PROVISION OF ADVERTISING AND MARKETING … Volume 1... · Provider/s to enter into an agreement for the provision of Advertising and Marketing Services. The agreement will be for

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#2481235 HO/CS/1007/2016/01 VOLUME 1 February 2016

THE SOUTH AFRICAN NATIONAL ROADS AGENCY LIMITED

(SANRAL)

RFP No. HO/CS/1007/2016/01

VOLUME 1:

PROVISION OF ADVERTISING AND MARKETING

SERVICES.

…

THIS DOCUMENT COMPILED BY:

The South African National Roads Agency Ltd

48 Tambotie Avenue

Val de Grace

Pretoria

0184

Tel: (012) 844 8000 Fax: (012) 844 8200

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TABLE OF CONTENTS PAGE RFP NOTICE AND INVITATION ............................................................................................ 3 REQUEST FOR PROPOSAL ................................................................................................. 5

1. OVERVIEW 5 2. BACKGROUND 5 3. SCOPE OF THE WORK 5 C. INTERSHIP FOR GRADUATES/CANDIDATES 10 4. GENERAL CONDITIONS 12 5. PROPOSAL CONTENT 16 6. PROPOSAL EVALUATION AND SELECTION 17 7. PROPOSAL RULES 23

RFP RETURNABLE SCHEDULES TECHNICAL ENVELOPE:

APPENDIX A: PROFORMA LETTER OF APPLICATION FORM A: CERTIFICATE OF AUTHORITY FOR SINATORY FORM B: COMPULSORY ENTERPRISE QUESTIONNAIRE FORM C: SCHEDULE OF VARIATIONS OR DEVIATIONS FORM D: SCHEDULE OF ADDENDA TO RFP FORM E: TAX CLEARANCE CERTIFICATE FORM F: DECLARATION OF INTEREST (SBD4) FORM G: DECLARATION OF BIDDER’S PAST SUPPLY CHAIN MANAGEMENT PRACTICES (SBD 8) FORM H: CERTIFICATE OF INSURANCE COVER FORM I: TEAM DETAILS FORM J: CURRICULLUM VITAE TEMPLATE FORM K: BEE VERIFICATION CERTIFICATE FORM L: LITIGATION HISTORY FORM M: CERTIFICATE OF INDEPENDENT BID DETERMINATION (SBD9) FORM N: DECLARATION OF TENDERER’S CURRENT STATUS OF ANY DEBT OUTSTANDING TO SANRAL APPENDIX B: GENERAL CONDITIONS OF CONTRACT APPENDIX C: SPECIAL CONDITIONS OF CONTRACT APPENDIX D: CHANGE CONTROL PROCEDURE APPENDIX E: SERVICE LEVEL AGREEMENTS SPECIFICATION C: INTERNSHIP FOR GRADUTES

FINANCIAL ENVELOPE: APPENDIX F: PRICING SCHEDULE

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REQUEST FOR PROPOSAL (RFP) NOTICE AND INVITATION

RFP NO: HO/CS/1007/2016/01

REQUEST FOR PROPOSALS FOR ADVERTISING AND MARKETING, MEDIA-BUYING, DIGITAL AND SOCIAL MEDIA AND BELOW THE LINE SERVICES

The South African National Roads Agency Limited (SANRAL) invites proposals from qualified Service Provider/s to enter into an agreement for the provision of the following services: Volume 1: Provision of Advertising and Marketing Services. Volume 2: Provision of Traditional and Community Media Buying Services. Volume 3: Provision of Digital and Social Media Services. Volume 4: Provision of Below the Line and Outreach Services. Service providers have the option to bid for a single Volume, or all Volumes, or any combination thereof listed above. Each Volume must be submitted as a separate proposal and be fully compliant with the RFP requirements. The agreement will be for a base period of three (3) years from the anticipated commencement date of 1 July 2016, with the option to renew at the sole discretion of SANRAL for a further period of twenty four (24) months by mutual agreement provided that the pricing, terms and conditions remain the same for any additional period as agreed upon between SANRAL and the successful Service Provider. The South African National Roads Agency Ltd is committed to transformation, employment equity and staff advancement, supporting broad based black economic empowerment and small medium micro enterprises. The primary criteria in selection, apart from costs, will be the degree to which the Service Provider/s can demonstrate relevant knowledge and expertise as well as the Service Provider/s equity profile of management, ownership and implementation as required in the industry specific charter for this proposal. Preference will be given to Service Provider/s who comply with the criteria stated in the Request for Proposal (RFP) The RFP will be available for download on SANRAL’s website www.nra.co.za as of Friday, 04th March 2016. A compulsory briefing session with representatives of SANRAL will take place at SANRAL’s Head Office, 48 Tambotie Avenue, Val de Grace, Pretoria on Tuesday, 08 March 2016. Please bring your downloaded copy of the RFP document/s with to the compulsory briefing session. The compulsory briefing session will start promptly at 10h00 am. The GPS co-ordinates to this office are as follows: E28°17’20.8” S25°44’48.2” SANRAL reserves the right to award the Request for Proposal as a whole or in part and is under no obligation to accept the lowest or any proposal. The closing time for receipt of proposals is Monday, 11th April 2016, at 14h00. The proposal closes at SANRAL’s Northern Region Offices at 38 Ida Street, Menlo Park, Pretoria. The GPS co-ordinates to this office are as follows:

http://www.nra.co.za/

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S25°46’44.7’ E028°16’29.3” Telegraphic, telephonic, telex, email, facsimile and late proposals will not be accepted. Queries relating to this RFP may be addressed to Ms Priya Pillay Tel: No (012) 844 8046 Fax No (012) 844 8200 Email: [email protected]

mailto:[email protected]

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REQUEST FOR PROPOSALS

OVERVIEW The South African National Roads Agency Limited is soliciting proposals from qualified Service Provider/s to enter into an agreement for the provision of Advertising and Marketing Services. The agreement will be for a base period of three (3) years from the date of award, with an option to renew for twenty four (24) months purely at the discretion of SANRAL. BACKROUND The South African National Roads Agency SOC Limited, generally known as SANRAL, is an independent, statutory company registered in terms of the Companies Act. The South African government, represented by the Minister of Transport, is the sole shareholder and owner of SANRAL. SANRAL operates in terms of its founding legislation, The South African National Roads Agency Limited and National Roads Act (Act No. 7,1998). It is governed by a Board of directors, whom are appointed by the Minister of Transport; the Chief Executive Officer, and a representative of the Minister of Finance. SANRAL has a distinct mandate – to finance, improve, manage and maintain the national road network (the “economic arteries” of South Africa). SANRAL introduced and consolidated the concept of Public Private Partnerships that culminated in the internationally acclaimed Maputo Development Corridor. SANRAL is committed to carry out its mandate by protecting and preserving the environment through context-sensitive solutions. SANRAL will continue to support the development of South Africa’s human capital through tertiary institutions and cooperative governance. SANRAL has two primary sources of income. Non-toll roads are funded from allocations made by the National Treasury. Toll roads are funded from borrowings on the capital and money markets – bonds issued on the Bond Exchange of South Africa (BESA) in the name of the South African National Roads Agency Limited, or through the concessioning of roads to private sector consortia.

SANRAL actively participates in communities across South Africa. SANRAL has a corporate centre in Val de Grace, Pretoria and four regional locations across the country. The regional offices are located in Menlyn, Pretoria; Pietermaritzburg; Port Elizabeth and Bellville, Cape Town. SCOPE OF WORK The South African National Roads Agency SOC Limited (SANRAL) is soliciting proposals from Service Provider/s that will offer Advertising and Marketing Services. BROAD SCOPE OF WORKS: The broad scope of work includes strategic planning, new brand positioning, creative and media planning that will be executed through television, radio, print, digital media and other avenues like stadium advertising and wall murals. Revising and ensuring alignment of advertising and marketing strategies, campaigns and implementation plans with corporate objectives and strategies.

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This will be an integrated strategy and implementation plan on advertising, and marketing services linked to brand management and enhancement of SANRAL brand. It will include:

Collaboration with SANRAL communications team to keep the public informed about the company’s mission and programs and to help educate the public about what SANRAL does, and its projects using advertising and marketing together with profiling SANRAL.

Branding and promoting SANRAL. It is the responsibility of the successful agency for this RFP to initiate, develop and maintain the synergy for advertising implementation and cohesiveness with other successful service providers for volume 2, 3 and 4. The successful agency should gain an in-depth understanding of SANRAL, the brand, corporate identity etc and the audiences that need to be taken into account. ________________________________________________________________ DEFINING OF KEY CONCEPTS

Campaign brief The Campaign Brief is the creative baseline that the successful agency needs to work from, and is developed from SANRAL’s input and Corporate Identity manual. The Corporate Identity manual will need to be redeveloped. It includes fonts, imagery, logos, personas, taglines, brand strategy, brand positioning and competitive detail. The Brief will be created early in the campaign cycle and will be updated throughout the campaign as necessary.

Tactical creative brief The considerations for the campaign’s creative development includes single minded messaging, desired user response, key message/offer, campaign objectives and target audience.

Creative units Provide the conception and development, copywriting, mechanicals, storyboards, scripts and edits of all communication to be advertised on various mediums.

Media Brief The successful agency’s recommendations for campaign media development, including the media budget, flighting, messaging parameters and target audience(s). Key Metrics • Established with SANRAL and ensures that all metrics are known and measured. It includes:

- Review of industry data. - Implementation of learning’s from focus groups and/or research. - Goal delivery of brand awareness growth, key measures that includes brand linkage, etc.

SANRAL’s Team SANRAL Communication’s team remains the primary communications point for the successful agency. The relevant SANRAL authorised personnel will provide final signoff on all cost estimates, invoices, draft creatives, final creatives, strategies, implementation plans as well as the execution thereof. ________________________________________________________________

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Technical Envelope:

A. SPECIFICATIONS FOR STRATEGIC AND CREATIVE ADVERTISING AND MARKETING:

A1 The scope of works includes: A1.1 Provide strategic brand insight and direction pertaining to advertising and

marketing communications at a corporate and product level. A1.2 Develop an advertising and brand strategy and a creative plan to positively profile

SANRAL brand as well as create awareness and educate the public about what SANRAL does specifically its pillars of operations. Also includes strategies and plans for SANRAL projects as and when needed.

A1.3 Develop a style guide and a corporate identity manual for SANRAL and its products and/or sub-brands.

A1.4 Carry out necessary research prior to a corporate or project creative campaign. A1.5 Perform brand reviews and ensure involvement in key research initiatives such as

brand awareness and tracking, and research to determine communications effectiveness.

A1.6 Obtain and verify Client creative briefs, for each project that describe the strategy, specific goals and message of each project.

A1.7 Manage all ongoing projects at the time of contract award, ensure cost estimates issued and includes timelines, budgets and invoices from award of contract.

A1.8 Monitor campaigns at the time of contract award as well as provide analysis of the feedback about the impact of the brand and creative campaigns.

A1.9 Monitoring of annual trends and ongoing analysis of consumer attitudes and behavior from award of contract.

A1.10 Manage and coordinate teams across disciplines and geographic areas in fulfilling the obligations in this RFP.

A1.11 Ensure proper collaboration with the other successful service providers for volume 2, 3 and 4 resulting in an integrated advertising and marketing approach and strategy for SANRAL.

A1.12 Study and analyse the advertising markets and audiences related to SANRALs business and provide reports to SANRAL when required.

A1.13 Develop creatives showing an understanding of SANRAL’s operating environment in relation to advertising and marketing activities.

A1.14 Contribute to and advise SANRAL on the development and implementation of marketing plans, including marketing communications, advertising, strategy and account planning, and research for the contract. All information must meet specified deadlines.

A1.15 Create, prepare, and submit for SANRALs approval, marketing and advertising strategies, plans, concepts, rough layouts, scripts for radio adverts, rough storyboards, and the like, and plans for the development and execution thereof.

A1.16 Execute and implement marketing communications and advertising in finished form, only after obtaining SANRAL’s timely prior written approval, and estimate approval, and forward finished approved to the successful service provider for volume 2.

A1.17 Traffic all necessary materials to media suppliers, media buyers and all other third parties (includes other successful service providers for volume 2, 3 and 4) needed to accomplish SANRALs approved marketing communications, and advertising ideas, programs, and campaigns.

A1.18 Update and develop strategic point-of-views, marketing plans for new initiatives

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and as well as develop (inconjunction with the communications team) presentations to senior management.

A1.19 Develop target audiences list for all core target markets. A1.20 Arrange and manage photo/video shoot for print and television campaigns as and

when required. A1.21 Resize and edit materials according to media plan includes ad hoc placements. A1.22 Develop marketing campaigns, conception, information architecture, creative

design, copywriting, graphical design and resizing, and final mechanicals. A1.23 Edit and proof read all copy, including copy approved by SANRAL, and insure that

all such materials approved has been reviewed and approved through SANRAL’s internal review process.

A1.24 SANRAL makes use of all official languages depending on the area in which we are working within hence the successful service provider must be able to translate all work into the required official language.

A1.25 Provide creative consulting, sharing with SANRAL the best practices expertise for brand advocacy and creative continuity.

A1.26 The successful agency shall develop and implement the strategy and creative for all mass media, viz. television, radio, print, digital and social media networks, billboards, wall murals etc. for approval.

A1.27 Develop concept design and produce adverts for all SANRAL pillars of operations as and when required.

A1.28 Develop concept design and production of radio ads – ongoing according to programmes e.g. includes all pillars of operations, SANRAL road closure ads, etc. depending on the need.

A1.29 Develop concept design and production of print ad of different sizes of all SANRAL pillars.

A1.30 Develop digital advertising material – including for social media channels – adverts of different sizes and other online advertising opportunities.

A1.31 Develop creatives for all types of media executions. A1.32 All campaigns must be monitored and evaluated after implementation. Must adjust

implementation plans as needed.

A2 Media Optimisation and Creative Attunement A2.1 Monitor all reporting systems to ensure campaigns are running correctly. A2.2 Manage and deliver data and performance reports of the campaigns and activities,

to SANRAL. A2.3 Design at least 3 creative concepts per strategy, per project and/or campaign. A2.4 Translation in all official languages. A2.5 Copywriting of all official languages and proof reading. A2.6 Design and layout of publications and adverts. A2.7 Resizing per specification of publication. A2.8 Turnaround times and processes must meet deadline of at least a day as some

project turnarounds are immediate. A2.9 Provide Story boards or higher equivalent for TV and digital Campaigns. A2.10 Provide laid out copy and design for any print campaigns for approval. A2.11 Provide draft scripts of radio adverts for approval. A2.12 Source and provide all voice over artist options and/or actors/actresses for

approval from SANRAL B. OTHER TENDER SPECIFICATIONS AND REQUIREMENTS

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B1. Program administration B1.1 Participate in daily update calls with SANRAL team and at least once a week status

meetings. B1.2 Prepare a weekly status report for weekly meetings. B1.3 Prepare a monthly report of accomplishments and expenditures due on the last

day of each month. B1.4 Participate in a monthly strategy meeting with the SANRAL team to assess

accomplishments and financial status and to adjust plans for the coming month. B1.5 Attend SANRAL-related meetings (e.g. project specific meetings.) B1.6 Take all reasonable precautions to guard against any loss to SANRAL through the

failure of suppliers to execute their commitments properly. B1.7 No work of whatsoever nature shall be actioned without obtaining prior approval of

SANRAL B2 Account Management and Work flow B2.1 Issue status reports as and when needed for all projects includes but not limited to

project no, description, current status, next steps, timelines and due dates. B2.2 Screen and quality check work before presentation to SANRAL (including brief,

strategy and implementation). B2.3 Must follow SANRAL’s SCM rules for third party services subject to clause F. B2.4 Prepare and submit campaign timing plans. B2.5 Obtain sign-off from authorised Client representative. B2.6 Issue invoices and statements timeously. B2.7 Manage and resolve financial queries with third parties and with SANRAL’s finance

department. B2.8 Manage third party suppliers. B2.9 Develop, collaborate and project manage all advertising projects. B2.10 Oversee the application of and adherence to Corporate Identity. B2.11 Provide a hard drive to SANRAL of all work done for SANRAL. This information is

to be provided twice a year for the duration of the contract. B2.12 Issue financial reports highlighting projects completed and/or invoiced, media

expenditures and other costs and committed budgets. B2.13 Ensure that status reports are timeously updated and distributed prior to the weekly

meetings. B2.14 Ensure that all cost estimates are submitted with a job card issued by relevant

SANRAL personnel. B2.15 The following financial accounting is required:

Forecast monthly expenditure

Maintain a cost estimate register

Monthly billing must be on time

Monthly reconciliations and statements

Maintain a job card register

Monthly reporting on budget spent to date and remainder separated from rate per hour worked and any third party procurement.

Accurately manage and track spend any production, providing accurate and timely monthly invoices.

Prepare and submit cost estimates timeously with relevant job card

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number. B2.16 Finance personnel must attend monthly finance meeting at the SANRAL.

C. INTERSHIP FOR GRADUATES/CANDIDATES The successful service provider would be required to provide internship to young graduates/candidates pursuing a career in Advertising and Marketing in order to assist them to obtain a diploma/degree. This shall include, but is not limited to; internship to graduates seeking in-service training in order to allow them to achieve a diploma/degree. The internship programme shall endure for the duration of the contract and terminate at the expiry thereof.

The successful service provider shall at the start of the contract and at the annual anniversary of the contract each year provide an internship plan to SANRAL for approval, and shall thereafter extend invite to graduate/candidates seeking in-service training in Advertising and Marketing. This shall include, but not be limited to a plan showing inter alia the 2% spending; the number of candidates for a year and frequency/period of internship; selection/identifying deserving graduates/candidates, monitoring the progress of candidates, mentoring and coaching, and ensuring the work provided to them meets with the professional standard as may be applicable. The Successful service provider shall note that performance against the internship plan shall be discussed at monthly meetings and that penalties shall apply for a lack of performance and diligence on the part of the Successful service provider. The penalties will be negotiated within the first month of the contract. Internship programme shall be funded by the successful service provider, but the amount paid towards the internship shall be no less than the 2% (two percent) of the tendered cost, as well as any provision made as part of the “Pricing Schedule”. Financial Envelope: D. DELIVERY AND TRAVEL D1 Delivery as and when required D1.1 As and when necessary as per pricing schedule. D2 Travel as and when required D2.1 All disbursements paid per invoices subject to pricing schedule. D2.2 Travel to meetings at SANRALs Office’s must be included in rate per hour D2.3 Please refer to pricing schedule E.PRICING SCHEDULE See Appendix F All prices should include any other related costs, including costs for travel to attending meetings at SANRAL offices. F. SUPPLY CHAIN MANAGEMENT REQUIREMENTS The Successful service provider must note that the requirements of various policies and legislation governing supply chain management are applicable to SANRAL and also to the Successful service provider. Only the goods and services for which the successful service provider engages its own

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subcontractors and suppliers for its own use, and in which SANRAL has no specific interest, are not subject to the SCM legislation and the policies of SANRAL. The appointment of Third Parties, subcontractors and contractors used for execution of this contract is subject to the requirements of the Policy on Supply Chain Management adopted by the Board of Directors of SANRAL, and all Government policy and legislation concerning procurement. The successful service provider shall not consider and apply any one, or any portion of any one of the applicable policies and legislation in isolation of any other part, but shall deal with procurement under this RFP, taking the full suite of policies and legislation into consideration at all times. For the convenience of the successful service provider, the following legislation and policies are provided, but must not be considered to be a complete list of all applicable legislation and policy;

The Constitution of the Republic of South Africa, Act 108 of 1996

the Competition Act, Act 89 of 1998

Public Finance Management Act, Act 29 of 1999,

Policy on Preferential Procurement Framework Act, Act 5 of 2000

Promotion of Administrative Justice Act, 3 of 2000

Promotion of Access to Information Act 2 of 2000

Municipal Finance Management Act, Act 56 of 2003,

The Broad- Based Black Economic Empowerment Act, Act 53 of 2003

Policy to Guide Uniformity in Procurement Reform Processes in Government, 2003

Supply Chain Management – A Guide for Accounting Officers / Authorities, 2004

The Prevention and Combating of Corrupt Activities Act, Act 12 of 2004

Treasury Regulations, 2005

Regulations of the Policy of Preferential Procurement Framework Act, 2011

Policies adopted by the Board of Director of SANRAL It must also be noted that various Practice Notes and Instructions are issued by National Treasury that further regulates SCM practices by which the service provider must be aware of. SANRAL reserves the right to waiver this obligation in its own discretion at any point and time during the duration of the contract.

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GENERAL CONDITIONS: 4.1 General Terms

This Request for Proposal is issued in terms of the Public Finance Management Act 1 of

1999 (PFMA), the Preferential Procurement Policy Framework Act 5 of 2000 (PPPFA), and Supply Chain Management Regulations issued by the National Treasury.

Parties wishing to submit proposals are required to indicate that they are willing to accept

the General Conditions and Procedures contained in this document. Please read this document carefully prior to submitting your proposal.

4.2. The Proposal format

4.2.1 Economy of proposal preparation

The proposal should be prepared simply and economically, providing a straightforward, concise description of the bid successful service provider’s ability to meet the requirements of the proposal request. Extravagant proposal preparations will receive no extra evaluation credit. Clear factual responses are required. The content of the proposals shall determine the merit of each successful service provider, not brochures or other marketing materials. To facilitate the review of proposals, successful service providers are required to organise their responses according to the format prescribed in this document. Should a successful service provider wish to provide additional information, that information should be referred to and included in a file of Annexures.

4.2.2 Validity of proposals

The proposal must be valid for at least one hundred and eighty days (180) days from the due date for the responses to be submitted.

4.2.3 Number of proposals

Each bid successful service provider must provide one (1) original hard copy and three (3) hard copies of their entire proposal, including all the documentation referred to in this document, in the format as specified. These will become the property of SANRAL, and will not be returned. Receipt of all proposals will be recorded in a register at the point of receipt. One copy must be signed and dated in ink by the bidder or authorized representative of the bidder and initialled on each page.

4.3 Submission of proposals 4.3.1 The two envelop system is applicable in terms of the RFP. The successful service

providers shall place and seal the proposed costing as in terms of paragraph 5.2 listed in the RFP in an envelope marked “cost/financial proposal” and place the technical proposal,

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as per paragraph 5.1, including the returnable documents in an envelope marked “technical proposal”.

Proposals must reach the offices of SANRAL as specified in the RFP Notice before 14H00 on Monday, 11th April 2016. This is a two envelope system and the Proposal must therefore be prepared as follows:

a) The Technical Proposal must be sealed in an envelope with the following detail recorded on the envelope:

(a) RFP No: HO/CS/ 1007/2016/01 VOLUME: 1 Provision of Marketing and Advertising services.

(b) REQUEST FOR PROPOSALS FOR ADVERTISING AND MARKETING, MEDIA-BUYING, DIGITAL AND SOCIAL MEDIA AND BELOW THE LINE SERVICES

(c) TECHNICAL PROPOSAL

b) The Financial Proposal must also be sealed in a separate envelope than the Technical envelope with the following detail recorded on the envelope:

(a) RFP No: HO/CS/1007/2016/01 VOLUME: 1 Provision of Marketing and Advertising services.


(c) FINANCIAL PROPOSAL

c) The two envelopes as described in a) and b) above must then be sealed in an envelope and must reach the offices of the SANRAL as specified in the RFP Notice before 14h00 on 11 April 2016 and must be clearly inscribed on the outside as follows:

(a) RFP No: HO/CS/1007/2016/01 VOLUME: 1 Provision of Marketing and Advertising services.


(c) Closing date: 14h00 on 11 April 2016

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(d) Name of Proposer:........................

4.3.2 Proposals are to be submitted in the marked proposal box, in the reception area, of SANRAL’s Northern Region Office situated at 38 Ida Street, Menlo Park, Pretoria. The proposal box will only be available for the depositing of proposals between 08h00 and 16h00 on weekdays only (excluding public holidays). 4.3.3 Please note that this RFP closes punctually at 14h00 on Monday, 11th April 2016. No late

submissions will be considered under any circumstances whatsoever. 4.3.4 All the documentation referred to in this document must be submitted. The documents to

be submitted includes the invitation, The Scope of Works, the General Conditions, the Proposal Rules, all required forms, whether used or not, the General Conditions of Contract and the Proposer’s Proposal. Each page must be initialled by the Proposer or the Lead Proposer as the case may be. Failure to submit all the documentation referred to in this document may result in a submission being regarded as non-responsive, and not considered for evaluation.

4.3.5 SANRAL shall not disclose any details pertaining to the responses received to any other successful service providers as this is regarded as confidential information.

4.3.6 Envelopes must not contain documents relating to any RFP other than RFP No HO/CS/1007/2016/01 Volume 1. Successful service providers accept that SANRAL shall not assume any responsibility for the misplacement or premature opening of the tender offer if the outer package is not sealed and marked as stated.

The successful service provider may modify, correct or withdraw his RFP after submission of the proposal but before the closing time stated in the RFP; provided that the authorized signatory notifies SANRAL in writing.

4.3.7 The responses to this RFP will be opened as soon as practicable after the expiry of the time advertised for receiving them.

4.3.8 Only successful service providers that are short-listed after the evaluation process will be informed of the results of the submission evaluation process.

4.3.9 After the evaluation process is completed, the Evaluation Committee will draw up a shortlist of successful service providers and require them to make a presentation to the

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Adjudication Committee. A minimum of 24 hours notice will be given to relevant successful service providers in advance of the presentation date.

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5. PROPOSAL CONTENT:

5.1 Technical Content of Proposal:

Each technical proposal must contain the following:

Registered Name of Service Provider,

Address, and telephone number,

Full contact details of the principal member/officer of the Service Provider responsible for administration of the contract.

List of regional/branch office (if any)

Date since Service provider has been providing the services required in this Request for Proposal

List of all contract/work/services, indicating whether it is current or completed, provided to other clients in the past three (3) years

Proof of Public Liability cover (certified copy of Insurance Policy or original letter from underwriter confirming insurance) (only if required in terms of this Request for Proposal)

Provide a detailed management and operational plan that the Service Provider propose to deliver the services/work/contract in terms of this Request for Proposal.

Submit a list of all office and locations as well the capacity of each to meet the requirements of this proposal including the time required at each to deliver in terms of the requirements of this Request for Proposal.

Provide information on those individuals assigned to work with SANRAL including a description of their experience in providing the services for similar organizations.

Provide a list of at least three (3) of the Service Provider’s clients comparable to SANRAL indicating the length of service of each account. SANRAL reserves the right to contact and/or visit any of these clients.

Provide a copy of the Service Provider’s most recent audited financial statements.

Provide a list of subcontractors, including addresses, qualifications and areas of responsibility (if applicable).

5.2 Cost Proposal Content: The cost proposal will be used in the evaluation of the Request for Proposal and will be used as a basis for the negotiated agreement. Each cost proposal should contain the following as a minimum:

Describe how SANRAL will be charged for the service required by providing a price structure. All charges must be specified and price separately.

Describe how SANRAL will benefit from cost savings by accepting the Service Provider’s pricing structure, including discounts, waivers, etc.

Provide various types of services or options, discounts and additional information that will allow cost savings towards SANRAL.

Provide Direct costs, discounts, benefits, availability of services (eg. 24 hours per day), including a toll free number or any other contact method to access these services

Describe and provide any Indirect costs

Describe any daily, weekly, monthly rates applicable to providing the service

Provide information on Sub contractors/consultants, if applicable

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6. PROPOSAL EVALUATION AND SELECTION:

6.1 Basis of Selection SANRAL will evaluate proposals and select the Service Provider on, inter alia, the following basis:

The ability of the Service Provider to meet the requirements of the Preferential Procurement Policy Framework Act. Prospective Service Provider/s must submit their shareholding structure. Bidders are encouraged to ensure that their bids include a significant BBBEE component.

The Service Provider’s relevant experience, qualifications and success in providing the goods and services outlined in this RFP;

The Firm's financial proposal as outlined in the RFP including discounts, service charges, other charges and fees;

The quality and experience of the personnel/staff that will be delivering the services to SANRAL;

The contractual terms which would govern the relationship between SANRAL and the Selected Service Provider;

Any other factors relevant to the Service Provider's capacity and willingness to satisfy SANRAL requirements.

Number of firms (at least 3) that marketing and advertising services have been carried out with brief detail with reference to the last three years

Experience (at least 10 years) of senior marketing and advertising strategist

Experience (at least 6 years) of senior creative designer

Total experience (at least 4) of advertising and marketing account director

Track record of providing advertising and marketing campaigns (at least 4 campaigns that include strategy and creative) to clients. Provide profiles of these campaigns worked on with detail (include creative deck).

Provide a brief on your understating of the toll and non-toll portfolio’s

Provide details of brand reviews and research (at least 3) carried out for clients.

Provide details of style guides and corporate identity manuals (at least 3) produced for clients.

Provide details of translations (at least 3) carried out for companies with similar scope of work.

6.2 Evaluation and Adjudication The evaluation and Adjudication of the Proposals will strictly be dealt with in terms of the PFMA, Treasury regulations and Supply Chain Management. An Evaluation Committee consisting of senior officials from the South African National Roads Agency Limited and complying with SANRAL’s Supply Chain Management Policy will evaluate the bid proposals. The panel will each individually evaluate each of the proposals received against the criteria listed below. Technical and Financial proposals will be evaluated separately. It is therefore important that the two proposals are separated on submission. A recommendation from the Evaluation Committee will be forwarded to the Adjudication Committee of SANRAL who in terms of SANRAL’s Supply Chain Management Policy will adjudicate and award the contract. 6.3 Test for responsiveness

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SANRAL shall determine, on opening and before detailed evaluation, whether each Proposal properly received:

a) meets the requirements of this Request for Proposal b) has been properly and fully completed and signed, and c) is responsive to the other requirements of the tender documents.

A responsive Proposal is one that conforms to all the terms, conditions and specifications of the Proposal documents without material deviation or qualification. A material deviation or qualification is one which, in SANRAL’s opinion, would:

detrimentally affect the scope, quality, or performance of the works, services or supply identified in the Scope of Work,

change SANRAL’s or the Proposer’s risks and responsibilities under the contract, or affect the competitive position of other Proposers presenting responsive tenders, if it were

to be rectified. SANRAL may reject a non-responsive Proposal, and not allow it to be subsequently made responsive by correction or withdrawal of the non-conforming deviation or reservation, unless it can be subsequently rendered responsive by correction that does not prejudice the other Proposers. 6.4 WEIGHT EVALUATION CRITERIA: The preference points system as prescribed in the Preferential Procurement Policy Framework Act will be applied as follows:

The 90/10 system for procurement exceeding R1 000 000-00 The weighting for evaluation is summarised below: The minimum evaluation points required to qualify from Phase1: technical evaluation to Phase 2: presentation phase is 51 points. The minimum of 65 point for the total of phase 1 and phase 2 is required to qualify for the pricing and BEE evaluation. PHASE 1: ADJUDICATION OF TECHNICAL PROPOSAL:

1. CAPABILITY: Infrastructure of Company, experience and capacity

Organisational experience and capabilities

Number of firms that marketing and advertising services have been carried

out with brief detail with reference to the last three

years

Did not supply

information >=1<=2

companies >=3<=5

companies >= 6<= 8 companies

>=9

0 2 3 4

5

Did not supply CV

>=1<=5 Years >=6<=9

>=10<=12 Years

>=13 Years

19


Total experience of senior marketing and advertising

strategist 0 4 6 8

10

Total experience of senior creative designer

Did not supply CV

>=1<=5 Years >=6<=9

>=10<=12 Years

>=13 Years

0 4 6 8

10

Total experience of advertising and marketing account director 0

>=1<=3 Years >=4<=6

>=7<=9 Years

>=10 Years

0 4 6 8

10

Sub-total Capability Min: 23 Max: 35

2. SUITABILITY: Evaluation based on the quality of the response, feasibility, quality and content

Technical experience in comparable

projects Track record of

providing advertising and

marketing campaigns

(strategy and creative) to

clients. Provide profiles of

these campaigns

worked on with detail (include creative deck).

Did not supply >=1<=3 campaigns

>=4<=6 campaigns

>=7<=9 campaigns

>=10 campaigns

0 4 6 8 10

Understanding of SANRAL

and its toll and non-toll portfolio

Provide a brief on your

understating of the toll and

Not supplied Supplied but not relevant Relevant

Relevant and measurable

-

0 2 4 5

-

20


non-toll portfolio’s

Experience of brand reviews and research Provide details

of brand reviews and

research carried out for

clients.

Not supplied

>=1<=2 reviews/ research



>= 7 reviews/ research

0 4 6 8

10

Style guide and Corporate

Identity Manual

Provide details of style guides and corporate

identity manuals

produced for clients.

Not supplied >=1<=3 style guides/manuals

>=4<=6 style guides/manuals

>=7<=9 style guides/manuals

>=10 style guides / manuals

0 4 6 8 10

Experience of translations

Provide details of translations carried out for

companies

Not supplied >=1<= 2 examples

>=3<=6 examples >=7<=9 examples

>= 10 examples

0 4 6 8

10

Sub-total Suitability Min: 28 Max: 45

Sub-total Phase 1 Capability and Suitability Min: 51 Max: 80

Minimum score to qualify to phase two: 51

21


Phase 2: Adjudication Category for Presentation Weighting

Presentation

Capability Present the infrastructure of company, experience and capacity linked to operations.

if > =3 years but < =4 years

1

If >= 5 years but <= 8 years

3

If >= 9 years plus 5

Suitability Present brief profiles of work carried out for organisations similar to SANRAL by those staff that will manage SANRAL account.

Irrelevant/ not as per brief

0

Relevant to requirement

3

A clear and relevant to requirement

5

Knowledge and understanding of SANRAL and how your organisation will position SANRAL Provide a recent case study of a previous client where the clients brand was sustained and/or improved over a period of time linked to this RFP’s scope of works.

Does not address the requirement

0

Does not sufficiently

address the requirement

4

Relevant to requirement

8

A measurable

plan and relevant to requirement

10

Sub-total Phase 2 Min: 14 Max: 20

TOTAL OF PHASE 1 AND 2: 100

Minimum score to qualify to Financial evaluation: 65

22


PREFERENTIAL PROCUREMENT POLICY FRAMEWORK ACT

Pricing

Ranking of the pricing, feasibility and sustainability of the service delivery based on the price provided.

90

BEE Compliance

Conformance of the Service Provider based upon a BBBEE Verification Certificate issued by a BEE Verification Agency

10

TOTAL 100

BBBEE Status Level of Contributor Number of Points

80/20

Number of Points

90/10

1 20 10

2 18 9

3 16 8

4 12 5

5 8 4

6 6 3

7 4 2

8 2 1

Non-compliant contributor 0 0

SANRAL reserves the right to request one or more proposers, who have scored, according to SANRAL, the highest scores for their proposals, to enter into negotiations with SANRAL regarding the award.

23


7 PROPOSAL RULES NOTE: Only entities who are in good standing with the South African Revenue Services and with the necessary experience and capacity to execute these services satisfactorily need submit a Proposal. Should SANRAL require more information in order to permit a full appraisal of the Proposer’s experience and capacity to execute these services satisfactorily, such information shall be provided within five days of being called upon to do so. 7.1 LETTER OF APPLICATION 7.1.1 The RFP shall be signed and witnessed on the letter of application incorporated herein.

The proposal shall be fully priced and totalled in the currency of the Republic of South Africa to show the amount of the proposal. The Invitation, Scope of Works, General Conditions, Proposal Rules, General Conditions of Contract, all forms, certificates and schedules shall be completed and signed in black ink.

7.1.2 Where the space provided in the Appendix is insufficient, separate schedules may be

drawn up in accordance with the given formats. These schedules shall then be submitted with the proposal documents. All such schedules shall be signed.

7.2 SIGNING OF PROPOSAL

The proposal shall be signed by a person duly authorised to do so. A proposal submitted by a corporation shall bear the seal of the corporation and be attested by its secretary. Proposals submitted by joint ventures of two or more firms shall be accompanied by the document of formation of the joint venture, authenticated by a notary public or other official deputed to witness sworn statements, in which is defined precisely the conditions under which the joint venture will function, its period of duration, the persons authorised to represent and obligate it, the participation of the several firms forming the joint venture, and any other information necessary to permit a full appraisal of its functioning.

7.3 PROPOSAL ALL-INCLUSIVE

The proposer shall allow in the proposal for all fees related to professional services, electronic equipment, all taxes, levies, duties and everything necessary for the execution and completion of the services in accordance with the proposal documents. Value Added Tax (VAT) shall be excluded from the rates and prices.

7.4 ALTERATIONS TO PROPOSAL DOCUMENTS

7.4.1 No unauthorised alteration or addition shall be made to the letter of proposal, the Invitation,

Scope of Works, General Conditions, Proposal Rules, General Conditions of Contract or any other part of the proposal documents. If any such alteration or addition is made or if the proposal is not properly completed, the proposal may be rejected.

24


7.4.2 Proposals submitted in accordance with this Request for Proposal shall be without any

qualifications (Postulated Proposal). The proposer shall request SANRAL in writing as per 7.23 to clarify any point. SANRAL shall inform all the proposers of all such points in question as per 7.23 hereof.

7.5 PROPOSAL QUALIFICATION

Should the proposer, despite the provisions of proposal rule 7.4, wish to amend or qualify the proposal documents, such amendment or qualification shall be expressly set out with full details in the proposal submission. Any qualification or amendment not expressly set out shall not have any force or effect. NO QUALIFIED PROPOSAL WILL BE EVALUATED UNLESS A POSTULATED PROPOSAL IN TERMS OF THIS PROPOSAL HAS BEEN PROVIDED

7.6 ALTERNATIVE PROPOSALS

7.6.1 If, in addition, the proposer desires to submit for consideration any alternative method of

rendering the services, each alternative proposal shall be submitted independently and shall be fully priced

7.6.2 No alternative proposal shall be considered unless a proposal based strictly on the

Request for Proposal is also submitted (Postulated Proposal). 7.6.3 When a qualified proposal is submitted, it shall be compiled in the form of an alternative

offer, showing the financial and other implications of the alternative to the postulated Request for Proposal.

7.7 CONFIDENTIAL NATURE OF DOCUMENTS

7.7.1 All recipients of the Request for Proposal documents (whether or not a proposal is

submitted) shall treat the details of the documents as confidential. 7.7.2 No part of the proposal may be reproduced without the permission of the South African

National Roads Agency Limited. This Request for Proposal document contains confidential information regarding this proposal and SANRAL. By accepting this document the recipient and all its participating members agree that they:

7.7.2.1 Will cause their members/directors, officers, employees, agents, advisors

and representatives to use this document only to evaluate their possible involvement in this contract and for no other purpose;

7.7.2.2 Subject to the above paragraph, will not divulge or distribute any such

information or pass any copies of this document without the prior written approval of SANRAL and will return this document together with all copies thereof and of such information to SANRAL promptly upon being requested to do so. Each recipient agrees to maintain the confidentiality of all

25


information supplied to it in connection with the contract, and agrees to keep its own proposal confidential.

7.7.2.3 All data and details submitted by the proposers will be kept strictly

confidential by SANRAL.

7.8 COST INCURRED BY PROPOSER

SANRAL shall not be responsible for, or pay for, any expenses or losses which may be incurred by the proposer in the preparation and submission of the proposal or in visiting the site in connection therewith.

7.9 ATTENDANCE AT REQUEST FOR PROPOSAL' MEETING

Attendance at the Request for Proposal’ meeting is compulsory

7.10 PROPOSAL ACCEPTANCE

7.10.1 SANRAL does not bind itself to accept the lowest or any other proposal. No

correspondence will be entered into with regard to its decision. 7.10.2 SANRAL will only consider proposals from proposers who can prove to the satisfaction of

SANRAL that they:

a) have the necessary financial resources to undertake and complete the services; b) are experienced in the performance of services of a similar scope, complexity,

extent and duration. In making an assessment in this regard, SANRAL shall be entitled to have regard to, inter alia, the scope, complexity, extent and duration of previous services undertaken or proposed for by the proposer;

c) have sufficient employees who possess the high level of skill and expertise

commensurate with the type of services proposed for, which skill and expertise must be detailed in the proposal.

7.10.3 SANRAL reserves to itself the right, in its sole discretion, to reject any proposal where it

appears to SANRAL that the proposer does not comply with any of the requirements set out above.

7.11 PROPOSAL WITHDRAWAL OR MODIFICATION PRIOR TO CLOSING DATE

7.11.1 Any proposer has the right to withdraw, modify or correct his proposal after it has been

delivered, provided that the written request for such withdrawal, modification or correction, together with full details of such modification or correction is received in the same form as the original submission, at the address given for the submission of Request for Proposals before the closing date and hour set for the receipt thereof.

26


7.11.2 The original proposal as amended by such written communication shall be considered the

proposer’s offer.

7.12 PROPOSAL WITHDRAWAL OR MODIFICATION AFTER CLOSING DATE AND PROPOSAL VALIDITY

7.12.1 SANRAL may ask any proposer for a clarification of his proposal, or to amend or adjust

imbalanced proposed rates; nevertheless no proposer shall be permitted to alter his proposal sum after the proposals have been opened. However, clarifications or amendments to imbalanced proposed rates which do not change the proposal sum may be accepted.

7.12.2 Proposals shall remain valid for a period of 180 days from the time set for the receipt of

proposals and no proposal may be withdrawn during this period unless SANRAL informs the proposer in writing before the end of this period that his proposal is not accepted.

7.12.3 Should a proposer amend or withdraw his proposal after the time set for the receipt of

proposals and during the period of its validity, but prior to his being notified of the acceptance of his original proposal, or should a proposer, after having been notified that his proposal has been accepted-

(a) give notice of his inability to execute the contract in terms of his proposal; or

(b) fail to sign a contract with SANRAL; or

(c) fail to execute the contract according to the contract documents;

he shall pay either the difference between his proposal and a less favorable proposal accepted, or if SANRAL decides to invite fresh proposals, all additional expenses which SANRAL has to incur in this regard, as well as any difference between his proposal and the accepted new proposal; provided that SANRAL may fully or partly exempt a proposer from the provisions of this sub rule if he is of the opinion that the circumstances justify the exemption.

7.12.4 When, in the circumstances mentioned in sub rule 7.12.3 it is not deemed desirable to

invite fresh proposals, SANRAL may accept another proposal from those already received.

7.13 CANCELLATION OF CONTRACT

7.13.1 If SANRAL is satisfied that any person (being an employee, partner, director or shareholder of the proposer or a person acting on behalf of or with the knowledge of the proposer), firm or company:

a) is executing a contract with SANRAL unsatisfactorily;

27


b) has offered, promised or given a bribe or other gift or remuneration to any officer or employee in the Public Service or in any Organ of State in connection with obtaining or executing a contract;

c) has acted in a fraudulent manner or in bad faith or in any other unsatisfactory

manner in obtaining or executing a contract with any government department, provincial administration, public body, company, Organ of State or person, or that he has managed his affairs in such a way that he has in consequence thereof been found guilty of a criminal offence;

d) has approached an officer or employee in the Public Service or in any Organ of

State or in the employ of SANRAL before or after proposals have been called for, to influence the award of the contract in his favour;

e) has withdrawn or amended his proposal after the time set for the receipt and

opening of proposals;

f) when advised that his proposal has been accepted, has given notice of his inability to execute or sign the contract;

g) has entered into any agreement or arrangement, whether legally binding or not,

with any other person, firm or company to refrain from proposaling for a contract, or as to the amount of the proposal to be submitted by either party;

h) has disclosed to any other person, firm or company the exact or approximate

amount of his proposed proposal except where disclosure, in confidence, was necessary to obtain insurance premium quotations required for the preparation of the proposal; or

i) had made any misrepresentation to SANRAL, either in its proposal documents or

in any other manner whatsoever regarding the matters referred to in rule 10 above, or its experience, capability or potential to execute the works proposed for to SANRAL’s satisfaction;

SANRAL may, in addition to any claim which he may have in terms of rule 7.12, and in

addition to any other legal recourse, cancel any contract between SANRAL and such person, firm or company and no proposal from such person, firm or company will be favourably considered for such period as SANRAL, in its sole discretion, may specify. Any cancellation in terms of this rule shall not entitle the proposer to any claim for compensation or damages from SANRAL.

7.13.2 If SANRAL is satisfied that any person, firm or company is or was a shareholder, a director

or key employee of a firm or company which, in terms of sub rule 7.13(1), is one from which no proposal will be favourably considered for a specified period, SANRAL may also decide that no proposal from such person, firm or company shall be favourably considered for such specified period.

7.13.3 Any restriction imposed upon any person, firm or company shall, for the purpose of this

rule, apply to any other undertaking with which such person, firm or company is actively

28


associated. The expression "firm or company" shall include an authorised employee or agent of such person, firm or company.

7.13.4 SANRAL may take any decision of a State Proposal Board, including those of other

Organs of State, SA Post Office Ltd, Telkom SA Ltd, Transnet Ltd, or any provincial administration with regard to the restriction of a proposer as being applicable to proposals for SANRAL from such proposer.

7.13.5 Decisions of SANRAL in terms of sub rules 7.13.1 to 7.13.4 and any revocation or variation

of such decisions shall be communicated by SANRAL to all the proposal boards concerned.

7.13.6 SANRAL shall be entitled, notwithstanding anything to the contrary contained in the

proposal rules, not to consider any proposal received from any person, firm or company where such person, firm, company or shareholder or director of such company is involved in any form of litigation or legal proceedings with SANRAL or such litigation or legal proceedings is likely to be instituted in the near future.

7.13.7 For the purpose of the proposal rules, the expressions “company”, “shareholder’ and

“director” shall include a close corporation and member.

7.14 LEGAL ASPECTS

7.14.1 The laws of the Republic of South Africa shall be applicable to each contract created by

the acceptance of a proposal and each proposer shall indicate a place in the Republic of South Africa and specify it in his proposal as his domicilium citandi et executandi (permanent physical business address) where any legal process may be served on him.

7.14.2 Each proposer shall undertake to accept the jurisdiction of the law-courts of the Republic

of South Africa. 7.14.3 In the case of a proposal from an entity not resident in the Republic of South Africa

(foreign) the proposer shall state in his proposal the name of his accredited agent in the Republic of South Africa in whom the necessary legal capacity is vested and who has been duly appointed to sign any contract.

7.15 SUBMISSION OF PROPOSALS

7.15.1 All proposals and supporting documents shall be submitted strictly in accordance with the

instructions given in the official Request for Proposal Notice.

7.15.2 All proposals and supporting documents shall be sealed in an envelope or package clearly marked in accordance with the requirements in this Request for Proposal.

7.15.3 Delivery of the proposal shall be one of the following: (a) by hand, in which case the sealed envelope shall be deposited in the proposal box at

the address stated in the Request for Proposal Notice, or

29


(b) by mail, in which case the sealed envelope shall be sealed in another envelope clearly addressed to the address stated in the Request for Proposal Notice.

7.15.4 In each case, proposals shall reach the stipulated address not later than the closing hour

and date given in the Request for Proposal Notice.

7.16 ADDITIONAL INFORMATION REQUIRED

7.16.1 The proposer shall submit with his proposal the information, data and calculations as

applicable and as required in terms of the provisions of the proposal documents. SANRAL reserves the right, in its sole discretion, to call for additional information. SANRAL further reserves the right, in its discretion, to call for any clarification, amplification and/or further details relating to the rates, margins or other information reflected in the proposal, as well as details concerning the method and manner in which the proposer intends to perform the work and the proposer’s capabilities in that regard. The proposer shall furnish such additional information within 24 hours of being called upon to do so. Should the Proposer not provide the material, or satisfactory reason as to why it cannot be provided, by the time for submission, SANRAL may regard the Proposal as non-responsive

7.16.2 The proposer shall make full allowance in the relevant fees for all costs in connection with

the preparation and furnishing of any other or additional information required by SANRAL. 7.16.3 SANRAL reserves the right, in its sole discretion, to appoint a firm of chartered

accountants and/or other suitably qualified persons to report on the financial resources, standing with the South African Revenue Services regarding all taxes, including Value Added Tax, management structure and ownership of any proposer and/or to verify the correctness of any of the information furnished to SANRAL by the proposer. The proposer shall provide all reasonable assistance in such an investigation and shall, within five days from receiving any request for information pursuant to such investigation, comply with such request.

7.16.4 All written information submitted by the proposer, together with and in support of his

proposal, or subsequently in response of a request for additional information from SANRAL, shall form the basis on which the proposal has been prepared and submitted.

7.16.5 Any failure on the part of the proposer to supply information requested by SANRAL, or to

fully co-operate with any investigation, shall afford SANRAL the right, in its sole discretion, to reject the proposal.

7.17 AMENDMENTS TO PROPOSAL BY SANRAL

Arithmetical errors and imbalanced unit rates 7.17.1 Check responsive proposals for arithmetical errors, correcting them in the following

manner:

Where there is a discrepancy between the amounts in figures and in words, the amount in words shall govern

30


If a Pricing Schedule (or schedule of quantities or schedule of rates) applies and there is an error in the line item total resulting from the product of the unit rate and the quantity, the unit rate shall govern and the line item shall be corrected. However, where there is an obviously gross misplacement of the decimal point in the unit rate, the unit 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 proposer’s addition of prices, the total of the prices shall be corrected.

7.17.2 Check responsive tender offers for imbalanced unit rates and request proposers to

consider amending and adjusting any rates declared imbalanced by SANRAL while retaining the total of the prices derived after any correction made in terms of this Proposal Rules.

7.17.3 Consider the rejection of a proposal if the proposer does not correct or accept the

correction of his arithmetical errors or amend/adjust an imbalanced unit rate in the manner described above.

7.18 DISQUALIFICATION OF PROPOSAL

The proposal of any proposer who has not conformed to this Request for Proposal

including, but not limited to, these proposal rules and the instructions reflected in the official Proposal Notice may be disqualified at the sole discretion of SANRAL.

7.19 DELEGATION OF AUTHORITY BY SANRAL

SANRAL may delegate any power vested in it by virtue of these rules to an officer or employee of SANRAL.

7.20 STAMP DUTIES

All stamp duties in connection with the contract shall be paid by the service provider.

7.21 PROPOSAL RULES ARE BINDING

The proposal rules as well as the instructions given in the official Proposal Notice shall be binding on all proposers submitting proposals for the service or services stated in the proposal documents.

7.22 LANGUAGE OF THE CONTRACT

The proposal documents have been drafted in English. Each contract which originates from the acceptance of the proposal shall be interpreted and construed in English.

7.23 CLARIFICATION QUESTIONS

31


All questions for clarification must be addressed to Ms Priya Pillay and faxed at (012) 844 8200 or e-mailed to [email protected] to reach SANRAL before 14:00 on Friday,11 March 2016. Any question received after the said date and time will not be considered or answered by SANRAL. All answers to questions and/or clarifications will be provided to all Proposers by SANRAL not later than 16h00 on Tuesday, 15 March 2016.

32


RETURNABLE SCHEDULES

LIST OF RETURNABLE SCHEDULES Notes to Proposers:

Returnable schedules includes Appendices, forms, certificates and schedules for completion by the proposer for use in the quantitative and qualitative evaluation of the Proposal as well as other returnable documents for completion by the Proposer and which will subsequently be incorporated into the contract. Failure to fully complete the relevant returnable documents shall render such a proposal unresponsive. Proposers shall note that their signatures appended to each returnable form represents a declaration that they vouch for the accuracy and correctness of the information provided, including the information provided by candidates proposed for the specified key positions. Notwithstanding any check or audit conducted by or on behalf of SANRAL, the information provided in the returnable documents is accepted in good faith and as justification for entering into a contract with the proposer. If subsequently any information is found to be incorrect such discovery shall be taken as wilful misrepresentation by that proposer to induce the contract. In such event SANRAL has the discretionary right to terminate the contract.

33


APPENDIX A PRO-FORMA LETTER OF APPLICATION FOR [Letterhead of the Proposer or partner responsible for a joint venture / consortium, including registration number, full postal address, and telephone, facsimile and e-mail addresses] Date:_____________________ To : The South African National Roads Agency Ltd.

APPLICATION FOR PROPOSAL 1. Being duly authorised to represent and act on behalf of ___________________________

(hereinafter referred to as “the Proposere”), and having reviewed and fully understood the entire Request for Proposal (RFP) document and information provided, the undersigned hereby applies for proposal consideration.

2. SANRAL and its authorized representatives are hereby authorized to conduct any inquiries

or investigations to verify the statements, documents, and information submitted in connection with this proposal, and to seek clarification from our bankers and clients regarding any financial and technical aspects. This Letter of Application will also serve as authorization to any individual or authorized representative of any institution referred to in the supporting information to provide such information deemed necessary and as requested by yourselves to verify statements and information provided in this application, such as the resources, experience, and competence of the Proposer.

3. SANRAL and its authorized representatives may contact the following persons for further

information.1

GENERAL AND MANAGERIAL INQUIRIES

Name Address and communication details


PERSONNEL INQUIRIES



34


TECHNICAL INQUIRIES



FINANCIAL INQUIRIES



1 Applications by joint venture / consortiums should provide on separate sheet the same

information for each party to the application. 4. This application is made with the full understanding that:

(a) Proposers will be subject to verification of all information submitted at the time of the proposal.

(b) SANRAL reserves the right to:

Amend the scope of the RFP, in which event, proposals will be invited only from those Proposers who meet the resulting amended qualification requirements; and

Reject or accept any application. (c) SANRAL shall not be liable for any such actions under 4(b) above.

5. Appended to this application, we give details of the participation of each party, including

capital contribution and profit/loss agreements in the joint venture (if applicable) or association. We also specify the financial commitment in terms of the percentage of the value of the contract, and the responsibilities for execution of the contract.2

6. We confirm that if we submit a proposal for the Project, any resulting contract will be2:

(a) signed so as to legally bind all partners, jointly and severally; and (b) submitted with a joint venture / consortium agreement providing the joint and several

liability of all partners in the event the contract is awarded to us.

35


7. The undersigned declare that the statements made and the information provided in the duly completed application are complete, true, and correct in every detail.

Signed _________________________

Name _________________________

For and on behalf of (name of Proposer or lead partner of a joint venture / consortium)

_____________________________

____________________ 2 If the Applicant is not a Joint venture / consortium, please delete paragraphs 5 and 6 and

initial the deletions.

36


FORM A: CERTIFICATE OF AUTHORITY FOR SIGNATORY Notes to Proposer: The signatory for the Proposer shall confirm his/her authority thereto by attaching a duly signed and dated copy of the relevant resolution of the board of directors/partners. Alternatively this form may be used directly. It is deemed that whoever authorizes the signatory has the capacity to commit the Proposer to enter into contracts. In the event that the Proposer is a joint venture, a certificate of authority for signatory is required from all members of the joint venture and the designated lead member shall be clearly identified By resolution of the board of directors/partners passed at a meeting held on ............................. Mr/Ms ................................................................. , whose signature appears below, has been duly authorised to sign all documents in connection with the Proposal for contract no. NRA (insert contract no. and description)................................................................................... and any contract which may arise there from on behalf of (enter name of Proposer in block capitals) ........................................ .................................................................................................................................................. SIGNED ON BEHALF OF THE COMPANY: ............................................................................. IN HIS/HER CAPACITY AS: .................................................................................................... DATE: ....................................................................................................................................... SIGNATURE OF SIGNATORY: .............................

37


FORM B: COMPULSORY ENTERPRISE QUESTIONNAIRE

The following particulars must be furnished. In the case of a joint venture, separate enterprise questionnaires in respect of each partner must be completed and submitted.

Section 1: Name of enterprise: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Section 2: VAT registration number, if any: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Section 3: CIDB registration number, if any: . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Section 4: Particulars of sole proprietors and partners in partnerships

Name* Identity number* Personal income tax number*

* Complete only if sole proprietor or partnership and attach separate page if more than 3 partners

Section 5: Particulars of companies and close corporations

Company registration number . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Close corporation number . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Tax reference number . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

Section 6: Record in the service of the state

Indicate by marking the relevant boxes with a cross, if any sole proprietor, partner in a partnership or director, manager, principal shareholder or stakeholder in a company or close corporation is currently or has been within the last 12 months in the service of any of the following:

a member of any municipal council

a member of any provincial legislature

a member of the National Assembly or the National Council of Province

a member of the board of directors of any municipal entity

an official of any municipality or municipal entity

an employee of any provincial department, national or provincial public entity or constitutional institution within the meaning of the Public Finance Management Act, 1999 (Act 1 of 1999)

a member of an accounting authority of any national or provincial public entity

an employee of Parliament or a provincial legislature

38


If any of the above boxes are marked, disclose the following:

Name of sole proprietor, partner, director, manager, principal shareholder or stakeholder

Name of institution, public office, board or organ of state and position held

Status of service (tick appropriate column)

Current Within last 12 months

*insert separate page if necessary

Section 7: Record of spouses, children and parents in the service of the state

Indicate by marking the relevant boxes with a cross, if any spouse, child or parent of a sole proprietor, partner in a partnership or director, manager, principal shareholder or stakeholder in a company or close corporation is currently or has been within the last 12 months been in the service of any of the following:

a member of any municipal council

a member of any provincial legislature

a member of the National Assembly or the National Council of Province

a member of the board of directors of any municipal entity

an official of any municipality or municipal entity

an employee of any provincial department, national or provincial public entity or constitutional institution within the meaning of the Public Finance Management Act, 1999 (Act 1 of 1999)

a member of an accounting authority of any national or provincial public entity

an employee of Parliament or a provincial legislature

Name of spouse, child or parent

Name of institution, public office, board or organ of state and position held

Status of service (tick appropriate column)

Current Within last 12 months

39


*insert separate page if necessary

The undersigned, who warrants that he / she is duly authorised to do so on behalf of the enterprise: i) authorizes SANRAL to obtain a tax clearance certificate from the South African Revenue

Services that my / our tax matters are in order; ii) confirms that the neither the name of the enterprise or the name of any partner, manager,

director or other person, who wholly or partly exercises, or may exercise, control over the enterprise appears on the Register of Tender Defaulters established in terms of the Prevention and Combating of Corrupt Activities Act of 2004;

iii) confirms that no partner, member, director or other person, who wholly or partly exercises, or may exercise, control over the enterprise, has within the last five years been convicted of fraud or corruption;

iv) confirms that I / we are not associated, linked or involved with any other tendering entities submitting tender offers and have no other relationship with any of the tenderers or those responsible for compiling the scope of work that could cause or be interpreted as a conflict of interest; and

iv) confirms that the contents of this questionnaire are within my personal knowledge and are to the best of my belief both true and correct.

Signed Date

Name Position

Enterprise name

40


FORM C: SCHEDULE OF VARIATIONS OR DEVIATIONS BY PROPROSER

PAGE

DESCRIPTION

SIGNED ON BEHALF OF TENDERER: .....................................................................................

41


FORM D: SCHEDULE OF ADDENDA TO REQUEST FOR PROPOSAL

We confirm that the following communications received from SANRAL before the submission of this RFP offer, amending the tender documents, have been taken into account in this RFP:

Date Title or Details

1.

2.

3.

4.

5.

6.

7.

8.

9.

10.

42


FORM E: TAX CLEARANCE CERTIFICATE REQUIREMENTS IT IS A CONDITION OF THIS PROPOSAL THAT THE TAXES OF THE SUCCESSFUL PROPOSER MUST BE IN ORDER, OR THAT SATISFACTORY ARRANGEMENTS HAVE BEEN MADE WITH SOUTH AFRICAN REVENUE SERVICES (SARS) TO MEET THE PROPOSER’S TAX OBLIGATIONS. 1. In order to meet this requirement proposers are required to complete in full form TCC

001 “Application for a Tax Clearance Certificate” and submit it to any SARS office nationally. The Tax Clearance Certificate Requirements are also applicable to foreign Proposers / individuals who wish to submit proposals.

2. SARS will then furnish the Proposer with a Tax Clearance certificate that will be valid for

a period of 1 (one) year from the date of approval. 3. The ORIGINAL Tax clearance Certificate must be submitted together with this Proposal.

Failure to submit the original and valid Tax Clearance Certificate will result in the invalidation of the Proposal. Certified copies of the Tax Clearance Certificate will not be accepted.

4. In Proposals where Consortia/Joint Ventures/Sub-Proposers are involved, each party

must submit a separate ORIGINAL Tax Clearance Certificate. 5. Copies of the TCC 001 “Application for a tax Clearance Certificate” form are available

from any SARS branch or nationally on the website www.sars.gov.za Applications for the Tax Clearance Certificates may also be made via e-Filing. In order to use this provision, taxpayers will need to register with SARS as e-Filers through the website www.sars.gov.za.

43


Form F: SBD 4

DECLARATION OF INTEREST 1. Any legal person, including persons employed by the state¹, 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 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, trustee, shareholder²):

…………………………………….. 2.4 Company Registration Number:

………………………………………………………………………..……. 2.5 Tax Reference Number:

………………………………………………………………………………….……… 2.6 VAT Registration Number:

……………………………………………………………………………….... 2.6.1 The names of all directors / trustees / shareholders / members, their individual identity

numbers, tax reference numbers and, if applicable, employee / persal numbers must be indicated in paragraph 3 below.

¹“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, 1999 (Act No. 1 of 1999);

(b) any municipality or municipal entity; (c) provincial legislature;

44


(d) national Assembly or the national Council of provinces; or (e) Parliament. ²”Shareholder” means a person who owns shares in the company and is actively involved in the

management of the enterprise or business and exercises control over the enterprise. 2.7 Are you or any person connected with the bidder YES / NO presently employed by the state? 2.7.1 If so, furnish the following particulars:

Name of person / director / trustee / shareholder/ member: ……....……………………………… Name of state institution at which you or the person connected to the bidder is employed : ……………………………………… Position occupied in the state institution: ……………………………………… Any other particulars: ……………………………………………………………… ……………………………………………………………… ………………………………………………………………

2.7.2 If you are presently employed by the state, did you obtain YES / NO

the appropriate authority to undertake remunerative work outside employment in the public sector?

2.7.2.1 If yes, did you attached proof of such authority to the bid YES / NO

document? (Note: Failure to submit proof of such authority, where applicable, may result in the disqualification of the bid.

2.7.2.2 If no, furnish reasons for non-submission of such proof:

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

2.8 Did you or your spouse, or any of the company’s directors / YES / NO trustees / shareholders / members or their spouses conduct business with the state in the previous twelve months?

2.8.1 If so, furnish particulars:

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

45


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?

2.9.1If so, furnish particulars. ……………………………………………………………... …………………………………………………………..….

………………………………………………………………

2.10 Are you, or any person connected with the bidder, YES/NO aware of any relationship (family, friend, other) between

any other 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.

……………………………………………………………… ……………………………………………………………… ………………………………………………………………

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

of the company have any interest in any other related companies whether or not they are bidding for this contract?

2.11.1 If so, furnish particulars: ……………………………………………………………………………. ……………………………………………………………………………. …………………………………………………………………………….

3 Full details of directors / trustees / members / shareholders.

Full Name Identity Number

Personal Tax Reference Number

State Employee Number / Persal Number

46


4 DECLARATION

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

CERTIFY THAT THE INFORMATION FURNISHED IN PARAGRAPHS 2 and 3 ABOVE IS CORRECT. I ACCEPT THAT THE STATE MAY REJECT THE BID OR 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

May 2011

47


FORM G: SBD 8

DECLARATION OF BIDDER’S PAST SUPPLY CHAIN MANAGEMENT PRACTICES

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 of Restricted Suppliers 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 Accounting Officer/Authority of the institution that imposed the restriction after the audi alteram partem rule was applied). The Database of Restricted Suppliers now resides on the National Treasury’s website(www.treasury.gov.za) and can be accessed by clicking on its link at the bottom of the home page.

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)? The Register for Tender Defaulters can be accessed on the National Treasury’s website (www.treasury.gov.za) by clicking on its link at the bottom of the home page.

Yes

No


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

http://www.treasury.gov.za/

http://www.treasury.gov.za/

48



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

49


Form H: CERTIFICATE OF INSURANCE COVER

The Proposer shall provide the following details of insurance cover:

Name of Proposer: ...................................................................... Period of Validity: ........................................................................

Value of Insurance:

Professional Indemnity (for each and every case)

Company: .................................................................. Value: ........................................................................

General public liability

Company: .................................................................. Value: ........................................................................

SIGNED ON BEHALF OF THE PROPOSER: .......................................................

50


Form I: TEAM DETAILS In this section Proposers must provide details of the team named in the previous part. The Proposers must provide a summary chart containing all the people to be used.

Name Position in team

Current position

Years of experience

Education Relevant specialist areas of knowledge demonstrating suitability for position

51


Form J: CURRICULUM VITAE TEMPLATE Proposed role in the project:

1. Family name

2. First name:

3. Date of birth:

4. Nationality

5. Education

Institution (Date from - Date to)

Degree(s) or Diploma(s) obtained

6. Membership of

professional bodies

7. Other skills (e.g.

computer literacy, etc.)

8. Present position:

9. Years within the

organisation:

10. Key qualifications

(relevant to the project)

11. Professional

experience

Date (From – To) (mm/yy)

52


Organisation

Location

Position

Description of duties

Date (From – To) (mm/yy)

Organisation

Location

Position

Description of duties

12. Other relevant

information (e.g. Publications)

53


Form K: BEE VERIFICATION CERTIFICATE Bidders are required to submit original and valid B-BBEE Status Level Verification Certificates or certified copies thereof together with their bids, to substantiate their B-BBEE rating claims. Please attach hereto a B-BBEE Status Level Verification Certificates issued by a South African National Accreditation System accredited Verification Agency from the will be valid. In the event that no certificate is attached or the Verification Agency does not comply with the above, preference points of zero (0) will be allocated.

54


FORM L: LITIGATION HISTORY FOR

Name of Applicant or Partner of a Joint Venture / Consortium

____________________________________________________________________

Applicants, including each of the partners of a joint venture / consortium, shall provide information on any history of litigation or arbitration resulting from contracts executed in the last five years or currently under execution. A separate sheet should be used for each partner of a joint venture / consortium. (For RSA Rand Equivalent use exchange rate US$1 = R15 or €1 = R19 or £1 = R23)

Year Award for or

Against Applicant

Name of Client, Cause of Litigation, and Matter in Dispute

Disputed Amount (current

value, RSA Rand

Equivalent

Signature : ________________________

Designation : ______________________

Company : ________________________

55


SBD 9 Form M: CERTIFICATE OF INDEPENDENT BID DETERMINATION 1 This Standard Bidding Document (SBD) must form part of all bids¹ invited.

2 Section 4 (1) (b) (iii) of the Competition Act No. 89 of 1998, as amended, prohibits an agreement between, or concerted practice by, firms, or a decision by an association of firms, if it is between parties in a horizontal relationship and if it involves collusive bidding (or bid rigging).² Collusive bidding is a pe se prohibition meaning that it cannot be justified under any grounds.

3 Treasury Regulation 16A9 prescribes that accounting officers and accounting authorities must take all reasonable steps to prevent abuse of the supply chain management system and authorizes accounting officers and accounting authorities to:

a. disregard the bid of any bidder if that bidder, or any of its directors have abused

the institution’s supply chain management system and or committed fraud or any other improper conduct in relation to such system.

b. cancel a contract awarded to a supplier of goods and services if the supplier

committed any corrupt or fraudulent act during the bidding process or the execution of that contract.

4 This SBD serves as a certificate of declaration that would be used by institutions to ensure

that, when bids are considered, reasonable steps are taken to prevent any form of bid-rigging.

5 In order to give effect to the above, the attached Certificate of Bid Determination (SBD 9) must be completed and submitted with the bid:

¹ Includes price quotations, advertised competitive bids, limited bids and proposals.

² Bid rigging (or collusive bidding) occurs when businesses, that would otherwise be expected to compete, secretly conspire to raise prices or lower the quality of goods and / or services for purchasers who wish to acquire goods and / or services through a bidding process. Bid rigging is, therefore, an agreement between competitors not to compete.

SBD 9

CERTIFICATE OF INDEPENDENT BID DETERMINATION

I, the undersigned, in submitting the accompanying bid: ________________________________________________________________________

56


(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

SBD 9

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 consortium³ will not be construed as collusive bidding.

7. In particular, without limiting the generality of paragraphs 6 above, there has been no consultation, communication, agreement or arrangement with any competitor regarding:

(a) prices; (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.

57


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.

SBD 9 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.

………………………………………………… ………………………………… Signature Date …………………………………………………. ………………………………… Position Name of Bidder

Js914w 2

58


FORM N: DECLARATION OF TENDERER’S CURRENT STATUS OF ANY DEBT OUTSTANDING TO SANRAL CONTRACT NRA HO/CS/1007/2016/01 Volume 1 Notes to tenderer: 1. The signatory for the tenderer shall complete and sign this form declaring the current

status of debt outstanding to SANRAL.

2. In the event that the tenderer is a Joint Venture, a declaration is required from each member of the Joint Venture.

I, the undersigned, ……………………………….....………………………………..……………………. declare: 1. that the tenderer or any of its Directors/Members do not have any debt outstanding to

SANRAL, other than what is listed below: Please provide the details: ....................................................................................................................................... ....................................................................................................................................... ....................................................................................................................................... ....................................................................................................................................... .......................................................................................................................................

2. that to the best of my knowledge the above information is true and accurate. SIGNATURE: ........................................................................................................................................... ON BEHALF OF THE COMPANY: ................................................................................... DATE: ...................................................................................................................................

59


APPENDIX B: GENERAL CONDITIONS OF CONTRACT The proposal conditions shall be read in conjunction with the General Conditions of Contract which are referred to herein and shall be subject to modifications, additions or suppression by the Special Conditions of Contract annexed to the tender document and marked as Appendix C

1.1 AGREEMENT 1.1.1 Upon acceptance of its quotation the successful Supplier shall enter into a agreement with

SANRAL by completing and signing the Form of Agreement in Form L. 1.2 DEFINITIONS 1.2.1 In the Agreement (as hereinafter defined) the following words and expressions shall have

the meanings hereby assigned to them, except where the context requires otherwise:

“Agreement” shall mean this agreement including all annexures and appendices thereto and any written supplementary agreements which may be validly concluded between the parties thereto.

"Supplier" means the person or persons, partnership, company or firm whose quotation has been accepted for the execution of the agreement work as specified in this agreement and includes the Supplier’s legally appointed representatives, heirs, successors, assignees, executors, administrators, trustees or sureties of such person, persons, partnership, company or firm.

“SANRAL” means The SOUTH AFRICAN NATIONAL ROADS AGENCY LIMITED instituted in terms of the South African National Roads Agency Limited and National Roads Act (Act No 7 of 1998) or a person delegated by the South African National Roads Agency Limited to act on its behalf.

“Site” shall refer to the various SANRAL offices located in Pretoria - Hatfield, Pretoria -Menlyn, Cape Town - Belville, Port Elizabeth and Pietermaritzburg.

“Works", "Supply Agreement", or "Agreement" shall mean the works described and specified in the Request for Proposal.

1.2.2 All references to days shall mean days of 24 (twenty four) hours duration commencing at

midnight (00h00) and which shall include non-working days unless otherwise stated. 1.2.3 The headings of clauses in the Agreement are for reference purposes only and shall not

be taken into account in construing the context thereof. 1.2.4 In the Agreement unless inconsistent with the context, the words “notice”, “notify”,”

notification”, “certification” and “issue” shall connote an act to be carried out in writing. 1.2.5 In the Agreement, unless inconsistent with the context, the masculine includes the other

gender, the singular includes the plural and vice versa, and persons shall include bodies corporate.

60


1.2.6 Any document or notice sent by a party in terms of the Agreement by prepaid registered post addressed to the other party at his domicilium citandi et executandi shall be deemed to have reached the other party within 7 (seven) days from date of posting.

1.2.7 The Agreement constitutes the whole agreement between the parties and no variation,

amendment or addition to any of the terms and conditions shall have any force or effect unless reduced to writing and signed by both the parties.

1.2.8 The law applicable to this agreement is the law of the Republic of South Africa. 1.2.9 The Request for Proposal document has been drafted in English, which language shall

apply to this Agreement. 1.3 GENERAL 1.3.1 The Supplier holds harmless and indemnifies SANRAL from and against all claims,

demands, proceedings, damages, costs, charges and expenses whatsoever arising out of or in connection with any failure to perform obligations or to fulfil liabilities and, without limiting the generality of the foregoing, the Supplier holds harmless and indemnifies SANRAL from and against:

1.3.1.1 Faulty design of the subcontract works and materials to be supplied if and where such

design is the responsibility of the Supplier; 1.3.1.2 Materials, faulty workmanship or failure of the goods if and where the goods were

manufactured and/or supplied by the Supplier; 1.3.1.3 Any negligence by the Supplier, his agents, workmen and servants; 1.3.1.4 Any claims from the aforesaid; 1.3.1.5 Any injuries and/or damages incurred on the site in performing the works. 1.4 WARRANTIES AND REPRESENTATIONS 1.4.1 The Supplier warrants and represents that: 1.4.1.1 the Supplier has full capacity and authority and all necessary licences, permits and

consents (including but not limited to, where its circumstances and procedures so require, the consent of its Parent Company) to enter into and to perform this Agreement;

1.4.1.2 this Agreement is executed by a duly authorised representative of the Supplier; 1.4.1.3 the provision of the Services and SANRAL’s use thereof shall not infringe on any

Intellectual Property Rights of any third party and indemnifies SANRAL in respect of any claim arising out of SANRAL's use thereof;

1.4.1.4 the services shall be supplied and rendered by appropriately experienced, qualified and

trained personnel with all due skill, care and diligence. SANRAL reserves the right to call upon the Supplier to remove any personnel whom in its opinion is incompetent;

61


1.4.1.5 the Supplier shall discharge its obligations hereunder with all due skill, care and shall perform all Services in terms of this Agreement with the highest standards consistent with, and applicable to the industry, practice and its own established internal procedures;

1.4.1.6 the services shall be performed in compliance with all applicable laws, enactments, orders,

regulations, and other similar rules and directives; 1.4.1.7 the services satisfy the Functional Specifications and Performance Criteria and all

components and Equipment supplied and/or used in the course of the provision of the Services shall operate in accordance with their technical specifications;

1.4.1.8 the provision of the services shall not cause electrical interferences beyond the limits laid

down in the relevant standard specifications, 1.4.1.9 all equipment supplied is new and unused; 1.4.1.10all statements and representations made to SANRAL are, to the best of its knowledge,

information and belief, true and accurate and that it will advise SANRAL of any fact, matter or circumstance of which it may become aware which would render any such statement or representation to be false or misleading.

1.5 AGREEMENT PRICE ADJUSTMENT 1.5.1 The Supplier shall allow for exchange rate variation, if applicable, for the whole of the

Works and shall arrange forward cover if so desired. The cost thereof shall be for the account of the Supplier, and shall be deemed to be included in the rates tendered.

1.6 ASSIGNMENT AND SUBLETTING 1.6.1 The Supplier shall not cede or delegate his rights or obligations in respect of the whole or

any part of this Agreement. 1.6.2 The Supplier shall not sublet the whole or any part of the Works without the prior written

consent of SANRAL. 1.6.3 This consent of SANRAL to any subcontracting permitted hereunder: 1.6.3.1 shall not imply a agreement between SANRAL and the Subcontractor or any responsibility

or liability on the part of SANRAL to the Subcontractor; or 1.6.3.2 shall not relieve the Supplier from any liability or responsibility for the acts, neglect,

omission or any Default of its Subcontractors. 1.7 INTELLECTUAL PROPERTY RIGHTS INDEMNITY 1.7.1 The Supplier shall indemnify SANRAL against all claims, demands, actions, costs,

expenses (including but not limited to legal costs and disbursements on an attorney and SANRAL scale), losses and damages arising from or incurred by reason of any infringement or alleged infringement (including but not limited to the defence of such alleged infringement) in South Africa of any Intellectual Property Right arising out of or consequent upon the services rendered by the Supplier to SANRAL.

62


1.7.2 The Supplier shall promptly notify SANRAL if any claim or demand is made or action

brought against the Supplier for infringement or alleged infringement of any Intellectual Property Right.

1.7.3 If a claim or demand is made or action brought to which Clause 1.7.1 may apply or in the

reasonable opinion of the Supplier is likely to made or brought, the Supplier shall at its own expense either:

1.7.3.1 Modify any or all of the services without reducing the performance and functionality, or

substitute alternative services of equivalent performance and functionality for any or all of the services, so as to avoid the infringement or the alleged infringement, provided that the terms of this Agreement shall apply mutatis mutandis to such modified or substituted services and such modified or substituted services shall be acceptable to SANRAL, who will not unreasonably withhold such acceptance; or

1.7.3.2 Procure a royalty free licence to use the service on terms which are acceptable to

SANRAL. 1.8 CANCELLATION BY SANRAL 1.8.1 This Agreement may be cancelled by SANRAL in the event of: 1.8.1.1 Failure by the Supplier to proceed with his obligations in terms of this Agreement with due

care, skill and diligence; and 1.8.1.2 In the event of insolvency or liquidation of the Supplier. 1.8.2 Should the Supplier default as listed in Clause 1.8.1, SANRAL shall deliver a Notice of

Cancellation to the Supplier and cancel the agreement forthwith. 1.8.3 Where this Agreement is cancelled as contemplated above the Supplier shall immediately

vacate the site and hand over to SANRAL all documents and papers which relates to the works either in printed or electronic form as may be prescribed by SANRAL. SANRAL shall within 14 (fourteen) days after date of cancellation prepare an account of the service rendered by the Supplier prior to date of such cancellation and no further payment shall be made to the Supplier until after completion of the project.

1.8.4 SANRAL shall be entitled to deduct from any payment due to the Supplier any additional

cost, losses, disbursements and damages incurred or sustained by SANRAL by reason or in consequence of the cancellation of this Agreement, or demand payment in terms of the Guarantee.

1.8.5 The guarantee delivered by the Supplier in terms of this Agreement shall remain in force

until completion of the project. 1.9 PUBLICITY 1.9.1 Neither party shall use the name or any other material and Information of the other in

publicity releases or advertising or for other promotional purposes, without securing the prior written approval of the other party.

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1.9.2 Both parties shall take all reasonable steps to ensure the observance of the provisions of

this Clause 1.9 by all their employees, agents, Sub-Suppliers and Service Providers. 1.9.3 Notwithstanding the provisions of Clause 1.9.1 above, SANRAL shall be entitled to

publicise the Agreement in accordance with any legal or quasi-legal obligation upon SANRAL.

1.10 GIFTS AND PAYMENTS OF COMMISSION 1.10.1 The Supplier shall not: 1.10.1.1 Offer or give or agree to give any person of SANRAL any gift or consideration of

any kind as an inducement or reward for doing or forbearing to do or for having done or forborne to do any act in relation to the obtaining or performance of this Agreement or any other Agreement with SANRAL

1.10.1.2 or for showing or forbearing to show favour or disfavour to any person in relation

to this Agreement; nor 1.10.1.3 Enter into this Agreement if in connection with it commission has been paid or

agreed to be paid to any person of SANRAL by the Supplier or on the Supplier’s behalf or to the Supplier’s knowledge, unless before this Agreement particulars of any commission and of the terms and conditions of any Agreement for the payment thereof have been disclosed in writing to SANRAL.

1.10.2 In the event of any breach of Clause 1.10.1 by the Supplier or by anyone employed by the

Supplier or acting on the Supplier’s behalf in relation to this Agreement or any other agreement with SANRAL, SANRAL may summarily terminate this Agreement by notice in writing to the Supplier and withhold all payments due to the Supplier for completed work. Provided always that such termination shall not prejudice or affect any right of action or remedy which shall have accrued or shall accrue thereafter to SANRAL and provided always that SANRAL may recover from the Supplier the amount or value of any such gift, consideration or commission.

1.10.3 The decision of SANRAL shall be final and conclusive in any dispute, difference or

question arising in respect of: 1.10.3.1 The interpretation of this Clause (except insofar as the same may relate to the

amount recoverable from the Supplier under Clause 1.10.2 in respect of any loss resulting from such termination of this Agreement); and/or

1.10.3.2 The right of SANRAL under Clause 1.9.3 to terminate this Agreement; and/or 1.10.3.3 The amount of value of any such gift, consideration or commission. 1.10.4 In the event that any gift, consideration or commission was solicited by any employee of

SANRAL, this shall immediately be disclosed in writing to SANRAL. 1.11 FORCE MAJEURE

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1.11.1 For the purpose of this Agreement the expression “Force Majeure” shall mean a cause affecting the performance by a party of its obligations arising from acts, events, omissions, happenings or non-happenings beyond its reasonable control including (but without limiting the generality thereof) acts of God, fire, flood, or any disaster, governmental regulations, war, rebellion or other military action. Any act, event, omission, happening or non-happening will only be considered Force Majeure if it is not attributable to the wilful act, neglect or failure to take reasonable precautions of the effected party, its employees, agents, Sub-Suppliers or Service Providers.

1.11.2 Neither party shall in any circumstances be liable to the other for any loss of any kind

whatsoever including but not limited to any damages whether directly or indirectly caused to or incurred by the other party by reason of any failure or delay in the performance of its obligations hereunder which is due to Force Majeure. Notwithstanding the foregoing, each party shall use all reasonable endeavours to continue to perform, or resume performance of such obligations hereunder for the duration of such Force Majeure event.

1.11.3 If either of the parties shall become aware of circumstances of Force Majeure which give

rise to or which are likely to give rise to any such failure or delay on its part it shall forthwith notify the other by the most expeditious method available and shall inform the other of the period which it is estimated that failure or delay shall continue.

1.11.4 It is expressly agreed that any failure by the Supplier to perform or any delay by the

Supplier in performing its obligations under this Agreement which results from any failure or delay in the performance of its obligations by any person, firm or company with which the Supplier shall have entered into any such agreement, supply arrangement or sub-contract or otherwise, shall be regarded as a failure or delay due to Force Majeure only in the event that such person, firm or company shall itself be prevented from or delayed in complying with its obligations under such agreement, supply arrangement or subcontract or otherwise as a result of circumstances of Force Majeure.

1.11.5 If a party fails to inform the other party of the Force Majeure event concerned as set out

in this Clause, then such party shall thereafter not be entitled to refer to or rely on such Force Majeure as a reason for non-fulfilment of any obligation in terms of this Agreement, provided that this obligation to perform shall not apply if a Force Majeure event is known by both parties or the party is unable to inform the other party due to the Force Majeure event.

1.11.6 If the Force Majeure continues for more than 90 (ninety) days, either party shall have the

right to terminate this Agreement with immediate affect. 1.12 SEVERABILITY 1.12.1 If any court of competent jurisdiction holds any provision of this Agreement invalid, illegal,

unlawful or unenforceable for any reason, such provision shall be severed and the remainder of the provisions hereof shall continue in full force and effect as if this Agreement had been executed with the invalid, illegal or unenforceable provision eliminated.

1.12.2 In the event of a holding of invalidity so fundamental as to prevent the accomplishment of

the purpose of this Agreement, SANRAL and the Supplier shall agree to meet and review the matter and if any valid and enforceable means is reasonably available to achieve the

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same objective as the invalid or unenforceable provision, to adopt such means by mutual agreement by way of variation of the Agreement.

1.13 WAIVER 1.13.1 The failure of either party to insist upon strict performance of any provision of this

Agreement, or the failure of either party to exercise any right or remedy to which it is entitled hereunder, shall not constitute a waiver thereof and shall not cause a diminution of the obligations established by this Agreement.

1.13.2 A waiver of any Default shall not constitute a waiver of any subsequent default. 1.14 SUCCESSION 1.14.1 This Agreement shall be binding on the successors in title, assignees, administrators,

executors and heirs of either party. 1.15 INSURANCE 1.15.1 The Supplier shall act and take out insurance and maintain at his own cost such insurance

as he deems necessary to cover his responsibilities in terms of the Agreement including the deductible excesses of the insurance. SANRAL shall be at liberty to examine the insurance purchased.

1.16 COMMENCEMENT AND PROGRAMME 1.16.1 The Supplier shall commence the Works as specified herein, and shall proceed with the

same with due expedition and without delay except as may be expressly sanctioned or ordered by SANRAL or be completed beyond the control of the Supplier.

1.17 TIME FOR COMPLETION 1.17.1 The Works shall be executed by the date specified herein or such extended time as may be provided for in terms of the Agreement. 1.18 FAILURE TO PERFORM 1.18.1 If the Supplier fails to execute the Works by the date of completion or within the constraints

and limitations detailed in the Agreement, the Supplier shall reimburse SANRAL for the costs reasonably incurred in arranging for the works or duties or tasks which the Supplier has consistently failed to execute satisfactorily to be carried out by others on his behalf, in accordance with the provisions of the Agreement.

1.18.2 SANRAL may, without prejudice to any other form of recovery, deduct such sum or sums

from any monies due or which may become due to the Supplier. 1.18.3 The payment or deduction of such sum or sums shall not relieve the Supplier of his

obligation to complete the Works or from any of his obligations or liabilities under the Agreement.

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1.18.4 Penalties will applied as per the Service Level Agreement that will form part of this contract.

1.18.5 Penalties will be applied for non-performance during the Maintenance Phase of the Works

as specified. 1.19 TRAVELLING 1.19.1 The Supplier is to include all travelling and delivery cost in his quotation, for which no extra

costs will be paid. 1.20 SITE ACCOMMODATION 1.20.1 No supplier personnel will be allowed to stay on site. 1.20.2 No offices are available on site for the supplier. 1.21 EQUIPMENT AND MATERIALS 1.21.1 The Supplier must safeguard all material and equipment. This responsibility passes to

SANRAL from the date that an Inspection Release Certificate in respect of the completed system installation is handed over. It will be the Suppliers responsibility to take out any necessary insurance cover.

1.21.2 The Supplier can under no circumstance make use of any other Supplier or

subcontractor’s equipment on site to complete their work, without the prior written consent of the other Supplier or subcontractor.

1.22 SOFTWARE LICENCING 1.22.1 The Supplier shall procure all software in the name of SANRAL and deliver the original of all such licenses and software to SANRAL before the completion of the Installation Phase of the Works. 1.23 VACATION OF SITE 1.23.1 The Supplier shall hand the site back to SANRAL in the same condition as it was before

the commencement of the works. Failing to do so, SANRAL will effect all repairs, replacement and/or cleaning necessary to return the site to its original condition. All costs associated herewith will be deducted from the payment due to the Supplier.

1.24 MEASUREMENT AND PAYMENT 1.24.1 The Supplier shall submit to SANRAL, on completion of the Installation Phase of the Works

and acceptance thereof by SANRAL (refer to Project Specifications), in a form that SANRAL may reasonably require, an invoice of the amount it claims in accordance with the provisions of this Agreement.

1.24.2 Payment shall be made within 30 (Thirty) calendar days of receipt by SANRAL (at its

nominated address for invoices) of a valid invoice and statement, from the Supplier.

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1.24.3 If any sum payable under this Agreement is not paid within 30 (thirty) calendar days after

the due date then (without prejudice to the Supplier’s other rights and remedies) the Supplier shall be entitled to receive interest compounded monthly on the amount owing during the period of delay. Interest shall be calculated at 1 (one) percentage point above the prime rate charged by the Supplier’s bank at the time. The Supplier shall be entitled to such payment without formal notice.

1.25 SETTLEMENT AND DISPUTES 1.25.1 Any dispute or difference of any kind whatsoever between SANRAL and the Supplier in

connection with or arising out of this Agreement (whether during the execution of the agreement works or after their completion and whether before or after the termination, abandonment or breach of this Agreement) shall be settled by reference to SANRAL.

1.25.2 If a dispute cannot be settled between the two parties, then the chief executive officers of

the two parties shall meet and endeavour to resolve issues between them. 1.25.3 If the agreement between chief executive officers cannot be reach within 49 (forty-nine)

calendar days after receipt by one Party of the other Party’s request to do so, the dispute may be submitted by either party to the Gauteng High Court for urgent or interim relief.

1.25.4 Notwithstanding any contrary provisions in this Agreement, any Party shall have the right

to approach the Gauteng High Court for urgent or interim relief. 1.26 NON RENOUNCEMENT OF STATUTORY POWERS 1.26.1 Notwithstanding any provision contained in this Agreement or any right or obligations

arising there from: 1.26.1.1 SANRAL does not renounce any of its statutory powers; and 1.26.1.2 both parties record SANRAL's power to act in accordance with the existing or

future acts of Parliament or regulations made by virtue thereof and that this Agreement shall not affect such powers in any way whatsoever; and

1.26.1.3 SANRAL shall have the right to refuse to furnish any information or documentation

that the Supplier may request in terms of this Agreement if SANRAL is of the opinion, based on reasonable grounds, that such information or documentation is confidential, or if the disclosure of such information or documentation will infringe another party's copyright or any other right or breach a relation of trust between SANRAL and another party.

1.27 ENTIRE AGREEMENT 1.27.1 The Agreement constitutes the entire understanding between the parties relating to the

subject matter of this Agreement and supersedes all prior representations, negotiations or understandings, proposals or prior arrangements, oral or written with respect hereto, except in respect of any fraudulent misrepresentation made by either party.

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1.27.2 The Supplier shall be deemed to have waived and renounced any condition printed upon any stationary used by them for the purpose of or in connection with the submission of the quotation.

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APPENDIX C SPECIAL CONDITIONS OF CONTRACT C1. Service Level Agreement The successful service provider will be required to sign a mutually agreed service level agreement (SLA), incorporating or amending the General Conditions of Contract and may include further conditions and refinement of parameters and shall include a quality guarantee/insurance and penalty clauses. The SLA will be entered into prior to the commencement of services. C2. SANRAL Data

SANRAL Data will at all times remain the property of SANRAL. SANRAL hereby authorises the SERVICE PROVIDER to have access to and to make use of such data as is appropriate for the performance by the SERVICE PROVIDER of its obligations under this Agreement. The SANRAL Data will not be used by the SERVICE PROVIDER for any purpose other than in accordance with this Agreement.

C3. MANAGEMENT C3.1 Each Party has appointed or shall appoint a representative (‘Representative’).

The Representatives shall meet at least once a month at mutually agreed times and venues and shall be the primary contact for each Party. All invoices, communications, documentation and materials relating to this Agreement shall be sent by each Party to the appropriate Representative. Each Party shall notify the other in writing promptly in the event of any change in its Representative.

C3.2 The SERVICE PROVIDER’s Representative will have overall responsibility for

managing and coordinating the delivery of the Services. The SERVICE PROVIDER’s Representative will have the power and authority to make decisions with respect to actions to be taken by the SERVICE PROVIDER in the ordinary course of day-to-day management of SANRAL's account in accordance with this Agreement.

C3.3 SANRAL Representative will have the power and authority to make decisions

with respect to actions to be taken by SANRAL under this Agreement. The SERVICE PROVIDER’s Representative may designate a reasonable number of additional employees to be points of contact for SANRAL with respect to particular matters of expertise relating to this Agreement.

C3.4 SANRAL representative shall chair all meetings. C4. ADDITIONAL SERVICES C4.1 Where the SERVICE PROVIDER is engaged by SANRAL to perform services

which would otherwise fall outside the scope of the Services (“Additional Services”), any agreement with respect to such Additional Services will be set forth in a written agreement (“Additional Services Agreement”), unless it can be made under the Change Protocol, to be signed by both Parties which will contain as a minimum the following information, as applicable:

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C4.1.1 a reference to this Agreement, which reference will be deemed to

incorporate all of the provisions of this Agreement with the necessary changes save as may otherwise be recorded in the Additional Services Agreement;

C4.1.2 the date as of which the provisions of the Additional Services Agreement will become effective and, if applicable, the term or period of time during which the Additional Services set out the rein will be provided;

C4.1.3 a description of the Additional Services to be provided by the SERVICE PROVIDER pursuant to the Additional Services Agreement and any qualitative and quantitative performance standards applicable to such Additional Services;

C4.1.4 a description of SANRAL's responsibilities relating to the Additional Services, including any facilities, hardware, Software or other support that will be required;

C4.1.5 the amounts payable for the Additional Services or resources provided pursuant to the Additional Services Agreement and the schedule and procedures on which such amounts will be invoiced; and

C4.1.6 any additional provisions applicable to the Additional Services to be provided pursuant to the Additional Services Agreement that are not otherwise set forth in this Agreement or that are exceptions to the provisions set forth in this Agreement.

C4.2 The SERVICE PROVIDER shall not be liable for any delay or failure to provide

the Services resulting from the acts or omissions of SANRAL or any of its third party services or products providers.

C5. RIGHT AND OWNERSHIP OF DOCUMENTATION C5.1 All originals of documents furnished/supplied by SANRAL and all documentation,

including data prepared by the SERVIOCE PROVIDER in connection with this Agreement shall be lodged with SANRAL and shall become the property of SANRAL upon their submission and acceptance by the Agency.

C5.2 Copyright in all such documentation prepared by the SERVICE PROVIDER in terms of

this Agreement shall vest in SANRAL. C5.3 No data or documentation pertaining to these Services may be published, used or

circulated by the SERVICE PROVIDER without the prior written approval of SANRAL. C5.4 Notwithstanding anything to the contrary herein contained, any and or all Intellectual

Property Rights belonging to the SERVICE PROVIDER or any third party prior to the development of the Services in terms of this Agreement shall remain the property of the SERVICE PROVIDER or such third party and SANRAL shall not in any manner whatsoever be entitled to use such Intellectual Property Rights in any other manner not provided for herein without the written consent of the SERVICE PROVIDER or the third party.

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C6. INTELLECTUAL PROPERTY RIGHTS INDEMNITY C6.1 Subject always to the Agency's proper observance of its obligations under this Clause, the

SERVICE PROVIDER shall indemnify SANRAL against all claims, demands, actions, costs, expenses (including but not limited to legal costs and disbursements on an attorney and Agency basis), losses and damages arising from or incurred by reason of any infringement or alleged infringement (including but not Iimited to the defence of such alleged infringement) in South Africa of any Intellectual Property Right in connection with the receipt of the Services.

C6.2 The SERVICE PROVIDER shall promptly notify SANRAL if any claim or demand is made

or action brought against the SERVICE PROVIDER for infringement or alleged infringement of any Intellectual Property Right.

C6.3 SANRAL shall promptly notify the SERVICE PROVIDER to which Clause C6.1 may apply.

The SERVICE PROVIDER shall at its own expense conduct any litigation arising there from and all negotiations in connection therewith and SANRAL hereby agrees to grant to the SERVICE PROVIDER exclusive control of any such litigation and such negotiations.

C6.3 SANRAL shall at the request of the SERVICE PROVIDER afford to the SERVICE

PROVIDER all reasonable assistance for the purpose of contesting any claim or demand made or action brought against SANRAL to which Clause C6.1 may apply or any claim or demand made or action brought against the SERVICE PROVIDER to which Clause C6.2 may apply. The SERVICE PROVIDER shall reimburse SANRAL for all costs and (including but not limited to legal costs and disbursements on an attorney and client basis) incurred in so doing.

C6.4 SANRAL shall not make any admissions which may be prejudicial to the defence or

settlement of any claim, demand or action for infringement or alleged infringement of any Intellectual Property Right to which Clause C6.1 may apply or any claim or demand made or action brought against the SERVICE PROVIDER to which Clause C6.2 may apply.

C6.5 If a claim or demand is made or action brought to which Clause C6.1 may apply or in the

reasonable opinion of the SERVICE PROVIDER is likely to be made or brought, the SERVICE PROVIDER shall at its own expense either:

C6.5.1 modify any or all of the Services without reducing the performance and

functionality, or substitute alternative Services of equivalent performance and functionality for any or all of the Services, so as to avoid the infringement or the alleged in infringement, provided that the terms of this Agreement shall apply mutatis mutandis to such modified or substituted Services and such modified or substituted Services shall be acceptable to SANRAL, who will not unreasonably withhold such acceptance; or

C6.5.2 procure a royalty free licence to use the Services on terms which are

acceptable to SANRAL. C6.6 The foregoing provisions of this Clause C6 shall not apply insofar as any such claim or

demand or action is in respect of:

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C6.6.1 any use by or on behalf of the SANAL of the Services in combination with any item not supplied or approved by the SERVICE PROVIDER where such use of the Services directly gives rise to the claim, demand or action; or

C6.6.2 any modification carried out by SANRAL or on behalf of SANRAL by a third

party to any item supplied by the SERVICE PROVIDER under this Agreement if such modification is not authorised by the SERVICE PROVIDER in writing; or

C6.6.3 any use by SANRAL of the Services in a manner not reasonably to be

inferred from the specification or requirements of SANRAL. C6.7 If modification or substitution is not possible so as to avoid the infringement or the

SERVICE PROVIDER has been unable to procure a license, the SERVICE PROVIDER shall be liable to replace or procure replacement of the Services or part thereof together with additional costs incurred in implementing and maintaining such replacements, including any costs to SANRAL.

C6.8 SANRAL hereby warrants that any instructions given in relation to the SERVICE

PROVIDER’s use of any third party item supplied directly or indirectly by SANRAL shall not cause the SERVICE PROVIDER to infringe any third party's Intellectual Property Rights in such item.

C7. CONFIDENTIALITY C7.1 The SERVICE PROVIDER acknowledges that all Material & Information obtained from or

relating to SANRAL, its employees or agents is the property of SANRAL. C7.2 In further consideration of SANRAL executing this Agreement with the SERVICE

PROVIDER, the SERVICE PROVIDER hereby warrants that:

C7.2.1 the SERVICE PROVIDER (and any person employed or engaged by the SERVICE PROVIDER in connection with this Agreement in the course of such employment or engagement) shall only use the Material & Information for the purposes of this Agreement;

C7.2.2 the SERVICE PROVIDER (and any person employed or engaged by the SERVICE

PROVIDER in connection with this Agreement in the course of such employment or engagement) shall not disclose any Material & Information to any third party without the prior written consent of SANRAL;

C7.2.3 the SERVICE PROVIDER shall take all necessary precautions to ensure that all

Material & Information is treated as confidential and not disclosed or used other than for the purposes of this Agreement by the SERVICE PROVIDER’s employees, agents or sub-consultants; and

C7.2.4 without prejudice to the generality of the foregoing neither the SERVICE

PROVIDER nor any person engaged by him whether as an employee or a consultant or otherwise shall use the Material & Information for the solicitation of

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business from SANRAL or another part of the South African Government by the SERVICE PROVIDER or by such employee or consultant or by any third party.

C7.3 SANRAL:

C7.3.1 shall treat as confidential all Material & Information, obtained from the SERVICE PROVIDER; and

C7.3.2 shall not subject to this Clause C7 disclose to any third party without the prior

written consent of the SERVICE PROVIDER any Material & Information obtained from the SERVICE PROVIDER.

C7.4 The provisions of ClausesC7.1, C7.2 and C7.3 shall not apply to any Material &

Information which:

C7.4.1 is or becomes public knowledge other than by breach of this Clause C7; or

C7.4.2 is in the possession of the receiving party without restriction in relation to disclosure before the date of receipt from the disclosing party; or

C7.4.3 is received from a third party who lawfully acquired it and who is under no obligation

restricting its disclosure; or

C7.4.4 is independently developed without access to the Material & Information. C7.5 Nothing in this Clause C7 shall prevent SANRAL from using data processing techniques,

ideas and know-how gained during the performance of this Agreement in the furtherance of its normal business, to the extent that this does not relate to a disclosure of any Material & Information or an infringement by SANRAL of any Intellectual Property Right.

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APPENDIX D CHANGE CONTROL PROCEDURE

1. Notwithstanding anything to the contrary in the General Conditions of Contract and subject to the further provisions of this Appendix D, no variation, addition or consensual cancellation of this Agreement shall be of any force or effect unless and until it is reduced to writing and signed by the duly authorised representatives of each Party.

2. Should the Parties at any stage wish to amend the provisions of this Agreement including the provisions of this clause, the y shall do so by way of a written amendment signed by the authorised representatives of each Party.

3. Further, during the currency of this Agreement, events may occur which require a change to the nature or scope of Services or to any of the Schedules to this Agreement. Such changes shall be implemented on the following basis:

a. Should either Party wish to propose any change to the nature and scope of Service or to any of the Schedules to this Agreement, such Party shall address a written proposal to the other detailing the desired changes.

b. Should such proposal be made by:-

i. SANRAL, SANRAL shall specify the reasons for that change and describe the change in sufficient detail to enable the SERVICE PROVIDER to formulate a response. The SERVICE PROVIDER shall investigate the likely impact of any proposed changes or amendments upon the Services and the provision thereof and shall provide SANRAL with a “Variation Note”, including amended pricing and timeframes, in respect thereof. In the event that the SERVICE PROVIDER wishes to charge for the preparation of the Variation Note, such costs shall be required to be agreed by the Parties in advance and failing such agreement the SERVICE PROVIDER shall not be obliged to proceed with the preparation of the Variation Note;

ii. The SERVICE PROVIDER, it shall detail in a Variation Note the reasons for and impact of the change, the services required to implement the change and the effect that the changes, if implemented, will have on the relevant Services and pricing.

c. The Parties shall discuss the proposed changes and shall effect such amendments to the SERVICE PROVIDER’s Variation Note within 30 (thirty) days. The Variation Note shall then be considered by SANRAL and approved or rejected in its discretion, provided that if a Variation Note:-

i. is accepted by SANRAL, it shall be signed off by duly authorised representatives of the Parties and incorporated into this Agreement;

4. Neither the SERVICE PROVIDER nor SANRAL shall be entitled to proceed or require the implementation of any change to the Services or any Schedules pursuant to this Appendix D until such change and all matters relating thereto have been agreed in writing between the Parties in accordance with the provisions of this Appendix D. Pending sign-off as aforesaid, the Parties will continue to perform the its obligations without taking account of the proposed changes. Neither Party

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shall be obliged to agree to any change proposed by the other Party but the Parties will not unreasonably delay or withhold the agreement to a proposed change.

5. Should the Parties agree in writing, signed by both Parties, to any change, such amendment shall be binding on the Parties notwithstanding any failure to adhere to the procedure contemplated herein.

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APPENDIX E SERVICE LEVELS

Introduction

This Appendix provides an overview of the proposed service levels to be used during the execution of the Agreement. The document includes a description of severity classifications to be used as basis for classifying and calls logged with the Service Provider. The document also specifies predicted response and restoration times related to each of the categories of severity. The service levels are indicative only and will require continuous review and confirmation between the Service Provider and SANRAL. SANRAL and the Service Provider will review these service levels at the start of the Agreement and thereafter every six months to confirm applicability of the service levels for the next period.

1. SEVERITY CLASSIFICATION

CLASSIFICATION DESCRIPTION

Severity 1

To be negotiated

Severity 2 To be negotiated



2. SERVICE LEVELS

Severity Code

Response Description Restore

Severity 1 98% of incidents within 30 minutes of notification

To be negotiated X days

X hours

Severity 2 98% of incidents within 2 hours of notification

To be negotiated

X days

X hours

Severity 3 98% of incidents within 1 day of notification


Severity 4 98% of incidents within


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Severity Code

Response Description Restore

1 day of notification

3. EXCEPTION CONDITIONS

In addition to any exclusions and conditions detailed in this Agreement, the measurements or calculations of compliance with Service Levels will be adjusted to reflect the exclusion of events that are primarily attributable to any of the following:

3.1 SANRAL’s, or its third parties, acts, errors, or omissions;

3.2 Wilful misconduct, negligence or violations of laws by SANRAL;

3.3 SANRAL's failure to permit or give the SERVICE PROVIDER access to systems;

3.4 Events occurring within periods of time agreed in the agreed operational change control procedure, including (without limitation) during scheduled maintenance, downtime, back up and refresh activities.

3.5 Problems and incidents not reported through the documented and prescribed reporting procedure, where the detection or resolution of such problems or incidents is dependent upon SANRAL’s notification through such a procedure;

3.6 Delays caused by SANRAL, which affect the Service Provider’s provision of the Services;

3.7 Mutually agreed abnormal conditions, which might impact on the Service Levels;

3.8 Technically not possible by mutual agreement or expert determination;

3.9 Third party failures, where the Service Provider is not responsible for ensuring that the third party performs the act which was the subject of the failure;

3.10 The non-performance by SANRAL of all of its related obligations and responsibilities;

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4. PENALTIES

Severity Code

Description Penalty

1 To be negotiated 4% of entire monthly billing amount

2 To be negotiated

3% of entire monthly billing amount

3 To be negotiated


4 To be negotiated


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APPENDIX F: PRICING SCHEDULE PRICING RULES: 1. 1. GENERAL

a) Where no price or where a R0-00 price is entered against any and/or all payment items under the three categories of staff, SANRAL

shall regard such service as either being included elsewhere under other payment item/s or provided free of charge. The entering of R0-00 shall not absolve the service provider from performing its obligation under the payment item/s

b) If the service provider do not wish to price under any column, please insert R0-00. Do not leave any column, row and/or any combination thereof open.

c) Do not qualify or right words in the pricing schedule. Any qualification and/or amendments must be incorporated into the form provided. d) Do not give an alternative pricing unless the postulated pricing schedule (this schedule under Appendix F) is filled in. e) Prices and totals must be equal to the product of the service providers tendered hourly rates and quantities. f) Quantities are estimates only and are used for purposes of evaluation only and does not reflect any guaranteed of work. The service

provider will not be entitled to claim any quantities provided in this schedule neither will the tenderer have any claim against SANRAL for any reduction of the quantities.

2. DISCOUNTS:

a) Any discounts which is provided unconditionally will be taken into account for evaluation purposes. b) Discounts provided on condition will not be taken into account. c) Discounts must be indicated separately to the price tendered under a separate heading itemised DISCOUNTS.

3. RETAINERS:

a) No retainers will be allowed nor paid out, only cost for actual work done will be paid. 4. MARK UPS:

a) Mark ups will only be allowed for the production of radio and television adverts and only related third party costs for advertising and marketing. However it must be tendered in the pricing schedule.

b) Mark ups will not be allowed of more than 20%. 5. PRICING:

a) Please use the table below to show the structure of the tendered fees. b) The total tendered amount will be calculated as follows:

Price tendered as per the pricing schedule.

Price tendered as per the pricing schedule plus 8% increase on previous calculations representing pricing for the following year (also known as year 2 or Financial year 2017/2018)

The Price tendered as per the pricing schedule for year 2 above plus 8% increase representing pricing for year 3 (also known as Financial year 2018/2019.

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RATE PER HOUR:

1. Please indicate the rate per hour for the following designated staff that will be working on the account for which the costs are reflected in the services table below.

Designation of staff Rate per hour 2016/17

Senior

Middle

Junior

No SERVICE REQUIRED Frequency Quantity Senior % of work split

Middle % of work split

Junior % of work split

A ADVERTISING AND MARKETING

A1 SCOPE OF WORKS INCLUDES

1.1 Provide strategic brand insight and direction.

Per brief 800 hours

1.2 Develop an advertising and brand strategy and a creative plan.

Per brief 500 hours

1.3 Develop a style guide. Per brief 100 hours

1.4 Carry out necessary research prior to campaigns.

Per brief 200 hours

1.5 Perform brand reviews and ensure involvement in key research initiatives.

Ad hoc 500 hours

1.6 Obtain and verify client creative briefs.

Ongoing 100 hours

1.7 Manage all ongoing projects and the costs.

Ongoing 1000 hours

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1.8 Monitor campaigns as well as provide analysis of the feedback.

Ongoing 800 hours

1.9 Monitoring of annual trends and consumer behaviour.

Annual 100 hours

1.10 Manage and coordinate teams across discipline.

Ongoing 100 hours

1.11 Ensure proper collaboration with other SANRAL service providers.

Ongoing 500 hours

1.12 Study and analyse the market related to SANRAL business and report.

Ongoing 300 hours

1.13 Develop creatives showing an understanding of SANRAL’s operating environment.

Ongoing 200 hours

1.14 Contribute to and advise SANRAL on the development and implementation of the marketing plan.

Ongoing 800 hours

1.15 Create, prepare and submit marketing and advertising strategies for SANRAL’s approval.

Ongoing 1000 hours

1.16 Execute and implement marketing communications and advertising in finished forms.

Ongoing 1800 hours

1.17 Traffic and disperse all necessary materials all third parties needed to accomplish SANRAL’s

Ongoing 1800 hours

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approved marketing and advertising campaigns.

1.18 Update and develop strategic marketing plans

ongoing 200 hours

1.19 Develop target audiences list

Per brief 100 hours

1.20 Arrange photo/video shoots when required.

Per brief 800 hours

1.21 Resize and edit material according to media plan.

Per brief 800 hours

1.22 & A2.7

Develop campaigns, concepts, designs, final mechanicals

Ongoing 1000 hours

1.23 Edit and proofread all copy and copy approved by SANRAL.

Ongoing 800 hours

1.24 & A2.4

Translation in official languages

Per brief 500 hours

1.25 Provide creative consulting.

Ongoing 500 hours

1.26 Prepare the complete strategy and creative for all mass media.

Per brief 500 hours

1.27 Develop concept design and production of TV ads.

Per brief 1000 hours

1.28 Develop concept design and production of radio ads.


1.29 Develop concept design and production of print ads.


1.30 Digital advertising material.


1.31 Develop creatives for all media executions.


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1.32 Monitoring and evaluation after implementation

Per brief 500 hours

A2 MEDIA OPTIMISATION AND CREATIVE ATTUNEMENT

2.1 Monitor all reporting systems.

1000 hours

2.2 Manage and deliver data and performance reports.

Per month 300 hours

2.3 Design at least 3 creative concepts per strategy.

Ongoing 500 hours

2.5 Copy writing and proof reading.

Per year 1000 hours

2.6

Design and layout of publications.

Ongoing 1000 hours

2.9 Provide story boards for campaigns.

Ongoing 500 hours

2.10 Provide laid out copy designs for approval.

As required 500 hours

2.11 Provide draft scripts for approval.

When needed

500 hours

2.12 Source and provide voice over artists/actors/actresses

When needed

200 hours

B OTHER TENDER SPECIFICATIONS AND REQUIREMENTS

B1 PROGRAMME ADMINISTRATION

1.1. Daily update calls Ongoing 200 hours

1.2 Weekly status report ongoing 500 hours

1.3 Prepare a monthly report

Monthly 100 hours

1.4 Monthly strategic meetings

Ongoing 300 hours

1.5 Attend SANRAL related meetings

As and when needed

100 hours

B2 ACCOUNT MANAGEMENT AND WORK FLOW

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2.1 Issue status reports for all projects that include but are not limited to project number, description, current status, next steps, timeline and due date

Weekly / project based

500 hours

2.2 Screen work before presentation to Client (on brief and strategy)

Per brief 300 hours

2.4 Prepare and submit campaign timing plans

Per brief 200 hours

2.6 Issue invoices and statements

Monthly 300 hours

2.7 Manage and resolve financial queries

Ongoing 200 hours

2.8 Manage third party suppliers

Per brief 300 hours

2.9 Coordinate and project manage all media buying projects

Ongoing 500 hours

2.10 Oversee the application of and adherence to Corporate Identity

Ongoing 500 hours

2.11 Provide hard drive of all work done for SANRAL twice a year for the duration of contract

Ongoing 50 hours

2.12 Issue financial reports highlighting projects completed

Quarterly 300 hours

2.13 Issue financial reconciliations indicating the difference between third party amounts and actual third party costs.

Quarterly 300 hours

85


NOTE: Fees for 2017/18 and 2018/19 will increase by CPI on a yearly basis on the anniversary of the awarded contract, with a maximum rate of 8% per annum. INTERNSHIP: Reference to section C in the RFP

MARK UPS:

2.14 Ensure all CEs are submitted with relevant job card

Ongoing 300 hours

2.15 Full financial accounting as stated in the RFP

Ongoing 300 hours

2.16 Finance personnel to attend monthly meeting

Ongoing 100 hours

TOTALS PER LEVEL OF SENIORITY R R R

TOTAL (SENIOR + MIDDLE + JUNIOR) 2016/17 R

TOTAL FOR (SENIOR + MIDDLE + JUNIOR) 2017/18 PLUS 8% R

TOTAL FOR (SENIOR + MIDDLE + JUNIOR) 2018/19 PLUS 8% R

VAT R

FINAL TENDERED AMOUNT FOR THREE YEARS R

FINAL TENDERED AMOUNT FOR THREE YEARS IN WORDS

INTERNSHIP OF 2% R

ANY ADDITIONAL, PLEASE SPECIFY AND ATTACH MOTIVATION R

MARK UP OF A MAXIMUM OF 20% FOR THE PRODUCTION OF RADIO AND TELEVSION ADVERTS INCLUDING ANY RELATED THIRD PARTY COSTS FOR ADVERTISING AND MARKETING

%

86


DELIVERY, TRAVEL AND KILOMETER CLAIM Reference to section D in the RFP DELIVERY All delivery to SANRAL offices must be calculated in the pricing schedule. Delivery nationally will be carried out by SANRAL or the successful agency for Volume 4 upon request.

TRAVEL FOR ALL STAFF

Daily Rate For Car Hire Only Class B will be paid for. Please provide proof of cheapest quote of three. Any alternative class required as a result of circumstances or terrain can only be used if prior approval is obtained.

Daily Rate For Accommodation and Meals Please follow Treasury regulation of R1300 per day including breakfast, dinner, parking.

Flights Only economy class will be paid for. Please provide proof of cheapest quote of three.

Note: Proof of three quotes and cheapest accepted will be required.

KILOMETER CLAIM All travel to SANRAL offices must be accounted for as part of the pricing schedule subject to the successful service provider may being able to charge for any kilometre within a radius of 50km from each office. The successful service provider may only charge for travel to a SANRAL Office(s) where the successful service provider staff member is not a resident of that province and when a hired vehicle is not used. The following kilometre claim schedule may only be charged, no costs over and above will be accepted. The vehicle type for all staff shall be limited to a Category B with a 1800 Engine Volume cc in accordance with the table below. In exceptional cases SANRAL may consider a different category vehicle and/or engine volume on receipt of individual request.

Schedule of Travel Tariffs (cents per kilometre)

ENGINE VOL

(cc)

A B C D

Up to 1400 227 + 7.24 x PP 204 + 9.8 x PP - -

1401-1600 284 + 7.88 x PP 204 + 9.8 x PP - -

87


1601 – 1800 314 + 7.88 x PP 230 + 9.8 x PP - 314 + 7.88 x PP

1801 – 2000 372 + 8.77 x PP 311 + 9.8 x PP 361+ 9.8 x PP 421 + 8.77 x PP

2001 – 2501 469 + 10.56 x

PP 315 + 13.1 x PP 364 + 13.1 x PP

469 + 10.56 x PP

Over 2501 482 + 10.98 x

PP 366 + 13.8 x PP 456+ 13.8 x PP

482 + 10.98 x PP

NOTE:

The formulas in this table are fixed for 1 (one) year only (April-March of each year) regardless of the Stage of the Project. SANRAL will publish revised formulas on a yearly basis.

“PP” is the lowest octane rating petrol price in Rand, for the month, in the city of the respective Regional Office. The “PP” rate can be downloaded from the AA website www.aa.co.za on a monthly basis.

Vehicle Classes

A - Passenger motor cars and station wagons and 4x2 Double Cabs

B - Two wheel drive light delivery vehicle, panel vans and other similar goods vehicles with a carrying capacity up to one metric ton

C - Four wheel drive light delivery vehicle (single and double cab)

D - Mini busses (up to 15 seater)

http://www.aa.co.za/

Documents

PROVISION OF ADVERTISING AND MARKETING … Volume 1... · Provider/s to enter into an agreement for the provision of Advertising and Marketing Services. The agreement will be for