ISRAEL AIRPORTS AUTHORITY Incorporated by the Israel ... · wildlife survey in the Timna International Airport (respectively the "Survey" and the "Project"), all pursuant to the terms

טלפון : 9750587 - 03, 03-9750581 פקס : 9711296- 03– 7015001כתובת : ת"ד 7, נמל התעופה הבינ"ל בן- גוריון 1

Address : P.O.Box 7, Ben-Gurion International Airport 7015001, Phone:972 3 9750587, Fax:972 3 9711296

ISRAEL AIRPORTS AUTHORITY Incorporated by the Israel Airports Authority Act, 1977

Open Tender No. 2014/070/0323 for the Execution of Birds and Wildlife Surveys in the Ilan and Asaf Ramon International Airport of Timna, Israel

1. Project Overview

The Israel Airports Authority (the "IAA") hereby requests proposals to participate in an open tender (the "Tender") for the execution of a birds and wildlife survey in the Timna International Airport (respectively the "Survey" and the "Project"), all pursuant to the terms and conditions stipulated in the Tender Documents (as defined below).

2. Invitation for Proposals

2.1. In connection with the aforementioned, the IAA invites any eligible participant

who complies with the requirements of this Invitation for Proposals (the “Invitation” and the "Bidder") to submit its proposal to the Tender, based upon the terms, covenants and provisions of this Invitation and the Tender Documents.

2.2. The complete written proposal of the Bidder (including all parts thereof), which is based on the terms and conditions specified in the Tender Documents, including Bidder's competitive Price Proposal (as defined hereunder), and including all forms, all duly prepared and signed in accordance with this Invitation, shall be referred to herein as the "Proposal".

2.3. The IAA reserves the right to reject any or all Proposals and/or to reissue and/or to cancel this Invitation process, and/or to alter or amend this Invitation, for any reason and at its sole discretion.

3. Tender Documents

3.1. This Invitation, including all annexes attached hereto, and together with the contract for the execution of a survey of birds and wildlife in the Timna International Airport (the “Contract”) and any appendices thereto shall constitute the tender documents (the "Tender Documents").

3.2. The Tender Documents can be reviewed at the IAA Offices and on the Website

(as defined below). A printed copy of the Tender Documents can be obtained through the Website or at the IAA Offices in digital format (CD) (as a PDF file).

3.3. For the avoidance of doubt, it is clarified that the Bidder shall not be entitled to make any modification of any kind in the Tender Documents (including in any Addenda issued in respect of the Invitation). Furthermore, it is clarified that the printed version of the Tender Documents that was deposited in the Tender Box (as defined below) shall be the sole binding copy in respect of this Tender (the "Binding Copy").



3.4. In this respect, it is emphasized that any other copy of the Tender Documents, including, without limitation, a copy which was printed by the Bidder as aforesaid from the Website and/or any Proposal Form and/or any Bidder Statement Form submitted by any Bidder through any digital media, and any other document which was edited by the Bidder and submitted to the IAA, shall not replace the Binding Copy and shall not prevail over the Binding Copy.

3.5. Review of Tender Documents - Any person and/or entity requesting to participate in the Tender shall be entitled to review the Tender Documents as follows:

3.5.1. At the offices of the IAA at Ben Gurion International Airport, Terminal

1, Room B209 on the2nd floor (the "IAA Offices"), Sunday through Thursday between 10:00 to 12:00 until October 20th, 2014, during the holidays (24-25 September and 8-18 October 2014) the logistics department offices will be closed.

3.5.2. On the IAA website: www.iaa.gov.il (the "Website").

3.6. Any Addenda (as defined in Section 12 hereunder) issued by the IAA shall constitute an integral part of the Tender Documents, and can be reviewed by any person at the IAA Offices and/or on the Website, as specified above.

4. Time Schedule

4.1. Without in any way limiting the right of the IAA to change or postpone any of the following dates in accordance with the provisions of this Invitation, the expected schedule for the Tender Process and the submission of Proposals is as follows: Issuance of Invitation - September 15th 2014 Last date for submission of Bidders’ Requests for Clarifications

- October 19st 2014

Bidders' Tour and Conference - October 21st 2014 Bids Submission Date - November 3rd 2014 Validity of the Proposals - May 31st 2015

4.2. The IAA shall be entitled, at any time, to change and/or postpone any of the

abovementioned dates. Notification of such changes shall be delivered to all Bidders. In any event of such extension, the rights and obligations of the IAA and of the Bidders previously subject to such deadlines shall be extended accordingly. For the removal of doubt it is clarified, that nothing herein shall be construed as granting an extension of any kind.

4.3. Any change and/or extension as aforementioned shall not derogate from any of the IAA's rights according to the Tender Documents and any applicable law, and the Bidders hereby irrevocably waives and shall be prevented from raising any claim and/or demand in this regard.



5. Participation and Participation Fee

5.1. In order to participate in this Tender, a Bidder must possess the relevant qualifications and comply, inter alia, with the requirements set forth in the Threshold Requirements that are specified in section 6.1 below. Participation in this Tender Process will be at all times dependent upon such Bidder’s compliance with all of the terms and conditions set forth in the Tender Documents, in their entirety.

5.2. The submission of one Proposal by multiple entities, i.e. two or more entities who join together to submit one proposal, shall not be allowed, and any such joint proposal shall be disqualified.

5.3. Bidders shall not coordinate and/or cooperate and/or relate with any other Bidder participating in the Tender in connection with the submission of their Proposals to the Tender.

5.4. Neither the Bidder nor any interested party therein nor directors or officers thereof are or shall be residents or nationals of a country which does not have diplomatic relations with the State of Israel and/or of a country which does not have full trade relations with the State of Israel.

5.5. Any advisors and consultants to the IAA shall not be entitled to participate in this Tender process, without IAA's prior written approval. Any Proposal of Bidder who employ and/or engage with any IAA consultant, directly or indirectly, may be disqualified.

5.6. Participation in this Tender is subject to payment of participation fee in the

amount of NIS 1,500 (fifteen hundred New Israeli Shekels), including V.A.T, (the "Participation Fee"). Any entity interested in participating in this Tender shall pay the Participation Fee to the IAA in one of the following ways:

5.6.1. By cash or check - at the IAA Revenue Department located in the

entrance floor of the IAA main office building at Ben Gurion International airport between 10:00 to 12:00, Sundays to Thursdays, and no later than October 20th, 2014, during the holidays (24-25 September and 8-18 October 2014) the revenue department offices will be closed

5.6.2. By credit card - through the Website, not later than October 19th 2014 at 23:30.

5.7. A Bidder who did not pay the Participation Fee on or before the specified dates

shall not be entitled to submit a Proposal, and any Proposal submitted by such Bidder will be disqualified.

5.8. Together with the payment of the Participation Fee, each Bidder shall provide the IAA with its updated contact details, including its full name, identification number, address, phone number, facsimile number and e-mail address.



5.9. The IAA shall deliver to the Bidder (to the address provided by such Bidder as aforesaid) a receipt for the payment of the Participation Fee, bearing the Bidder's name, and duly signed by the IAA authorized representative (the "Invoice").

5.10. The IAA shall not be responsible for any damage and/or loss and/or expense, of any kind whatsoever, incurred by a Bidder and/or anyone on its behalf, due to any fault and/or error and/or omission, of any kind, in respect with the details stipulated by the Bidder in accordance with Section 5.8 above, or due to any fault and/or error and/or lack of availability of the Website, and the Bidder hereby irrevocably waives and shall be prevented from raising any claim and/or demand in this respect.

5.11. It is hereby clarified that the Participation Fee is nonrefundable, unless in circumstances where the IAA chooses on its sole discretion to cancel this Tender, and the Bidder herby irrevocably waives and shall be prevented from arising any claim and/or suit in this respect.

6. Threshold Requirements

6.1. Only Bidder who fully meets all the threshold requirements stipulated in this Section 6 (the "Threshold Requirements") as at the Bids Submission Date, shall be entitled to participate in the Tender:

6.1.1. Bidder who is experienced in the execution of birds and wildlife

surveys and who has executed at least 2 birds and wildlife surveys, one of them at least in night conditions.

6.1.2. Bidder whose proposed project manager Employed for the purpose of the Contract: 6.1.2.1. Is a qualified zoologist holding a master's degree or a Doctorate

in zoology or a wildlife ecologist holding a master's degree or a Doctorate in wildlife ecology and has experience of at least 8 consecutive years ending on the Bids Submission Date. For the purpose of this Invitation, “Masters degree” and “Doctorate” –an academic degree from a superior education recognized institute. For the purpose of this Invitation, “Employed” either as employee or free-lancer.

6.1.2.2. Has executed at least two birds and wildlife surveys, at least one of them in night conditions during the last 8 consecutive years ending on the Bids Submission Date.

6.1.2.3. Concentrated, planned, directed and executed birds and wildlife surveys, including activities related to presence, activity, observation, data collection and analysis, drafting reports which



sum up the survey findings and drafting reports about the localization of attraction causes.

6.1.3. The Bidder shall have participated (by itself or by anyone on its behalf)

in the Bidders conference and tour (as defined below in Section 20).

6.1.4. The Bidder or anyone on its behalf has paid the Participation Fee.

6.2. It is hereby emphasized that the Threshold Requirements and any other requirements stipulated in the Tender Documents must exist in the Bidder itself, unless explicitly specified otherwise.

6.3. Any Bidder who previously entered into a contract with the IAA, and such contract was terminated by the IAA within the three years preceding this Invitation, as a result of the Bidder's non-compliance with the contract terms and breach of contract, shall not be entitled to submit its Proposal to this Tender, and in the event such Bidder does submit a Proposal – such Proposal shall be disqualified.

6.4. The IAA may, at its sole discretion, disqualify any Bidder who was announced as the awarded bidder, in any other tender or competitive procedure issued by the IAA within the 3 years preceding this Invitation, and thereafter withdrew its proposal and/or provided the Tenders Committee with misleading information and/or otherwise acted during the tender process in a devious manner.

6.5. Additionally, the IAA shall be entitled, at its sole discretion and subject to giving to the Participant a right of objection thereto, to disqualify the bid and/or the participation of a participant to the procedure, with which the IAA has had a negative, bad or failure experience, including lack of reliability, significant lack of satisfaction with regard to the services provided to the IAA by him or anyone on its behalf, and/or as a result of its unfair or unsuitable behavior, and such in the framework of a precedent transaction, between the IAA and the same bidder in which the services provided were similar to those to be furnished under the present procedure.

7. Preparation of the Proposals The Proposals shall be submitted in accordance with the following provisions:

7.1. Demonstrating Compliance with Threshold Requirements - In order to

demonstrate compliance with the Threshold Requirement specified in section 6.1 above, Bidder shall submit a signed declaration in the form attached as Annex A to this Invitation ("Bidder's Statement Form"). The Bidder's Statement Form shall include any and all documents as stipulated in the Statement Form that are required to demonstrate compliance with the Threshold Requirements.

7.2. Bidders shall prepare and submit their Proposals in accordance with the Tender

Documents and in strict conformity with the submission requirements specified in this Invitation (the "Submission Requirements"). Bidders shall fill-in all relevant forms in an accurate and detailed manner, disclosing all the information



requested, as well as any additional information or data required to clarify, substantiate and, in general, support the Proposal.

7.3. Language of the Proposals – The Proposals including any supplementary

materials and printed literature, as well as any request for clarification shall be submitted in English or Hebrew only. Supporting documents and printed literature furnished by a participant in any other language should be accompanied with a translation to Hebrew or English (authenticated by a Notary Public), in which case, for purposes of interpretation, the translation to Hebrew or English (as the case may be), shall prevail.

7.4. Number of copies - the Proposals must be submitted in two (2) printed copies of

which one will be clearly marked as an original. The Bidder shall also include in its Proposal one (1) CD containing a copy of the Price Proposal (in envelope No. 2) and one (1) CD containing the Technical Proposal (in envelope No. 1), in PDF format.

7.5. Signatures - the original and all copies of the Proposal shall be signed by the

Bidder through the Bidders authorized representative duly authorized to sign on behalf of the Bidder, such authorization to be indicated by the written power of attorney that will be attached to the Proposal. All pages of the Tender Documents, including the Contract and this Invitation shall be initialed by the authorized signatory of the Bidder that is signing the Proposal. Wherever an attorney authorization is required, there shall be a confirmation by an attorney that the signatory is authorized to commit such Bidder in relation to the document on which such signatures appear.

7.6. No unauthorized modifications - any unauthorized conditions, limitations,

modifications, supplements, reservations, disclaimers or provisions made by the Bidder and incorporated in the Proposal, which were not submitted by the Bidder to the IAA in accordance with the provisions of Section 13 (Clarification of the Tender Documents) and approved by the IAA in the form of an Addendum to this Invitation, issued in accordance with the provisions of Section 12 (Addendum), may cause disqualification of such Bidder's Proposal, all in accordance with the IAA's sole and absolute discretion.

7.7. The Proposals shall contain no hand written additions or erasures, except as

necessary to correct errors made by the Bidder, in which case such corrections shall be initialed by the Bidder's authorized signatory. Proposals containing erasures, alternatives of form, conditions not called for, or incomplete Proposals may be disqualified.

7.8. The IAA shall not allow the submission of a partial Proposal and may disqualify

any Proposal that shall be partial or incomplete.

8. Submission of the Proposals - Instructions to Bidders

8.1. The IAA shall not allow the submission of a partial Proposal and may disqualify any Proposal that shall be partial or incomplete.



8.2. The Proposals shall be submitted in accordance with the provisions of this Invitation, as follows:

8.2.1. The Bidder shall prepare and submit the Proposal in a sealed

envelope which shall be clearly marked: "Tender No. 2014/070/0323 for the Execution of Birds and Wildlife Surveys in the International Airport of Timna, Israel”

8.2.2. The envelope shall contain the following documents all duly filled-in

and signed:

(i) Statement Form - a signed declaration in the form attached as Annex A, evidencing that Bidder complies with the Threshold Requirements stipulated in section 6.1 above. The Bidder's Statement Form shall include any and all documents as stipulated in the Statement Form that are required to demonstrate compliance with the Threshold Requirements;

(ii) Tender Documents – Bidder shall submit all Tender

Documents, including this Invitation, the Contract, and any Request for Clarification and/or Addenda issued by the IAA. All Tender Documents shall be initialed/Bidders stamp or seal in each page, by the duly authorized signatory of the Bidder;

(iii) Invoice for payment of the Participation Fee or a printed copy

of a receipt for the payment of the Participation Fee generated through the Website;

(iv) Price Proposal:

Each Bidder shall specify in Section 1 of the Price Proposal Form, the PPI as of the Submission Date and shall attach a reference to the authorized authority publishing the updated rate of the PPI in its country of origin. Each Bidder shall specify in Section 1 of its Price Proposal Form, the currency in which all the Proposed Prices are stipulated. The prices proposed by the Bidder in its Price Proposal (the "Proposed Prices") shall be stipulated by the Bidders without Israeli V.A.T (regardless of its applicability).

8.3. Submission Date - Proposals shall be submitted to the IAA and delivered to the designated tenders box located in the IAA's main office building, at Ben Gurion Airport, in room 140 on the 1stfloor, (the "Tender Box"), during business hours (Sunday through Thursday between the hours: 8:30 – 15:00) and no later than November 3rd 2014 at 10:00 AM (the “Submission Date”).



The IAA shall be entitled, at its sole discretion, to change and/or postpone the Submission Date by posting the new Submission Date on the Website and/or by providing a written notice to the Bidders. Any Proposals submitted after the Submission Date, shall not be opened by the IAA and shall be returned unopened to sender.

9. Validity of Proposals Each Proposal shall be valid until May 31, 2015 ("Proposal's Validity Date"). The IAA shall be entitled, from time to time, and at its sole discretion, to extend the Proposal Validity Date for additional periods, by submitting a written notice to Bidders.

10. Evaluation of the Proposals

The Tenders Committee will evaluate the Proposals to the Tender in accordance with the following process (the "Evaluation Process"):

10.1. Stage A – Compliance with the Threshold Requirements and Submission Requirements

The IAA shall review the contents of the envelope, including the Bidder's Statement Form and other documents required under Section 8.2 above, and shall determine whether the Bidder fully complies with all requisite Threshold Requirements and any other general requirements for the submission of the Proposal in accordance with this Invitation. The evaluation of the Proposals in Stage A shall be carried out on a "Go/No-go" basis and shall not be graded. Without derogating from the IAA's rights pursuant to Section 15 below, the Proposals of Bidders who do not fully comply with all the Threshold Requirements and Submission Requirements shall be disqualified. The IAA shall continue and review in Stage B only such proposals of Bidders who successfully passed Stage A.

10.2. Stage B - Price Proposal:

10.2.1. The IAA shall evaluate each Bidder's Total Proposal Price stipulated in

the Price Proposal Form (the "Total Proposal Price" or "TPP"), and shall calculate each Bidder's Relative Price Proposal based on the following formula:

Pmin/Px*100 = P

P - Relative Price Proposal Pmin - The lowest TPP of all Bidders Px - Bidder's TPP

Bidder's Relative Price Proposal shall constitute 100% of Bidder's Total Evaluated Grade.



10.2.2. For purpose of evaluation, the IAA shall add to the TPP of any Bidder, the sum of customs and other taxes applicable for the import of the System and the Spare Parts to Israel, according to the applicable customs and duties regulations, including those imposed in accordance with the Free Trade Agreements, and under the applicable HS Coding, valid on the Submission Date (the "Import Taxes").

10.2.3. In this Invitation, the term "Free Trade Agreement" shall mean a

bilateral agreement signed by the government of the state of Israel and the government of another country, for the implementation, elimination and/or reduction of customs and duties tariffs on imported products.

10.2.4. The Bidders acknowledge that the IAA is not in a position to provide

tax advice, and it is strongly recommended that Bidders will consult with their tax advisor or customs agent, to determine the Import Tax consequences of their Proposals.

10.3. Final Grade - Bidder's Relative Price Proposal shall constitute 100% of Bidder's

Total Evaluated Grade.

10.4. Bidder with the highest Total Evaluated Grade, that has fully complied with all the obligations and instructions as stipulated in this Invitation, and who has complied with all Threshold Requirements and Submission Requirements shall be announced as the awarded Bidder with respect to this Tender (the "Awarded Bidder").

10.5. The announcement of a Bidder as the Awarded Bidder, any notice related

thereto, any information related to disqualification and/or failure of a Bidder to comply with any of the requirements of this Invitation, shall be delivered to the Bidders exclusively by the secretary of the IAA’s Tender Committee (the “Secretary”). Any announcement and/or declaration submitted to Bidders in the matter mentioned above, whether orally or in writing, by any entity other than the Secretary, shall be deemed invalid, and Bidder shall not rely thereon in any manner and for any purpose or use. Bidder relying on such announcement and/or declaration shall do so at its own risks.

11. Request for Clarifications Issued by the IAA

11.1. Without derogating from the IAA’s rights pursuant hereto and to the Price Proposal Form, the IAA may request from any of the Bidders to clarify, supplement, and/or amend any item contained in its Proposal and/or to delete, disregard, withdraw, or correct any reservations therein and/or to submit any additional information, details and explanations, which the IAA considers necessary for the evaluation of its Proposal (including with regard to the Threshold Requirements, and the Price Proposal).

11.2. Bidders shall comply with such request for clarification issued by the IAA and

shall submit all clarifications and additional information requested within the time period stipulated in such request.



11.3. Bidder’s responses to the request of the IAA shall be attached to the Proposal submitted by the Bidder and shall form an integral part of the Proposal. Such response shall replace and/or take precedence over corresponding items in the Proposal that are lacking or contradictory to the said response.

12. Amendments and Addenda to the Tender Documents

12.1. The IAA may for any reason, whether at its own initiative or in response to a clarification requested by a prospective Bidder or in response to any other request, modify or amend the Tender Documents by issuing an amendment or addendum to the Tender Documents (the "Addendum"). Any Addendum issued by the IAA shall become an integral part of the Tender Documents and be deemed incorporated therein.

12.2. The IAA shall notify the Bidders of any such Addendum in any way the IAA

may deem fit. It is the Bidder’s sole responsibility to ascertain which Addenda were issued prior to the Submission Date, to consider its content and be familiar with its terms and the Bidder hereby irrevocably waives and shall be prevented from raising any claim and/or demand in this respect. The Bidders shall print each Addendum and attach it to their Proposal.

12.3. For the avoidance of doubt it is hereby clarified, that only Addenda that were

issued by the IAA, in accordance with the provisions of this Section 0, shall bind the IAA. Any modification, amendment, reservation, clarification, revision, addendum, elimination or other change of any of the provisions of the Tender Documents or any part thereof, made by a Bidder in any manner whatsoever, may cause disqualification of such Bidder's Proposal, all in accordance with the IAA's sole and absolute discretion.

12.4. Without derogating from the aforementioned, Proposals, which contain any

alteration, addition, omission, condition, limitation or show irregularity of any kind, may be rejected by the IAA. Notwithstanding the above, the IAA reserves the right to waive any irregularities, technicalities or informalities in any Proposal, and not to reject any or all Proposals.

12.5. The Bidders will be required to acknowledge in writing receipt of any such

Addendum provided, however, that such Addendum shall be effective whether or not the Bidders so acknowledge receipt of the Addendum.

12.6. The IAA may extend the submission deadlines as it deems necessary in

accordance with the IAA’s sole discretion, in order to give the Bidders time in which to take an Addendum into account in preparing their Proposals,

13. Clarifications of Tender Documents

13.1. Bidders are responsible for examining the Tender Documents with appropriate care and for being informed with any and all conditions which may in any way affect their participation in the Tender, including the preparation and submission of the Proposals and the fulfillment of their obligations in accordance with the terms of the Tender Documents.



13.2. Bidders requiring any further information or clarification of the Tender

Documents (including any request to amend any of the terms of the Contract), may request clarification of the Tender Documents, in writing, to the contact information indicated below ("Bidder's Request for Clarifications").

13.3. Any Bidder's Request for Clarifications shall be submitted in writing by no later

than October 19th , 2014 ("Last Date for Bidder's Request for Clarifications") and shall be addressed to the undersigned to facsimile number +972-3-9711296 and E-mail address [email protected].

13.4. Any Bidder's Request for Clarifications submitted at a later date may be

regarded or disregarded, at the sole discretion of the IAA. The Bidders shall specify in the Bidder's Request for Clarifications the relevant section in the Tender Documents to which their question relates.

13.5. The decision to respond to such Bidder's Request for Clarifications will be at the

sole discretion of the IAA. IAA's response provided to any Bidder's Request for Clarifications and/or any Addendum to the Tender Documents which may be issued by the IAA as a result of such Bidder's Request for Clarifications, will be provided in writing to all participants who paid the participation fee and shall be published on the Website.

13.6. The IAA's written response and/or any Addendum issued by the IAA in

accordance with section 12 above, shall constitute an integral part of these Tender Documents and shall bind all Bidders accordingly.

13.7. The IAA has no obligation to respond to any Bidder's Request for Clarifications,

or to clarify or interpret the Tender Documents further to such Bidder's Request for Clarifications. The IAA shall not be held liable for, or be bound by and Bidders shall not rely on any replies, information or instructions not issued pursuant to the provisions of this section 13.

13.8. It is the Bidder’s sole responsibility to ascertain which Addenda were issued

prior to the Submission Date, to consider their content and be familiar with their terms. The Bidders shall print each Addendum and attach it to their Proposal.

13.9. If a prospective Bidder finds discrepancies in, or omissions from, the Tender

Documents or should it be in doubt as to their meaning or intent, it shall at once inform the IAA in writing.

14. Deviation from Estimate

14.1. Bidder hereby acknowledges that the IAA intends to perform an estimation of the work underlying this Tender (the “Estimate”), and that such Estimate will be deposited in the Tender Box, prior to the Submission Date.

14.2. Without derogating from any rights of the IAA according to the Tender

Documents and/or applicable law, the IAA shall be entitled to evaluate the Price Proposal of the Bidders in comparison to the Estimate.



14.3. In circumstances of a Material Gap (as defined below), the IAA shall be entitled

to perform any or all of the following, at its sole and absolute discretion:

14.3.1. Perform any examination concerning such Material Gap between the Estimate and the Valid Proposals, by way of conducting a hearing in person or in writing and/or by way of reexamination by the IAA professionals of the Estimate and the relevant Price Proposal.

14.3.2. Disqualify such Proposal with respect to which a Material Gap exists, and under such circumstances, announce the Bidder with the second best Valid Proposal as the Awarded Bidder.

14.3.3. Make an announcement of the Awarded Bidder in accordance with the terms of the Tender Documents, despite the existence of a Material Gap.

14.3.4. Cancel the Tender, according to the provisions of section 15.2 below. 14.3.1. Instruct the Bidders to submit new and improved Proposals in a special

procedure which will be carried out by the IAA for that purpose. 14.3.2. Decide on a partial performance of the work underlying the Tender

and/or divide such work between several Bidders, and instruct all Bidders to offer alternative price proposals, corresponding to such partial performance demand (the "Alternative Price Proposal").

14.4. In this Section 14-

"Valid Proposal" shall mean a Price Proposal which complied with the threshold Requirements and all other requirements specified in the Invitation through all stages up to the stage of the evaluation of the Price Proposal. "Maximum Deviation Rates" shall mean the positive or negative rates of deviation from the Estimate that were determined by the Tenders Committee during the preparation of the Estimate. "Material Gap" shall mean a positive or negative gap, as the case may be, between the lowest Valid Proposal, out of the Valid Proposals that are higher than the Estimate, and the Maximum Deviation Rates or between the highest Valid Proposal, out of the Valid Proposals that are lower than the Estimate, and the Maximum Deviation Rates.

14.5. It is further clarified, that the provisions of this Section14 shall not derogate

from the IAA's rights in accordance with regulations 21(a)(1) and 23(a) of the Tender Regulations,5753 – 1993 (the "Regulations"), and the IAA shall be entitled, at its sole and absolute discretion, to demand from any Bidder who submitted a Valid Proposal to submit a renewed and improved proposal according to Section 17e(2) of the Regulations, in the event of any gap (positive or negative, as the case may be), which shall be discovered between the Price Proposal of such Bidder and the Estimate.

14.6. The Bidder hereby acknowledges the IAA's rights and prerogatives as stipulated

in this Section 14, and fully and irrevocably waives, and shall be prevented from



raising any demand and/or claim in connection with the IAA exercising such rights.

14.7. For the removal of doubt it is clarified that nothing in this section 14 shall

derogate from any of the IAA's rights pursuant to section15 below.

15. Reservation of Rights

15.1. It is hereby expressly clarified that the IAA shall not be obligated to accept the best Price Proposal or any of the Proposals to this Invitation.

15.2. Notwithstanding any of the above, the IAA reserves the right to cancel the

Tender and/or not to sign the Contract with the awarded Bidder, for any reason whatsoever, at its sole discretion and without having to provide reasons for its so doing. In the event that the Tender was cancelled after the announcement of an Awarded Bidder, and such cancellation was not for reasons attributable to the Awarded Bidder, regardless if the Contract was signed or not, the Awarded Bidder shall be entitled to a refund of the Participation Fee. Except for the refund of the Participation Fee, Awarded Bidder shall not be entitled to any additional refund or compensation of any sort.

15.3. Each Bidder agrees that any such refund specified in Section15.2 above shall

serve as agreed compensation and shall be the full and exhaustive payment that the Awarded Bidder shall be entitled to in connection with the Tender and its cancellation, and the Awarded Bidder hereby waives and shall be prevented from raising any claim and/or demand with respect to any additional relief, remedy, compensation or indemnification related thereto.

15.4. It is clarified, that in the event that the Tender is cancelled and/or that the IAA

decides at its sole discretion not to engage with the Awarded Bidder, the IAA shall be entitled, inter alia:

15.4.1. to approach the second ranked Bidder (whose Price Proposal was the

lowest of all the Valid Proposals, besides the Proposal of the Awarded Bidder); and/or

15.4.2. to issue a new tender; and/or 15.4.3. to take any other actions in accordance with applicable law, for the

execution of the Contract.

16. Award of Contract The Awarded Bidder shall execute and deliver to the IAA the duly signed Contract within 10 days following the announcement by the IAA of such Bidder as the Awarded Bidder in accordance with Section 0. The Contract will enter into force only upon its signature by the IAA. For the removal of doubt it is clarified that the Contract constitutes an integral part of the Tender.



17. Responsibility of Bidders Each Bidder shall carefully examine this Invitation (with all its appendices and attachments) and shall evaluate all aspects of the Tender and the Project that may be deemed to affect, directly or indirectly, its participation in the Tender and its Proposal. Failure of the Bidder to examine the Tender Documents and any of their terms shall not release the Bidder from its obligations pursuant to the Tender Documents and full compliance with its Proposal.

18. Review of the Awarded Bidder's Proposal

18.1. Following the announcement by the Tenders Committee of the Awarded Bidder,

each Bidder shall be entitled to review the Awarded Bidder's Proposal and the resolutions of the Tenders Committee, all in accordance with Sections 21(v) and 21(vi) of the Regulations, subject to payment of NIS 500 plus V.A.T to the IAA and after prior coordination with the secretary of the Tenders Committee (the "Review").

18.2. A Bidder that is in the opinion that certain parts of its Proposal constitute

commercial or professional secret which should remain confidential during the Review, shall mark the relevant parts as "confidential" and specify the reasons for such requestin the designated place in the Statement Form (the "Confidentiality Request"). Notwithstanding the above, any prices included in the Proposal, and any information necessary for demonstrating compliance with the Threshold Requirements and the Mandatory Requirements shall not be considered confidential information.

18.3. The IAA shall have sole discretion with respect to accepting or rejecting the

Confidentiality Request, and the withholding of confidential information from the Review.

19. Tender Costs

Unless otherwise explicitly provided in the Tender Documents, all costs and expenses incurred by the Bidder in connection with its participation in the Tender and the preparation of the proposals shall be borne by the Bidder. For the avoidance of doubt it is hereby clarified that the Bidder shall not be entitled to claim any compensation or indemnification from the IAA with respect to any damage, loss, cost or expense incurred as a result of an act, or an omission of the IAA in relation to the Tender, including any cancellation, postponement or delay suffered by the Tender process.

20. Bidders Tour and Conference

20.1. Bidders who paid the Participation Fee shall be invited by the IAA to attend a

Bidders' conference and a tour of the IAA's sites, during which the IAA shall present the Tender Documents and provide explanations and clarifications regarding the Tender Documents, the Project and the potential sites for the ground stations.



20.2. The IAA may also allow the Bidders to perform various inspections at all the Sites during the Bidders tour and conference.

20.3. The Bidders tour and conference shall take place on October 21st 2014 at 11:00 , at the Timna airport and its vicinity .

20.4. The participation in the Bidders tour and conference is mandatory. Any Bidder who failed to participate in the Bidders tour and conference shall not be entitled to submit a Proposal, and if a Proposal is submitted by such Bidder, it shall be disqualified.

21. No Assignment

21.1. All Bidders, including the Awarded Bidder, hereby undertake not to assign or

otherwise transfer, directly or indirectly, any of its rights and obligations in connection with the Tender, and not to enter into any partnership and/or form any other entity for such purpose, unless with the prior written consent of the IAA.

21.2. The IAA shall have sole discretion whether or not to approve any assignment

and/or transfer, and any such assignment not approved by the IAA shall be null and void.

22. Intellectual Property The Tender Documents and any and all intellectual property right therein are exclusively owned by the IAA and are provided to the Bidders only for the purpose of participation in the Tender Process.

23. Governing Law This Invitation and the Tender shall be governed and construed in accordance with the laws of the State of Israel including the Mandatory Tenders Law 5752-1992, and the Mandatory Tender Regulations 5753 – 1993. The courts of Tel Aviv-Jaffa, Israel shall have exclusive jurisdiction in any and all disputes arising out of or relating to this Invitation and/or Tender.

Mr. Carmel Goldberg Senior Contracts Manager Logistics Department



Map of Ben Gurion airport This map provides directions for delivery to the address stipulated in Section 8.3 of the Invitation. For removal of doubt it is clarified that, any information included in this map or any error or omission therein, shall not derogate from Bidders responsibilities to deliver the Proposal on time as stipulated in Section 8 of the Invitation.



APPENDIX A Statement Form

Tender No. 2014/070/0323 I the undersigned, an authorized signatory of ___________ [name of Bidder](the "Bidder"), hereby certify and declare that the Bidder complies with the Threshold Requirements specified in section 6.1 of the Invitation for Proposals in the framework of the Tender no. 2014/070/0323 for the execution of birds and wildlife surveys in the Timna International Airport (the "Tender"). This Statement Form constitutes an integral and inseparable part of the Bidder's Proposal, pursuant to the terms of the Invitation issued by the IAA and the Tender Documents. All capitalized terms in use in this Statement Form shall have the meaning ascribed thereto in the Invitation and the Tender Documents. 1. Details of Bidder:

Name: Business Address: Phone: Facsimile: E-mail: Registration Number: Country of Incorporation: Israeli Representative*: *for non-Israeli companies only, if such Israeli Representative exists Does the Bidder have an Israeli subsidiary or affiliate company? Yes No If yes – identify and provide details: Authorized Share Capital: Major Shareholders: Executive Officers:

Authorized Signatories:

2. Compliance with Threshold Requirements

2.1. We hereby declare and confirm that, as at the Bids Submission Date, we are

experienced in the execution of birds and wildlife surveys and have executed at least 2 birds and wildlife surveys, one of them at least in night conditions.



2.2. The project manager Employed on our behalf for the purpose of the Contract:

2.2.1. Is a qualified zoologist holding a masters degree or a Doctorate in zoology or a wildlife ecologist holding a masters degree or a Doctorate in wildlife ecology and has experience of at least 8 consecutive years ending on the Bids Submission Date.

For the purpose of this Invitation, “Masters degree” and “Doctorate” –an academic degree from a superior education recognized institute.

For the purpose of this Invitation, “Employed” either as employee or free-lancer.

2.2.2. Has executed at least two birds and wildlife surveys, at least one of

them in night conditions during the last 8 consecutive years ending on the Bids Submission Date.

2.2.3. Concentrated, planned, directed and executed birds and wildlife

surveys activities, in the fields of presence, activity, observation, data collection and analysis, drafting reports which sum up the survey findings and drafting reports about the localization of attraction causes.

2.3. We have participated (by ourself or by anyone on our behalf) in the Bidders

conference and tour.

2.4. We have paid the Participation Fee.

3. Bidder further represents, agrees and undertakes as follow:

3.1. The Bidder is duly incorporated, organized and validly existing under the laws of the jurisdiction in which it is organized;

3.2. The Bidder shall be bound by the Proposal and any provision stipulated thereto, including any and all the terms and conditions stipulated herein, which shall be valid for the entire Contract Period (as defined in the Contract).

3.3. Neither the Bidder nor any interested party therein or directors or officers thereof are residents or nationals of a country which does not have diplomatic relations with the State of Israel and/or of a country which does not have full trade relations with the State of Israel;

3.4. The Bidder has all requisite corporate power and authority and all the approvals, permits, licenses, etc. for the ownership and operation of its properties and for the carrying on of its business as currently conducted (including the participation in this Tender and all of its undertakings under the Tender Documents);



3.5. There are no actions or proceedings pending nor, to the best knowledge of the Bidder and after due investigation, actions or proceedings which might result in any material or adverse change in the Bidder’s business, operations, affairs, condition, assets, prospects, cash flow or any of its properties or assets;

3.6. After having thoroughly and carefully read the Tender Documents, we hereby acknowledge and declare to have studied and satisfied ourselves as to all relevant matters and details which can affect the execution of the Project by us in accordance with the provisions of the Contract, including, without limitation, the scopes of supply, Works and Services and their completion periods, all risks related in the Technical Requirements (financial and technical), and fully understanding the substance of the Project and required Works, equipment, Services and risks, are pleased to submit our Proposal as defined in the Tender Documents;

3.7. We agree to all of the provisions of the Tender Documents and we submit our Proposal in accordance with the terms and provisions contained therein;

3.8. We have all rights and are legally entitled to use all information and intellectual property contained in the Proposal;

3.9. The proposal is accurate, complete and up-to-date on the Submission Date, in accordance with the requirements of the Tender Documents;

3.10. The Proposal is not made in the interest of, or on behalf of, any undisclosed person, corporation, company, voluntary association, partnership, trust, or unincorporated association;

3.11. The Proposal is genuine and not collusive or sham;

3.12. We have not, directly or indirectly, induced or solicited any other Bidder to put in a false or sham Proposal, and has not by itself, or directly or indirectly, colluded, arranged or agreed with any Bidder to secure any advantage against any other Bidder, or to secure any advantage against the IAA of anyone interested in the Project;

3.13. We participate in the Tender in accordance with the provisions of the Tender Documents.

3.14. We understand that the submission of our Proposal shall not be deemed in any way to create an obligation on the part of the IAA to award us with the Contract; that the IAA has the right to reject, as it deems appropriate, the Proposal submitted by us; and that the IAA has the right, as it deems appropriate, to annul the Tender Process and to reject all Proposals at any time; and

3.15. Incorporated hereto, made an integral part of the Proposal, are all Tender Documents, attachments, annexes and appendices (including this statement).



3.16. Neither the execution, delivery and performance of our respective

obligations pursuant to the Contract (i) contravenes or violates any provisions of any Law; (ii) conflicts with or violates in any material respect any provisions of the Bidder’s Articles of Association; or (iii) conflicts, violates or will result in a breach, of any of the terms, covenants, conditions or provisions of any Contract or instrument to which the Bidder are party to, or by which they or any of their properties or assets are bound or to which they are subject, or constitutes a default under such agreement or instrument.

4. In accordance with section 0 of the Invitation and for the reasons specified below,

we hereby request that the following documents shall remain confidential: ________________________________________________________ ________________________________________________________ ________________________________________________________ We acknowledge and agree that the IAA, at its sole and absolute discretion, shall have the sole and independent discretion whether or not to accept said confidentiality request and we shall have no claim, demand and/or right regarding to or arising out of the aforesaid.

Name of Bidder

Signature(s) and Corporate Seal

Date Confirmation of signatory rights by an attorney (*)

Date

(*) The attorney via his confirmation attests and confirms that the signatory(ies) on behalf of the Bidder is/are authorized to sign on behalf of the Bidder and to commit such entity for purposes of the above stated Statement Form.



APPENDIX B Price Proposal Form

This Price Proposal Form constitutes an inseparable part of the Proposal of the Bidder in response to the Invitation issued by the IAA on _______, for a Tender No. 2014/070/0323 for the execution of birds and wildlife surveys in the Timna International Airport. Except as specifically defined, added or modified herein, all terms used in this Price Proposal Form shall have the same meaning ascribed to them under the Tender Documents. 1. General Information

1.1 Each Bidder shall fill in the Proposed Prices Table attached as Annex1 hereto.

1.2 All the Prices stipulated in this Proposal Form are stipulated in

_________________ (enter currency).

1.3 The Official Customer Price Index in the country where the Bidder is located at is: _________________________ (the “CPI”) and is published at (enter website):__________________________.

1.4 The Bidder shall attach to Annex 1 (Proposed Prices Table), the manufacturer’s official price list of the spare parts for the Automatic Hose Retriever Systems and Telescopic Ducting.

2. Guidelines and Instructions of Submission of the Price Proposal

2.1 The prices proposed by the Bidder shall be in accordance with the terms,

guidelines and instructions set forth herein.

2.2 The Price Proposal submitted by the Bidder shall be completed in full. As such: (i) Bidders are required to stipulate in each column and row of the tables below, all relevant information, as requested. Bidders are not entitled to delete, ignore or omit any of the columns and rows of said tables.

2.3 The Bidder shall not stipulate negative prices or discount percentages (as applicable). Should the Bidder stipulate negative prices in any of the tables below, or if the Bidder did not quote a price for any item in the tables, the IAA shall be entitled, at its sole and absolute discretion, to attribute to such components a price of "0", and this without derogating from Bidder's full responsibility to provide the IAA with said equipment, products and/or services, in accordance with the terms and conditions of specified in the Tender Documents, free of charge.

2.4 All amounts quoted in the Price Proposal shall be exclusive of VAT.



2.5 Bidders are not entitled to express any reservations, conditions or otherwise set any limitations with respect to the Price Proposal and/or to any item or component or service contained therein.

2.6 Should any reservation, arithmetic error, modification or fault appear in the Bidder's Price Proposal, for any reason whatsoever (including if due to willful or negligent act of the Bidder), the IAA shall be entitled, at its sole discretion, to take any or all of the following action: (i) to disqualify the Proposal; (ii) to request from the Bidder clarifications with regard to such reservation, error, modification or fault and then accept or reject it, at its sole discretion; (iii) to disregard such reservation, error, modification or error in the evaluation of the Proposal;

2.7 Should the Bidder quote by mistake, a price in the wrong column or wrong row

of any of the tables, the IAA shall be entitled, without prejudice to any other remedy at its disposal pursuant to this section and any applicable law, to consider this price as if quoted for the relevant item.

2.8 Should the Bidder stipulate one price for numerous components, the IAA shall be entitled, without prejudice to any other remedy at its disposal pursuant to this section 2 and any applicable law, to consider this price as relating, separately, to any of the components, or otherwise, as if it relates jointly to all of the components.

2.9 Should the Bidder stipulate numerous prices for the same component, then without prejudice to any other remedy at its disposal pursuant to this section 2 and any applicable law, the IAA shall be entitled to consider the lowest price as the relevant price for said component, for the purpose of evaluating Bidder’s Price Proposal and determining the consideration to be paid to such Bidder. The above mentioned in this section shall also apply in circumstances in which the Bidder divided a component into numerous sub-components.

2.10 Should the Bidder stipulate a price which does not correspond to the

quantitative information stipulated by the IAA (e.g., the quantitative information related to weight, size, time, numbers, quantities, etc.), the IAA shall be entitled, without prejudice to any other remedy at its disposal pursuant to this section 2 and any applicable law, to consider the stipulated price as if applying to the quantitative information provided by the IAA.

2.11 Should the Bidder stipulate a price which does not correspond to the qualitative

standards regarding a service, as stipulated by the IAA, the IAA shall be entitled, without prejudice to any other remedy at its disposal pursuant to this section 2 and any applicable law, to consider the price stipulated by the Bidder as applying to the qualitative standards stipulated by the IAA.

2.12 In the event that the mathematical calculation of the total price stipulated in each of the tables of the Price Proposal does not correspond to the prices, the quantities or the percentages stipulated by the Bidder in the relevant table thereof, the IAA will be entitled to recalculate such totals, taking into account



the prices, the quantities or the percentages stipulated by the Bidder in the relevant columns of the such tables.

2.13 By affixing its signature on this Price Proposal the Bidder fully and irrevocably

warrants and undertakes that it acknowledge and agree to the powers of the IAA as stipulated herein, and Bidder hereby fully and irrevocably waives, and shall be precluded from raising any claim and/or demand in connection with the IAA exercising such powers and/or arising as a result of their implications, including such claims and demands regarding manipulation of tender and lack of equality.

2.14 For the removal of doubt, nothing herein shall derogate from any of the rights

of the IAA pursuant to section 15 of the Invitation.

2.15 We are aware of that The IAA shall add to the Total Price of our Proposal, the sum of Customs Taxes applicable on the import the equipment proposed by us, that the IAA is not in a position to provide tax advice, and that it is strongly recommended that we consult with a tax advisor or customs agent with respect.

3. Bidder’s Undertakings

3.1 We the undersigned (the "Bidder") hereby certify that we have read, understood and examined carefully the Tender Documents, including, but not limited to, the provisions of the Contract and the Technical Requirements, and have fully familiarized ourselves with all aspects of the Supply and have all the knowledge, experience, qualifications and ability to carry out such Supply in accordance with the Tender Documents. We further certify that we received from the IAA any requested and relevant information in connection with the Tender and the Tender Documents, and we fully and irrevocably waive any claim and/or demand in this regard.

3.2 We warrant that the price proposal encompassed in this document (the "Price

Proposal") has been stipulated after we have thoroughly and carefully examined and understood all relevant matters and details which can affect the execution of the Supply by us in accordance with the provisions of the Contract, including, without limitation, the scopes of supply, works and services and their completion periods, all risks related in the Technical Requirements (financial and technical).

3.3 By affixing our signature on this Price Proposal, we certify that all the information provided by us in this Price Proposal is accurate, complete and up to date at the Submission Date and that in the event that we are declared as the Awarded Bidder, we shall be bound by the Price Proposal and any price stipulated thereto, including any and all the terms and conditions stipulated herein, which shall be valid for the entire Contract Period.

3.4 We and/or anyone on our behalf did not make any proposal and/or gave and/or was given, whether directly and/or indirectly, any benefit, funds or anything of value with the purpose of influencing, directly and/or indirectly, the IAA's



(including its employees and anyone on its behalf) decision to engage with us in any agreement.

3.5 The provisions of the Contract are intelligible to us, and in the event our proposal is accepted, we hereby undertake to execute the Contract (as further amended in the framework of the Tender process), on the date specified by the IAA. We hereby give our consent, without reservation, to the content of the Contract and its appendixes .

3.6 We are aware that the information provided by the IAA in the framework of the Tender and this Price Proposal, is intended for illustration purposes only, and as such does not and will not constitute any representations or undertakings of the IAA. The provision of this information shall not impose any liability on the IAA and shall not derogate from any of our undertakings detailed in the Tender Documents.

3.7 We are aware of the manner in which the different components of the Price Proposal will be evaluated and the weights attributed to such components.

3.8 We hereby request that the following documents will be considered confidential and shall not be reviewed s part of the Review, for the following reasons:

________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________________

3.9 We acknowledge and agree that the IAA, at its sole and absolute discretion,

shall have the sole and independent discretion whether or not to accept said confidentiality request and we shall have no claim, demand and/or right regarding to or arising out of the aforesaid.

_________________________________ Name of Bidder and Seal of Corporation

By: ___________________ (name)

___________________

Address: (Original signature) Telephone: E-mail: Fax:



Annex 1 Proposed Prices Table

SURVEY PROPOSED PRICE

Daytime Survey in spring

Nighttime Survey in spring

Daytime Survey in summer

Daytime Survey in autumn

Nighttime Survey in autumn

Daytime Survey in winter

TOTAL PROPOSED PRICE: