this Agreement and fails to

remedy such breach within 14 (Fourteen) business days ("Notice Period") of written

notice requiring the breach to be remedied, then the Party giving the notice ("Aggrieved

Party") will be entitled, at its option –

11.1.1 to claim immediate specific performance of any of the Defaulting Party's

obligations under this Agreement, with or without claiming damages, whether

or not such obligation has fallen due for performance and to require the

Defaulting Party to provide security to the satisfaction of the Aggrieved Party

for the Defaulting Party's obligations; or

11.1.2 To suspend further payments to the Service Provider; or


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11.1.3 To appoint any other person or persons to complete the execution of the

project, in which event the Service Provider shall be held liable or costs

incurred in the appointment of such Service Provider as well as reasonable

costs of the process of delay; or

11.1.4 to cancel this Agreement, with or without claiming damages, in which case

written notice of the cancellation shall be given to the Defaulting Party, and the

cancellation shall take effect on the giving of the notice. Neither Party shall be

entitled to cancel this Agreement unless the breach is a material breach. A

breach will be deemed to be a material breach if –

11.1.4.1 it is capable of being remedied, but is not so remedied within the

Notice Period; or

11.1.4.2 it is incapable of being remedied or is not remedied within the Notice

Period, and payment in money will compensate for such breach but

such payment is not made within the Notice Period.

11.2 In the event that either Party commits an act of insolvency or is placed under a

provisional or final winding-up or business rescue, or judicial management order or if

either Party makes an assignment for the benefit of creditors, or fails to satisfy or take

steps to have set aside any judgment taken against it within 14 (Fourteen) business

days after such judgment has come to its notice, then the other Party will be entitled to

terminate the Agreement on written notice.

11.3 The Parties agree that any costs awarded will be recoverable on an attorney-and-own-

client scale unless the Court / Arbitrator specifically determines that such scale shall not

apply, in which event the costs will be recoverable in accordance with the High Court

tariff, determined on an attorney-and-client scale.

11.4 The Aggrieved Party's remedies in terms of this clause 11 are without prejudice to any

other remedies to which the Aggrieved Party may be entitled in law.

15. INTELLECTUAL PROPERTY AND COPYRIGHT


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13.1 The Service Provider acknowledges that the IDT may by operation of law become the

owner of the copyright in any work which is eligible for copyright and which is created or

executed by the Service Provider, whether alone or with others, in the course and scope

of its appointment.

13.2 Insofar as it may be necessary, the Service Provider cedes and assigns to the IDT, the

copyright on any work created or executed by it, whether alone or with others, in the

course and scope of its appointment as a Service Provider of the IDT, except for the

training manuals which were developed by the Service Provider and the Service

Provider has copyright.

13.3 The Service Provider undertakes not to exercise any residuary rights in respect of any

work created or executed by it, whether alone or with others, in the course and scope of

its appointment as a Service Provider of the IDT.

13.4 All work created or executed by the Service Provider and for which copyright exists

shall, unless the Service Provider establishes the contrary, be deemed to have been

created or executed in the course and scope of its appointment as a Service Provider of

the IDT.

16. MISCELLANEOUS MATTERS

14.1 Whole Agreement

14.1.1 This Agreement constitutes the whole of the agreement between the Parties

relating to the matters dealt with herein and, save to the extent otherwise

provided herein, no undertaking, representation, term or condition relating to the

subject matter of this Agreement not incorporated in this Agreement shall be

binding on either of the Parties.

14.1.2 This Agreement supersedes and replaces any and all agreements between the

Parties (and other persons, as may be applicable) and undertakings given to or

on behalf of the Parties (and other persons, as may be applicable) in relation to

the subject matter hereof.

14.2 Variations to be in Writing


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No addition to or variation, deletion, or agreed cancellation of all or any clauses or

provisions of this Agreement will be of any force or effect unless in writing and signed by

the Parties. The amendment of the Agreement shall be recorded as an addendum to

this Agreement.

14.3 No Indulgences

No latitude, extension of time or other indulgence which may be given or allowed by

either Party to the other in respect of the performance of any obligation hereunder, and

no delay or forbearance in the enforcement of any right of either Party arising from this

Agreement and no single or partial exercise of any right by either Party under this

Agreement, shall in any circumstances be construed to be an implied consent or

election by that Party or operate as a waiver or a novation of or otherwise affect any of

its rights in terms of or arising from this Agreement or estop or preclude it from enforcing

at any time and without notice, strict and punctual compliance with each and every

provision or term hereof. Failure or delay on the part of either Party in exercising any

right, power or privilege under this Agreement will not constitute or be deemed to be a

waiver thereof, nor will any single or partial exercise of any right, power or privilege

preclude any other or further exercise thereof or the exercise of any other right, power or

privilege.

14.4 No Waiver or Suspension of Rights

No waiver, suspension or postponement by either Party of any right arising out of or in

connection with this Agreement shall be of any force or effect unless in writing and

signed by that Party. Any such waiver, suspension or postponement will be effective

only in the specific instance and for the purpose given.

14.5 Provisions Severable

All provisions and the various clauses of this Agreement are, notwithstanding the

manner in which they have been grouped together or linked grammatically, severable

from each other. Any provision or clause of this Agreement which is or becomes

unenforceable in any jurisdiction, whether due to voidness, invalidity, illegality,

unlawfulness or for any other reason whatever, shall, in such jurisdiction only and only

to the extent that it is so unenforceable, be treated as pro non scripto and the remaining


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provisions and clauses of this Agreement shall remain of full force and effect. The

Parties declare that it is their intention that this Agreement would be executed without

such unenforceable provision if they were aware of such unenforceability at the time of

execution hereof.

14.6 Continuing Effectiveness of Certain Provisions

The expiration or termination of this Agreement shall not affect such of the provisions of

this Agreement as expressly provide that they will operate after any such expiration or

termination or which of necessity must continue to have effect after such expiration or

termination, notwithstanding that the clauses themselves do not expressly provide for

this.

14.7 Assignment

14.7.1 The Service Provider shall not cede or assign any of its rights and obligations in

terms of this Agreement to any third party without prior written consent of the

IDT.

17. CONFLICT OF INTEREST

The Service Provider shall at all times during the execution of the assignment use its best

endeavours to ensure that no action is taken by it or its personnel, agents or sub-contractors

which may result in or give rise to the existence of conditions which are prejudicial to or in

conflict with the best interests of the client.

18. INDEMNIFICATION

To the fullest extent permitted by law, the Service Provider shall indemnify and hold harmless

IDT and its officers, agents and employees from and against any and all claims, actions,

damages, liabilities, injuries, costs, fees, expenses, or losses, including, without limitation,

reasonable attorney’s fees and costs of investigation and litigation, whatsoever which may be

incurred by, or for which liability may be asserted against, IDT or any of its officers, agents or

employees arising out of any activities undertaken by, for, or on behalf of the IDT in the


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execution or implementation of this Agreement, including, but not limited to, the performance of

any contract or obligation directly or indirectly related to the project. Such obligation shall not be

construed to negate or abridge any other obligation of indemnification running to IDT which

would otherwise exist.

19. DOMICILIA AND NOTICES

17.1 For all purposes arising from or in connection with this Agreement, The Parties hereby

choose as their domicilium citandi et execuntandi for all purposes under this

Agreement whether in respect or court process, notices or other documents of

communications of whatever nature, the following addresses:-

17.1.1 The IDT:

Glenwood office park

Cnr. Oberon & Sprite Streets

Faerie Glen

Pretoria

South Africa

17.1.2 The Service Provider:

17.2 Either Party may change its domicilium or its address for the purposes of notices to any

other physical address or telefax number by written notice to the other Party to that effect,

provided that such domicilium must be a physical address within the Republic.Such

change of address will be effective 7 (seven) business days after receipt of the notice of

the change.

17.3 All notices to be given in terms of this Agreement will be given in writing and will –

17.3.1 be delivered by hand or sent by telefax, and by way of email;

17.3.2 if delivered by hand during business hours, be presumed to have been

received on the date of delivery. Any notice delivered after business hours or

on a day which is not a business day will be presumed to have been received


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on the following business day; and

17.3.3 if sent by telefax or email during business hours, be presumed to have been

received on the date of successful transmission of the telefax or email. Any

telefax or email sent after business hours or on a day which is not a business

day will be presumed to have been received on the following business day.

17.4 Notwithstanding the above, any notice given in writing, and actually received by the

Party to whom the notice is addressed, will be deemed to have been properly given and

received, notwithstanding that such notice has not been given in accordance with this

clause 17.

17.5 All notices contemplated under this Agreement must be delivered by hand or sent by

prepaid registered post, in which latter event a notice will be deemed to have been

received by the addressee (s) seven (7) days after the proven date of posting.

20. SPECIAL CONDITIONS

It is specifically agreed between the parties that before any payment is made, the IDT reserves

the right to verify and satisfy itself that the work has been satisfactory completed.

21. GOVERNING LAW

This Agreement shall be governed by and construed in accordance with the applicable laws of

the Republic of South Africa.

22. CONFIDENTIAL INFORMATION AND NON-DISCLOSURE

22.1 From time to time during the execution of this Agreement, Confidential Information may be

given by one Party to this Agreement (“the Disclosing Party”) to the other Party (“the

Recipient”).

22.2 The Receiving Party will treat and keep all Confidential Information as secret and

confidential and will not, without the Disclosing Party’s written consent, directly or


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indirectly communicate or disclose (whether in writing or orally or in any other manner)

Confidential Information to any other person other than in accordance with the terms of

this Agreement.

22.3 The Receiving Party will only use the Confidential Information for the sole purpose of

complying with its obligations under this Agreement.

22.4 Notwithstanding clause 22.1 (Confidential Information) the Receiving Party may disclose

Confidential Information:

22.4.1 to those of its Agents who strictly need to know the Confidential Information for

the sole purpose set out in clause 22.3 (Confidential Information) provided that

the Receiving Party shall ensure that such Agents are made aware prior to the

disclosure of any part of the Confidential Information that the same is

confidential and that they owe a duty of confidence to the Disclosing Party on

the same terms as contained in this Agreement. The Receiving Party shall at all

times remain liable for any actions of such Agents that would constitute a

breach of this Agreement; or

22.4.2 to the extent required by law or the rules of any applicable regulatory authority,

subject to clause 20.5 (Confidential Information) below.

22.5 If the Receiving Party is required to disclose any Confidential Information in accordance

with clause 22.4.1 (Confidential Information) above, it shall promptly notify the Disclosing

Party so that the Disclosing Party may have an opportunity to prevent the disclosure

through appropriate legal means and the Receiving Party shall co-operate with the

Disclosing Party regarding the form, nature, content and purpose of such disclosure or

any action which the Disclosing Party may reasonably take to challenge the validity of

such requirement.

22.6 The contents and the existence and the scope of this Agreement are Confidential

Information.

22.7 If any Confidential Information is copied, disclosed or used otherwise than as permitted

under this Agreement then, upon becoming aware of the same, without prejudice to any

rights or remedies of the Disclosing Party, the Receiving Party shall as soon as

practicable notify the Disclosing Party of such event and, if requested by the Disclosing


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Party, take such steps (including the institution of legal proceedings) as shall be

necessary to remedy (if capable of remedy) the default and/or to prevent further

unauthorised copying, disclosure or use.

22.8 Notwithstanding whether the Receiving Party uses the Confidential Information in

accordance with this Agreement or not (including modifying or amending the Confidential

Information), all Confidential Information shall remain the property of the Disclosing Party

and its disclosure shall not confer on the Receiving Party any rights of the Disclosing

Party (or its Agents), including Intellectual Property rights, over the Confidential

Information whatsoever beyond those contained in this Agreement.

22.9 Use by the Receiving Party of any Confidential Information in accordance with the terms

of this Agreement will not infringe the Intellectual Property of any other person and no

notification of any actual or potential claim alleging such infringement has been received

by the Disclosing Party.

22.10 The Receiving Party agrees to ensure proper and secure storage of all Confidential

Information and any copies thereof to at least the same standard as the Receiving Party

keeps its own Confidential Information. The Receiving Party shall not make any copies

or reproduce in any form any Confidential Information except for the purpose of

disclosure as permitted in accordance with this Agreement.

22.11 The Receiving Party shall keep a written record, to be supplied to the Disclosing Party

upon request, of the Confidential Information received and any copies made thereof and,

so far as is reasonably practicable, of the location of such Confidential Information and

any copies thereof.

22.12 Without prejudice to any other rights or remedies of the Disclosing Party, the Receiving

Party acknowledges and agrees that damages would not be an adequate remedy for any

breach by it of the provisions of this clause 20 (Confidential Information) and that the

Disclosing Party shall be entitled to seek the remedies of injunction, specific performance

and other equitable relief for any threatened or actual breach of any such provision buy

the Receiving Party or its Agents, and no proof of special damages shall be necessary for

the enforcement of the rights under this clause 22 (Confidential Information).

22.13 The Receiving Party recognises and acknowledges that the Confidential Information is of

a special, unique and extraordinary character to the Disclosing Party and the System and


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the disclosure, misappropriation or unauthorised use of such Confidential Information by

the Receiving Party cannot be fully compensated and that, further, any such disclosure,

misappropriation or unauthorised use of the Confidential Information shall cause

irreparable injury to the Disclosing Party and/or the System. The Receiving Party

expressly agrees, therefore, that the Disclosing Party, in addition to any rights and

remedies it may have under this Agreement or at law or in equity, shall be entitled to seek

injunctive and other equitable relief to prevent the breach, or the further breach, of any of

the provisions of this Agreement. The Receiving Party recognises and acknowledges that

the Confidential Information is of a special, unique and extraordinary character to the

Disclosing Party and the System and the disclosure, misappropriation or unauthorised

use of such Confidential Information by the Receiving Party cannot be fully compensated

and that, further, any such disclosure, misappropriation or unauthorised use of the

Confidential Information shall cause irreparable injury to the Disclosing Party and/or the

System. The Receiving Party expressly agrees, therefore, that the Disclosing Party, in

addition to any rights and remedies it may have under this Agreement or at law or in

equity, shall be entitled to seek injunctive and other equitable relief to prevent the breach,

or the further breach, of any of the provisions of this Agreement.

22.14 The Receiving Party agrees to reimburse the Disclosing Party for any and all losses,

liabilities, damages, costs, opportunity costs, and direct or indirect expenses (including

reasonable attorney’s fees, profit opportunity returns foregone and any court costs)

incurred by the Disclosing Party as a result of any prima facie breach of this Agreement

by the Receiving Party.

22.15 Notwithstanding whether or not this agreement is renewed, the Receiving Party shall

maintain the Confidential Information in confidence with the terms of this Agreement for a

period of five (5) years from the date of disclosure.

IN WITNESS WHEREOF, the Parties have duly executed this document as of the date first written

below.

THUS DONE and SIGNED at PRETORIA on this the ……….day of ____________2016

AS WITNESSES:

1. _________________________ _______________________


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For and on behalf of the IDT:

2. _________________________ _______________________

For and on behalf of the IDT:

THUS DONE and SIGNED at _______________ on this ___day of _______________ 2016

AS WITNESSES:

1. ___________________________

2. ___________________________

_______________________

For and on behalf of the Service

Provider: