Pe Area Eastern Cape: Hygiene Services
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RFQ 16/117/EC
PE AREA EASTERN CAPE: HYGIENE SERVICES
Advert /Publish Date 09 Nov 2016 Availability of Documents www.etenders.gov.za Compulsory Site Inspection Yes Briefing Session 14 Nov 2016 Closing Date 23 Nov 2016 Closing Time 11h00 AM
BIDDER’S FULL LEGAL NAME
Please indicate whether this is the original or a copy by ticking the applicable block. ORIGINAL COPY NUMBER OF 4 ACRONYMS DESCRIPTION
SAPO South African Post Office Limited
BBBEE Broad Based Black Economic Empowerment
BEE Black Economic Empowerment
JV Joint Venture
RFP Request For Proposal
CV Curriculum Vitae
PPPFA Preferential Procurement Policy Framework Act
EME Exempted Micro Enterprises
SCM Supply Chain Management
ED Enterprise Development SUPPLY CHAIN MANAGEMENT
259 Govn Mbeki Ave Port Elizabeth 6000
Tel: 041 508 4373 Fax: 041 508 4036
E-mail: [email protected]
RFP NO: RFQ 16/117/EC
DESCRIPTION: HYGIENE SERVICES PE AREA OFFICES
CLOSING DATE: 23 Nov 2016 at 11:00 AM
Dear Sir /Madam
REQUEST FOR PROPOSAL
You are hereby invited to submit proposals for the provision of Hygiene Services at South African Post Office Limited owned and leased buildings in the various areas within Eastern Cape Region for a period of three (3) years.
Your proposal should be addressed as follows: (Supply Chain Management) South African Post Office Limited 259 Govan Mbeki Ave PORT ELIZABETH 6000 Attention: Hans van Loggerenberg (Procurement)
The tender box is accessible to the public 24 hours per day, 7 days per week. The measurements of the “tender box slot” are 450mm wide x 250mm high, and you must ensure that documents/files are not larger than the above dimensions. Files, which are too bulky (i.e. more than the above mentioned dimensions) must please be split into two or more files.
Please note that late documents will not be considered. The South African Post Office Limited shall not be bound to accept any offer.
The details for compulsory site inspection and briefing session are as follows: COMPULSORY SITE BRIEFING
PORT ELIZABETH AREA Time and Date Physical Address 14 Nov 2016 South African Post Office Limited 10:00 - 11:00 259 Govan Mbeki Ave Supply Chain Contact Name Hans Van Loggerenberg Person Telephone 041 508 4373 Number
All enquiries shall be addressed, in writing, to the attention of the above-mentioned South African Post Office official.
Yours sincerely
Hans Van Loggerenberg Supply Chain Manager SCOPE OF SUPPLY AND SPECIFIC INSTRUCTIONS
1. BACKGROUND
1.1. The SAPO Limited requires a bidder/s to provide Hygiene Services at SAPO owned and leased buildings at Eastern Cape Region.
1.2. The services are required at various (SAPO) offices, warehouses, mail centres and post offices where identified.
2. OBJECTIVES
2.1 To appoint a service provider/s for the provision of Hygiene Services in the various areas within a region for a period of three (3) years.
2.2 To promote local enterprises within a specific region.
2.3 To promote Enterprise Development (ED). SAPO intends promoting Exempted Micro Enterprise’s (EME’s) through this bid. However, entities other than EME’s are required to provide an ED plan to demonstrate their contribution to EME development, in accordance with the specification.
3. DESCRIPTION OF SERVICE
To appoint a service provider/s for the provision of Hygiene Services at SAPO owned and leased buildings in various areas within Eastern Cape Region for a period of three (3) years.
4. POINTS OF DELIVERY OF SERVICES
PORT ELIZABETH AREA
OFFICE STREET_ADDRESS TOWN_CITY No of Sanitary Bins ADDO MAIN ST ADDO 2 ALGOAPARK 3 ST LEONARDS RD PORT ELIZABETH 3 Shop 25, N2 Shopping Centre, Hillcrest Drive, Bluewater Bay, BLUEWATER BAY Port Elizabeth PORT ELIZABETH 2 CENTRAHIL 3 RINK STREET PORT ELIZABETH 2 DESPATCH CNR MAIN & RABIE ST DESPATCH 3 EMERALD HILL 3 RHODES ST PORT ELIZABETH 2 GELVANDALE 75 GAIL RD PORT ELIZABETH 3 GREENACRES 1 PENNY STREET MILL PARK PORT ELIZABETH 2 HANKEY HOOF ST HANKEY 2 HUMANSDORP 18 DU PLESSIS ST HUMANSDORP 3 HUMEWOOD HUMEWOOD STREET PORT ELIZABETH 2 HUNTER'S KWIKSPAR SHOPPING RETREAT CENTRE, 1 KERR RD PORT ELIZABETH 2 JEFFREY'S BAY 9 DE REYGER STREET JEFFREYSBAY 3 JOE SLOVO JOE SLOVO TOWNSHIP PORT ELIZABETH 1 JOUBERTINA VAN RIEBEECK ST JOUBERTINA 2 KENAKO 2 KAREEDOUW 8 Kerk Street, Kareedouw, 6400 KAREEDOUW 2 KIRKWOOD VOORTREKKER RD KIRKWOOD 2 KORSTEN 20 ESSEX ST PORT ELIZABETH 2 SHOP 32, ZIYABUYA SHOPPING CENTRE, STAND KWADWESI 2969 PORT ELIZABETH 2 KWANOBUHLE JABAVU STREET UITENHAGE 2 Shop 4, Daku Road Shopping Centre, Daku Road, Kwazakhele, KWAZAKHELE Port Elizabeth PORT ELIZABETH 2 LINTON GRANGE 529 CAPE RD PORT ELIZABETH 3 SHOP 2A,MOTHERWELL MOTHERWELL NU4 Shopping Centre, Nyara Street PORT ELIZABETH 2 CNR MENDI & EMBIZWENI NEW BRIGHTON SQAURE PORT ELIZABETH 2 NEWTON PARK CNR CAPE ROAD & FITH AVE PORT ELIZABETH 3 NMMU (NELSON MANDELA METROPOLE Mail Room, NMMU campus, UNIVERSITY) Summer strand, Port Elizabeth PORT ELIZABETH 1 NOORSEKLOOF 15 JACARANDA ST JEFFREYS BAY 1 NORTH END 3 PARKIN ST PORT ELIZABETH 2 PATENSIE FRED FERREIRA ST PATENSIE 1 PORT ELIZABETH 259 GOVAN MBEKI AVENUE PORT ELIZABETH 59 RIEBEECKHOOGTE 10 VAN RIEBEECK ST UITENHAGE 1 SALTVILLE 15 ST ANNE ST PORT ELIZABETH 1 ALABAMA SHOPPING CENTRE, SCHAUDERVILLE DURDAN ROAD PORT ELIZABETH 1 SIDWELL 123 COMMERCIAL RD PORT ELIZABETH 2 ST FRANCIS BAY CNR LYNE AVE ST FRANCIS BAY 2 STEYTLERVILLE MIDDLETON ST STEYTLERVILLE 1 BEACH PHARMACY, 8TH SUMMERSTRAND AVENUE PORT ELIZABETH 1 SUNRIDGEPARK SHOPPING SUNRIDGE PARK CENTRE, CANNA AVE PORT ELIZABETH 1 SWARTKOPS 84 GRAHAMSTOWN RD PORT ELIZABETH 1 SHOP M5 THE BRIDGE SHOPPING CENTRE, THE BRIDGE LANGENHOVEN DRIVE PORT ELIZABETH 1 UITENHAGE 106 CALEDON ST UITENHAGE 3 WALMER CNR 8TH AVE & WATER RD PORT ELIZABETH 2 ZWIDE CO LUDWABA TAMBO STRS PORT ELIZABETH 2
TOTAL EXCL 5. PRICE BASIS
5.1 Bidders shall take into account that the SAPO total requirements may not be allocated to only one bidder.
5.2 Bidders shall quote prices in South African Rand and Value Added Tax shall be excluded and shown separately.
5.3 Bidders shall quote on the basis indicated in the Pricing Schedule and as stated in the Proposal Questionnaire.
5.4 SAPO requires an all-inclusive and fully transparent cost structure. Escalations must be included and the Percentage Price Breakdowns must be included in the format specified.
5.5 Pricing of goods and services must be linked to the specifications.
5.6 Bidders must indicate what portion of the total price will be allocated to each member of the JV or Consortium where a Bidder is constituted of more than one member.
5.7 Where figures are referred to in numerals and in words and there is a conflict between the two, the words will prevail.
5.8 The successful bidder shall commit to the programme of continuous improvement, which will result in cost-efficiencies during the currency of the relationship.
5.9 Bidders must warrant to the SAPO and indicate that the pricing quoted is free of any errors or omissions and that the Bidder is able to deliver the contract on the prices quoted.
6. PAYMENT
Bidders shall, as requested in clause 2 of the Proposal Questionnaire submit payment terms and details.
7. DISCOUNT
Bidders shall, as requested in clause 2 of the Proposal Questionnaire, indicate whether they offer any discounts.
8. PROPOSAL DOCUMENTS
8.1 Bidders responding to this (RFQ) are deemed to do so, on the basis that they acknowledge and accept all the Terms and Conditions of this RFQ.
8.2 No bids submitted by Facsimile, telegram, email will be considered. It is the bidder’s sole responsibility to ensure that the complete bid has been received by the Closing Date and Time. Postmarking before or on the Closing Date will not substitute for actual receipt. Giving the bid to a courier prior to the Closing Date without actual receipt by the SAPO by the Closing Date and Time will not excuse the late delivery of a bid.
8.3 Proposal documents must be completed in ink and any amendments to the proposal documents, whether erasures or by means of correction fluid (e.g. tippex), must be initialled by the bidder. 8.4 All documents and correspondence must be in English.
8.5 Proposals must be compiled in the following manner: 8.5.1 one (1) original proposal (marked ‘original’) must be submitted. 8.5.2 four (4) copies of the proposal (marked ‘copy’) must be submitted; 8.5.3 loose-leaf (not bound) proposal will not be accepted. 8.5.4 if the proposal is submitted by a consortium / JV, each company forming part of the consortium / JV must complete the Declaration of Interest and Mutual Confidentiality Non- disclosure individually and submit it as part of the proposal; 8.5.5 all Annexures, company profiles, CV’s, etc., shall form part of the ‘ORIGINAL’ as well as the ‘COPY’ proposals.
8.6 All proposals must be delivered sealed. The following information shall appear on the outside of the sealed proposal: 8.6.1 Name of bidder; 8.6.2 Description of proposal; 8.6.3 RFQ number; 8.6.4 Closing date and time; 8.6.5 Name of person for whose attention the proposal is intended; and 8.6.6 The name and address of the Bidder must be written on the reverse side of the proposal/envelope.
9. CONSULTATION PRIOR TO SUBMISSION OF A PROPOSAL
Bidders shall consult, in writing, with the undernoted SAPO officials should there appear to be any discrepancy, ambiguity or uncertainty pertaining to the meaning or effect of any description, dimension, quality, quantity or any other information contained in this bid. SAPO undertakes to provide clarification in writing to all Bidders, provided that the request is received prior to the closing date and time for clarifications.
Officials Location Contact Details
Hans van South African Post Office (041) 508 4373. Loggerenberg Limited Hans.vanLoggerenberg@postoffic (Procurement 259 Govan Mbeki Ave e.co.za Specialist) Port Elizabeth 6000.
10. CLARIFICATIONS
10.1 Bidders are encouraged to submit clarification questions to the specification, in writing to SAPO Officials mentioned above not later than 10h00 on 16 Nov 2016. No further questions will be entertained after this period.
10.2 The SAPO will respond in writing to queries and distribute to all bidders within five (5) days after receipt of questions. 10.3 Oral communication or instruction by SAPO or its representative shall have no standing in this Request for Proposal (RFP) unless and until they have been confirmed in writing.
10.4 SAPO accepts no responsibility for the failure of any bidder not receiving notifications or correspondence relating to this Request for Quotation (RFQ).
11. VALIDITY PERIOD OF PROPOSAL
The period during which the SAPO shall have the right to accept a proposal without any right of withdrawal on the part of the bidder shall be One hundred and twenty (120) days from the date on which proposals are due. After such period a bidder may withdraw his proposal if he has not been notified of its acceptance.
12. COST OF THE BID
Each Bidder shall bear all of its costs (of whatsoever nature) associated with the preparation or submission of its bid and of negotiating with the SAPO regarding a possible contract agreement and any other costs and expenses incurred by the Bidders in connection with or arising out of the competitive procurement process.
13. CONDITIONS OF BID
13.1 The South African Post Office Limited reserves the right to reject and /or disqualify any proposal:
13.1.1 Received without all the data and information requested.
13.1.2 That fails the Gate Keeping Criteria.
13.1.3 That fails to comply with the specification.
13.1.4 That contains any information that is found to be incorrect or misleading in anyway.
13.1.5 That fails to submit the correct number of copies and in the correct format.
13.1.6 Such non-compliant bids shall be rejected without further evaluation, provided that South African Post Office Limited believes, in its own discretion, that the non-compliance is minor then South African Post Office Limited may continue with the evaluation, or seek clarification thereon or reject the bid.
13.2 The South African Post Office Limited reserves the right:
13.2.1 Not to award or cancel this RFQ at any time and shall not be bound to accept the lowest or any bid.
13.2.2 To negotiate with the Preferred bidder/s, and failing agreement to negotiate with all Reserved Bidders identified in the evaluation process, regarding any terms and conditions, including price without offering the same opportunity to any other Bidder who has not been awarded the status of the Preferred or Reserved Bidder.
13.2.3 To accept part of a bid rather than the whole bid. 13.2.4 To benchmark prices of items that are contracted and should these items be available at a more competitive price than the contracted price, South African Post Office Limited will request the current bidder to reduce their price to be inline failing which, these will be purchased out of contract.
13.2.5 To split the award of the bid between two or more Bidders.
13.2.6 To cancel and/or terminate the bid process at any stage, including after the Closing Date and/or after presentations have been made, and/or after bids have been evaluated and/or after the Preferred Bidders and Reserved Bidders have been notified of their status as such.
13.2.7 To carry out site inspections, product evaluations or explanatory meetings in order to verify the nature and quality of the Services bidded for, whether before or after adjudication of the bid.
13.2.8 To award the contract to a Bidder whose bid was not the lowest in price?
13.2.9 To correct any mistakes at any stage of the bid that may have been in the bid documents or occurred at any stage of the bid process.
13.3 Minimum scores / points to be obtained on evaluation of bids: 13.3.1 Bidders with a score less than seventy percent (70%) for the functionality criteria will not be eligible for further evaluation.
13.4 No attempt may be made, whether directly or indirectly, to canvass any member of SAPO staff before the award of the contract. Any enquiries must be referred, in writing, to the specified persons.
13.5 In the event that the Bidder intends to sub-contract any of the services and/or goods required, a substantial portion of each key element of the scope of work as defined Pages 39 must reside within the Bidding Entity.
Note: Bidders are not allowed to sub-contract more than 25% of the scope of services.
13.6 Samples
13.6.1 South African Post Office Limited shall not pay for samples provided and damaged / destroyed samples as a result of destruction testing.
13.6.2 Samples will not be returned to the bidder
14. BLACK ECONOMIC EMPOWERMENT (BEE)
Bidders with low BEE credentials are encouraged to enter into meaningful business relationship (e.g. JV’s) with BEE companies.
15. CONDITIONS OF PURCHASE The terms and conditions applicable to any order / contract that may result from this enquiry are stated in the Contractual Terms and Conditions. 1. SPECIAL CONDITIONS TO BID
1.1 Bid Submission Requirements
1.1.1 Bidders are required to submit their proposals per area/s within a region and clearly and accurately specify the area/s within a region for which they are bidding, in their bid responses. Bids that do not indicate the area/s will be deemed non-responsive and their proposals will be rejected.
1.1.2 SAPO reserves the right to award multiple areas within a region to a single bidder based on the PPPFA preference points system.
1.2 Compulsory Site Inspections per site, in an area within a region
1.2.1 Compulsory site inspections will be conducted at each applicable SAPO building within the area/s that they are bidding for. A list of the buildings and their address details per area are included in the bid documents. An attendance register will be maintained per building, per site inspection and will be used as proof of attendance.
1.2.2 Bidders who fail to attend and sign the attendance registers compulsory site inspections will not meet the gate keeping criteria and their bid responses will not be evaluated further.
1.3 Enterprise Development
1.3.1 SAPO intends promoting EME’s through this bid.
1.3.2 In the event that a bidder is NOT an EME: 1.3.2.1 Non EME bidders must submit a detailed Enterprise Development (ED) plan, Which will form part of the contractual agreement of the successful bidder and will include the following elements?
1.3.2.1.1 Identifying and profiling the selected majority black owned EME’s 1.3.2.1.2 Training and mentoring to be provided 1.3.2.1.3 Jobs to be created through commitment to the selected EME(s) 1.3.2.1.4 Financial support (cash flow, accounting procedures, etc) 1.3.2.1.5 Process enhancement and capacity increase.
1.4 Physical Location of Bidder within Region of Service Requirements
1.4.1 This bid is limited to bidders who are physically located in the region in which they are bidding.
1.4.2 Bidders must submit acceptable proof of physical location of company within region of service requirements evidenced by certified copies, which is not older than 3 months before the closing date of this bid, of the bidder’s:
1.4.2.1.1 Municipal account, 1.4.2.1.2 A current lease agreement, or 1.4.2.1.3 Proof of physical address from the Tribal Authority.
1.5 Legislative Requirements
1.5.1 The service provider will be responsible for the provision of Hygiene Services in accordance with these specifications, applicable legislation and regulations and industry standards.
1.5.2 The service provider must supply all Hygiene consumables, materials and equipment in accordance with the manufacturer’s specifications, applicable regulations and industry standards.
1.5.3 The workmanship under this contract shall be in line with S.A.B.S standards and the Occupational Health and Safety Act, Act No. 85 of 1993, as amended.
Performance
1.5.4 The bidder must be able to provide the Hygiene services within the timelines indicated in this bid document and in accordance with SAPO’s conditions and /or agreed changes 1.5.5 The bidder must utilise its own equipment, at its own cost, for the proper provision of the specified Hygiene services at SAPO sites.
1.5.6 The bidder must deliver the Hygiene services within five (5) days notification or as specified in a purchase order.
1.5.7 The bidder must adhere to the following minimum control requirements: 1.5.7.1 Job cards for maintenance of Hygiene equipment and; 1.5.7.2 Delivery note for Hygiene consumables utilised per site per service.
1.5.8 The bidder must be available during working hours for the duration of the contract.
1.5.9 Hygiene services must be rendered during working hours from Monday to Friday, excluding weekends and public holidays, unless where otherwise specified.
1.5.10 It is the bidder’s responsibility to ensure that no damage to SAPO property is caused by its employees where services are rendered. Costs of such damages will be for the account of the bidder.
1.5.11 Every month, the bidder must submit a detailed written report to the SAPO on specific problems, suggestions, improved methods and work programmes, connected with this agreement.
1.5.12 The bidder must provide buffer stock to replenish consumables
1.5.13 The bidder must undertake supervisory visits to SAPO to conduct the following site inspection activities: 1.5.13.1 Time and motion 1.5.13.2 Client liaison and feedback 1.5.13.3 Assessments of Hygiene standards 1.5.13.4 Equipment and consumable audits 1.5.13.5 Hygiene staff visits: bi-monthly staff visits, which includes the following: 1.5.13.5.1 Appearance of uniform 1.5.13.5.2 Quality of work – assessment
1.5.14 The bidder is to provide SAPO with a monthly report containing the following information:
1.5.14.1 Consumable consumptions 1.5.14.2 Operational requirements 1.5.14.3 Incident reports 1.5.14.4 Ad-hoc/specialized Hygiene requirements 1.5.14.5 Hygiene standards.
1.6 Company Experience and Contactable References
1.6.1 The bidder must have successfully executed at least one year Hygiene services projects at other institutions. The bidder must provide full details regarding recently executed project(s) and contactable references per project. Bidders must respond to the requirements of experience and contactable references in the format provided for in the bid document.
1.6.2 The bidder must also, as part of the bid response, submit a customer satisfaction report completed by the bidder’s client(s), indicating the bidder’s performance
1.6.3 SAPO reserves the right to visit an existing client of the bidders to validate experience and capability in line with the bid submitted.
1.7 Experience of Key Resources
1.7.1 It is the responsibility of the bidder to ensure that key resources allocated to SAPO have more than 5 months of experience in the provision of Hygiene services. Curriculum vitae (CV) must be submitted in the bid response as proof.
1.7.2 The bidder must submit together with its bid a complete work plan in which, the following should be indicated: 1.7.2.1 Number of resources that will be employed. 1.7.2.2 The number of supervisors that will be employed. 1.7.2.3 The work method that will be followed for the execution of the contract.
1.7.3 All staff to be neatly and adequately attired in distinctive uniform supplied by the bidder.
1.8 Security and Employment Vetting
1.8.1 The bidder’s personnel, who render services at SAPO sensitive security areas, must, at the cost of the bidder, be cleared up to the level of “CONFIDENTIAL” by SAPO. 1.8.2 The bidder is required as a minimum to conduct employment, vetting and security checks of all employees deployed to SAPO’s service areas. Failure comply will result in breach of contract conditions.
1.8.3 Bidder personnel must be clearly identifiable via uniforms and security identification cards.
1.8.4 The successful bidder will be subjected to a security screening process in line with SAPO prescribed processes.
1.9 Chemicals/Consumables and Equipment to be Used on Site
1.9.1 The bidder will be responsible for the supply of all Hygiene Consumables, materials and equipment at SAPO buildings per area/s within a region, as per the bidder’s response.
1.9.2 The bidder must provide all chemicals and consumables required to render an efficient service to SAPO. SAPO reserves the right to approve or not approve the use of these chemicals and consumables at SAPO sites.
1.9.3 The bidder must submit the specifications and Material Safety Data sheets of all chemicals upon appointment and thereafter annually. The manufacturer’s instructions regarding the use of all materials and chemicals must be strictly followed.
1.9.4 Upon appointment, the bidders must supply a list of SABS approved products, which they intend using, supported by specimen labels, indicating: 1.9.4.1 Trade Name. 1.9.4.2 Generic Name. 1.9.4.3 Registration Number. 1.9.4.4 Ingredients (type and content) as shown on the label. 1.9.4.5 Application rates.
1.9.5 The bidder must utilise its own equipment at its own cost, for the proper provision of the Hygiene services at SAPO sites. 1.9.6 Approval for the use of alternative chemicals and consumables to that contracted, must first be obtained in writing from SAPO. 1.9.7 The bidder must not use or store any poisonous or highly flammable materials on SAPO premises without the approval of SAPO, for the rendering of this service or for other purposes. 1.9.8 The bidder must comply with all applicable provision of Hygiene service legislation, regulations, and minimum industry standards for the procurement, storage, handling, transporting, application and general use of chemicals and equipment or tools.
1.10 Public Liability Cover, Insurance and Compensation Commission
1.10.1 The bidder must provide proof of Public Liability Insurance in the amount of R5m.
1.10.2 The service provider must submit a Letter of Good Standing with the Compensation Commissioner
1.11 Acceptance of Contractual Terms and Conditions
1.11.1 All bid responses must provide both technical and pricing details for each of the main components outlined.
1.11.2 Prospective bidders must sign the certificate of acquaintance confirming and certifying the following: 1.11.2.1 That, such prospective bidder is fully acquainted with the content of the bid documents (including all attachments to it) and the terms and conditions of the procurement contract.
1.11.2.2 That, such prospective bidder confirm and accept that should their respective bid be successful, they unequivocally undertake to sign forthwith (should SAPO indicate and require such) the Contract and Annexure thereto.
1.11.2.3 That, should a successful bidder (after acceptance of its Bid by SAPO, as confirmed by a Letter of Acceptance issued by SAPO) be unwilling, fail or omit to duly and fully sign the Procurement Contract (and its Annexures), such unwillingness, failure or omission shall automatically be construed and regarded by SAPO as a repudiation by this bidder of such acceptance of their bid and/or such consequent appointment by SAPO.
1.12 Warranty 1.12.1 A warranty period of twelve (12) months will apply for Hygiene equipment installed.
1.12.2 If a particular service has to be redone within that period, the cost thereof will be for the bidder’s account.
1.13 Tax Clearance Certificates
1.13.1 The bidder should submit an original valid Tax Clearance Certificate (TCC) together with the bid. Certified copies of TCC’s are not acceptable.
1.13.2 Prior to award of the bid, SAPO will verify the submitted TCC and the bidder’s tax status with SARS, as per prescribed procedures.
1.13.3 Unincorporated Joint Ventures (JV) should submit a separate original valid TCC for each JV member.
1.13.4 Incorporated Joint Ventures (JV) should submit a consolidated TCC. SPECIFICATIONS
1. GENERIC SPECIFICATIONS (GENERAL SCOPE OF WORK) FOR HYGIENE SERVICES
1.1 The Scope of Work for Provision of Hygiene Services, is as Follows:
1.13.5 .Deep hygiene 1.13.6 Servicing of Sanitary bins, including liner, powder and line pockets 1.13.7 Servicing of Hand towels dispenser 1.13.8 Servicing of Hand soap dispenser 1.13.9 Servicing of Toilet sanitizers 1.13.10 Servicing of Air freshener
1.13.11 Installation/replacement of above dispensers
1.2 Deep Hygiene
No. Description Deep clean units, consisting of toilets, wash basins, showers, urinals, sinks, floor outlets in kitchen, kitchenettes and fat trap/s. Clean and disinfect toilets, urinals, wash hand basins, sluices and sinks Clean and disinfect showers Clean and disinfect wall tiles Remove bacteria and uric encrustation from all areas of the basins, urinals and bowls Remove all scale, deposits and algae from surfaces on wash basins, shower tiles and sinks Clean taps, plugs and outlets Degrease and disinfect fat trap at Canteen Deep cleaning on all carpeted areas and tiled areas surface, at the time to be agreed upon with the SAPO. Deep cleaning of toilets, urinals, basins, sinks, drains, fat traps as per schedule of activities should be done from 18h00-22h00 on week days. Auto flush units at each urinal, including fluid to be serviced.
1.3 Sanitary Bins Including Liner, Powder and Line Pockets
No. Description Sanitary bins to be provided by service provider Empty sanitary bins and replace sanitary bin liner Bins to be sanitised Soiled sanitary bins must be taken off site and replaced with clean sterilized holder Sanitary bins, including liner, powder and line pockets to be replaced with sterilized holders Special note: The appointed service provider must make use of a colour code system on the sanitary bin liners and no consecutive weeks to have the same colour. 1.4 Service Hand Towel Dispenser
No Description Refill hand towels dispenser
1.5 Service Hand Soap Dispenser
No Description Refill hand soap dispenser Maintain hand soap dispenser
1.6 3Service Toilet Seat Sanitizers
No Description Refill toilet seat sanitizers Maintain toilet seat sanitizer
1.7 Service Automatic Air Freshener Dispenser
No Description Refill automatic air freshener dispenser Maintain automatic air freshener dispenser
1.8 installation/Replacement of Hygiene Equipment
No Description Install hand towel dispensers Install hand dryers Install hand soap dispensers Install automatic air freshener dispenser Install Toilet Sanitizers 1. DETAILED SPECIFICATIONS FOR HYGIENE SERVICES
1.1.2 OTHER SMALLER BUILDINGS
Special Notice: The hygiene service to the listed buildings below is restricted to the servicing of sanitary bins, including the liner, powder and line pockets. Full hygiene services to be done four times a year
AMOUNT FOR 3 No of YEARS OFFICE STREET_ADDRESS TOWN_CITY eSanitary EXCL VAT ADDO MAIN ST ADDO 2 ALGOAPARK 3 ST LEONARDS RD PORT ELIZABETH 3 Shop 25, N2 Shopping Centre, Hillcrest Drive, Bluewater Bay, BLUEWATER BAY Port Elizabeth PORT ELIZABETH 2 CENTRAHIL 3 RINK STREET PORT ELIZABETH 2 DESPATCH CNR MAIN & RABIE ST DESPATCH 3 EMERALD HILL 3 RHODES ST PORT ELIZABETH 2 GELVANDALE 75 GAIL RD PORT ELIZABETH 3 GREENACRES 1 PENNY STREET MILL PARK PORT ELIZABETH 2 HANKEY HOOF ST HANKEY 2 HUMANSDORP 18 DU PLESSIS ST HUMANSDORP 3 HUMEWOOD HUMEWOOD STREET PORT ELIZABETH 2 HUNTER'S KWIKSPAR SHOPPING RETREAT CENTRE, 1 KERR RD PORT ELIZABETH 2 JEFFREY'S BAY 9 DE REYGER STREET JEFFREYSBAY 3 JOE SLOVO JOE SLOVO TOWNSHIP PORT ELIZABETH 1 JOUBERTINA VAN RIEBEECK ST JOUBERTINA 2 KENAKO 2 KAREEDOUW 8 Kerk Street, Kareedouw, 6400 KAREEDOUW 2 KIRKWOOD VOORTREKKER RD KIRKWOOD 2 KORSTEN 20 ESSEX ST PORT ELIZABETH 2 SHOP 32, ZIYABUYA SHOPPING CENTRE, STAND KWADWESI 2969 PORT ELIZABETH 2 KWANOBUHLE JABAVU STREET UITENHAGE 2 Shop 4, Daku Road Shopping Centre, Daku Road, Kwazakhele, KWAZAKHELE Port Elizabeth PORT ELIZABETH 2 LINTON GRANGE 529 CAPE RD PORT ELIZABETH 3 SHOP 2A,MOTHERWELL MOTHERWELL NU4 Shopping Centre, Nyara Street PORT ELIZABETH 2 CNR MENDI & EMBIZWENI NEW BRIGHTON SQAURE PORT ELIZABETH 2 NEWTON PARK CNR CAPE ROAD & FITH AVE PORT ELIZABETH 3 NMMU (NELSON MANDELA METROPOLE Mail Room, NMMU campus, UNIVERSITY) Summerstrand, Port Elizabeth PORT ELIZABETH 1 NOORSEKLOOF 15 JACARANDA ST JEFFREYS BAY 1 NORTH END 3 PARKIN ST PORT ELIZABETH 2 PATENSIE FRED FERREIRA ST PATENSIE 1 PORT ELIZABETH 259 GOVAN MBEKI AVENUE PORT ELIZABETH 0 RIEBEECKHOOGTE 10 VAN RIEBEECK ST UITENHAGE 1 SALTVILLE 15 ST ANNE ST PORT ELIZABETH 1 ALABAMA SHOPPING CENTRE, SCHAUDERVILLE DURDAN ROAD PORT ELIZABETH 1 SIDWELL 123 COMMERCIAL RD PORT ELIZABETH 2 ST FRANCIS BAY CNR LYNE AVE ST FRANCIS BAY 2 STEYTLERVILLE MIDDLETON ST STEYTLERVILLE 1 BEACH PHARMACY, 8TH SUMMERSTRAND AVENUE PORT ELIZABETH 1 SUNRIDGEPARK SHOPPING SUNRIDGE PARK CENTRE, CANNA AVE PORT ELIZABETH 1 SWARTKOPS 84 GRAHAMSTOWN RD PORT ELIZABETH 1 SHOP M5 THE BRIDGE SHOPPING CENTRE, THE BRIDGE LANGENHOVEN DRIVE PORT ELIZABETH 1 UITENHAGE 106 CALEDON ST UITENHAGE 3 WALMER CNR 8TH AVE & WATER RD PORT ELIZABETH 2 ZWIDE CO LUDWABA TAMBO STRS PORT ELIZABETH 2
TOTAL EXCL R
EVALUATION CRITERIA
1. The bid evaluation is undertaken in three (3) phases, namely:
No Evaluation Description Points Max Scoring Criteria
1.1 Gate Keeping Compliance to Administrative Full Compliance Full Compliance Criteria 1.2 Functionality Score Company experience 80 100 Key Resources 20 1.3 Preference Point Points for Price 90 100 System Preference B-BBEE Points 10
1.1 Phase I: Gate Keeping Criteria No Description Bidders must comply with the following gatekeeping criteria. Failure to comply with the following criteria will result in the bid not being evaluated further. 1.1.1 Attendance of compulsory site inspections per site, in an area within a region. 1.1.2 Pricing schedule must be completed per area per building. 1.2 Phase II: Functionality Score
Sub-Criteria Description Scoring Guide ScoreWeightTotal Weigh t Company Bidders experience’s in at least 1 year in the successful execution of Hygiene 80 Experience services activities, as per specification. Bidders experience will be measured on the following: Number of years’ company experience in the industry Customer Satisfaction (To be validated using reference checks as per bidders submission in line with the relevant templates in the bid documents) Number of years’ experience in the industry 1 - 2 years 3.5 40 >2 years 5 Customer Satisfaction Good 3.5 40 Excellent 5 KResourcesK > 5 – 12 3.5 20 20 Experience of key resources (supervisors) in months Key Resources providing Hygiene services >1 year 5
TOTAL POINTS FOR FUNCTIONALITY 100
FUNCTIONALITY THRESHOLD (Bidders scoring <70% on functionality will not be further evaluated.)
1.3 Phase III: Preference Points System
No. Criteria Weight Sub-criteria PREFERENCE POINTS SYSTEM: 90/10 1.3.1 Total Price 90 Calculation of points for price 1.3.2 B-BBEE 10 Calculation of B-BBEE Level Status points
1.3.1 Calculation of points for price
Pt P min Ps 901 P min
Where
Ps = Points scored for comparative price of bid under consideration Pt = Comparative price of bid under consideration Pmin = Comparative price of lowest acceptable bid
1.3.2 POINTS AWARDED FOR B-BBEE STATUS LEVEL OF CONTRIBUTION B-BBEE Status Level of Number of points Number of points Contributor (90/10 system) (80/20 system)
1 10 20
2 9 18
3 8 16
4 5 12
5 4 8
6 3 6
7 2 4
8 1 2
Non-compliant contributor 0 0 CONTRACTUAL TERMS AND CONDITIONS
1. PREAMBLE
WHEREAS THE POST OFFICE HAS INVITED PROSPECTIVE SERVICE PROVIDERS TO SUBMIT BID PROPOSALS FOR THE PERFORMING OF HYGIENE SERVICES TO THE POST OFFICE BUILDINGS;
WHEREAS THE POST OFFICE ACCEPTED THE SERVICE PROVIDER’S BID FOR THE PERFORMING OF HYGIENE SERVICES TO THE POST OFFICE BUILDINGS;
WHEREAS THE SERVICE PROVIDER HAS AGREED TO PERFORM THE HYGIENE SERVICES TO THE POST OFFICE IN ACCORDANCE WITH THE TERMS AND CONDITIONS OF THIS AGREEMENT; AND
WHEREAS THE PARTIES WISH TO DETERMINE THE CONTRACTUAL CONTENT THAT SHALL REGULATE THIS AGREEMENT,
THEREFORE THE PARTIES AGREE AS FOLLOWS:
2. DEFINITIONS
In this Agreement (unless otherwise stated or the context otherwise indicates), the following words and expressions shall (when used in this Agreement, including in this Definitions’ clause) bear the meanings ascribed to them below:
2.1 “AFSA” means the Arbitration Foundation of Southern Africa.
2.2 “Agreement” means this written agreement for the performing of hygiene services to the Post Office including all annexures and other attachments thereto and all documents incorporated by reference therein, as a necessary consequence of document as reflected and in accordance with the content of the Contract.
2.3 “ Annexures” mean the following annexures to this Agreement (as amended from time-to-time):
2.3.1 Annexure A: Pricing Schedule.
2.3.2 Annexure B: Scope of Services and Special Instructions.
2.3.3 Annexure C: Specifications (Terms of Reference).
2.3.4 Annexure D: Contract Summary. 2.3.5 Annexure E: Project Plan.
2.3.6 Annexure F: Service Provider Resolution.
2.4 “ B-BBEE” means broad-based black economic empowerment, as contemplated by the Broad-based Black Economic Empowerment Act, 2003 (Act No. 53 of 2003).
2.5 “ Bid” means the complete bid proposal received from the Service Provider by the Post Office in compliance with the RFQ Documents submitted in competition with other Bidders.
2.6 “ Bid Submission Date” means the specific date of submission of the Service Provider’s response to the Post Office RFQ, being 2016 Nov 23
2.7 “Business Day” means any day from Monday to Friday, excluding Public Holidays as defined in the Public Holidays Act, 1994 (Act No. 36 of 1994).
2.8 “ Chemicals” means a form of matter that has constant chemical composition and characteristic properties that cannot be separated into components by physical separation methods (which exist as solids, liquids, gases, or plasma).
2.9 “ Confidential Information” means all of the Parties’ confidential business and technical information, data and documentation necessary or useful for the carrying on by the Parties of their respective business, which shall include -
2.9.1 operating and quality control procedures;
2.9.2 approximate operation personnel requirements;
2.9.3 descriptions, trade names and trademarks;
2.9.4 know-how, techniques and technology;
2.9.5 information relating to clients, customers, service providers, business associates and relevant authorities; and
2.9.6 copyright, trade secrets and all goodwill relating to the business and any other intellectual property rights, technical data and documents, in whole or in part, used by the Parties concerning their respective business.
2.10 “Contract” means this Agreement.
2.11 “Contract End Date” means the specific date of ……………….. 20.. (as determined in Clause 8 below), or such later date as agreed to by the Parties in accordance with the terms and conditions of this Agreement.
2.12 “Contract Period” means the duration of three (3) years, with effect from the Effective Date until the Contract End Date (as determined in Clause 8 below), or such later date as agreed to by the Parties in accordance with the terms and conditions of this Agreement. 2.13 “Contract Price” means the maximum contract price for the Services to be received in the Contract [inclusive of any and all direct, indirect and incidental costs (including transportation, travelling, delivery and liability insurance) - except to the extent this Agreement determines otherwise], which is the specific, total and all inclusive amount of R………… (………………………………………………………….) excluding VAT, for performing of the Services by the Service Provider to the Post Office in terms of this Agreement.
2.14 “Contract Price Adjustment” means an increase or decrease of the Contract Price.
2.15 “Contract Start Date” means the specific date the Service Provider shall commence performing its Services under this Contract, which shall be the same date as the Effective Date.
2.16 “Day” means any calendar day of any calendar week and “Days” shall have a similar meaning.
2.17 “ E-mail” is the reference to electronic mail, being a method of exchanging digital messages from an author to one or more recipients il.
2.18 “ Effective Date” means (notwithstanding the Signature Date), the specific date of ………………….… 2016.
2.19 “ Force Majeure” means an unforeseeable and unexpected event (per examples mentioned Clause 19.1 below) beyond the reasonable control of the Party that is relying on or claiming it - and does not involve such a Party’s fault or negligence, which crucially affects such a Party’s ability to comply with or perform its obligations in terms of this Agreement that can be used in law as an excuse for not having carried out the terms of this Agreement.
2.20 “ Fronting” means a deliberate circumvention or attempted circumvention of the Broad-based Black Economic Empowerment Act, 2003 and its Codes.
2.21 “ Joint Venture” means an association of two or more entities (whether corporate, individual or otherwise) combining property and expertise to carry out a single business enterprise and having a joint proprietary interest, a joint right to control and a sharing of profits and losses.
2.22 “Letter of Appointment” means a formal letter signed by an authorised Post Office Official, sent by the Post Office to the Service Provider, informing the Service Provider that it is appointed to perform the Services.
2.23 “Month” means a calendar month.
2.24 “Parties” means the Post Office and Service Provider jointly, and “Party” shall mean either of them as the context requires.
2.25 “ Personnel” means the staff, employees, contractors, sub-contractors, directors, professional advisors and duly appointed agents of the Parties. 2.26 “ Post Office Official” means the reference to …………………………….. in the position of ……………………………….., who shall responsible for the execution of this Agreement on behalf of the Post Office, and who may be substituted from time-to-time with seven (7) days prior written notice to the Service Provider before such substitution shall take effect.
2.27 “Pricing Schedule” means the schedule as identified and set out in Annexure A.
2.28 “Project Plan” means the schedules determining and setting out the major activities, timelines, key milestones, and project operational response time requirements that constitute the plan in terms whereof the Services will be performed, which will be used as a basis for determining and measuring outputs and response times for performing the Services by the Service Provider (as per Annexure E), as amended from time-to- time and approved by the Steercom.
2.29 “ RFP” means the written request for proposal by the Post Office, extending an invitation to prospective service providers to submit a business proposal on the performing of the hygiene services to the Post Office: Provided that the RFP is only a solicitation and does not qualify as an offer.
2.30 RFP Documents” means the bid documentation pack issued by the Post Office for the performing of the hygiene services as identified in document all annexures thereto, together with this Agreement, which were duly submitted and signed by the Service Provider to the Post Office in response to the written RFP issued by the Post Office in this regard.
2.31 “ Scope” means the scope of Services as more fully determined and set out in Annexure B.
2.32 “Services” mean the performing of the hygiene services and delivery of the Service Products by the Service Provider to the Post Office, as detailed out in the RFP Documents.
2.33 “Service Address” means the Service Areas.
2.34 “Service Areas” mean those areas as detailed out in the RFP Documents at which the Service Provider is required to perform the Services.
2.35 “Service Product” refers to the physical project deliverables that the Service Provider is required to deliver as part of the output of performing the Services as specified in Annexure B.
2.36 “Service Provider Official” means the reference to …………………………….. in the position of ……………………………….., who shall responsible for the execution of this Agreement on behalf of the Service Provider, and who may be substituted from time- to-time with seven (7) days prior written notice to the Post Office before such substitution shall take effect. 2.37 “ Service Provider Resolution” means the confirmation by the Chairman or duly authorised director of the Service Provider (per Annexure F) that its’ Board has taken the following proper and constituted resolutions:
2.38 That, the Service Provider may enter into this Agreement.
2.39 That - to this extent, the Service Provider Official is mandated and authorised to represent it, negotiate, settle and sign this Agreement, as well as to sign any and all documentation and do all things necessary to give effect to the aforesaid resolutions on behalf of the Service Provider.
2.40 “Signature Date” means the date of signature of this Agreement by the Party signing last.
2.41 “SMME” means the reference to “Small, Medium and Micro Enterprises”.
2.42 “Steercom” means the Steering Committee established in terms of Clause 11 below.
2.43 “Termination Date” means the specific date of termination of this Agreement for any reason at all, and the Contract End Date.
2.44 “VAT” means value-added tax levied in terms of the VAT Act.
2.45 “VAT Act” means the Value-Added Tax Act, 1991 (Act No. 89 of 1991).
2.46 “VAT Invoice” means an invoice issued in accordance with the provisions of the VAT Act.
3. INTERPRETATION
The content of this Agreement shall be interpreted as follows:
3.1 Headings and sub-headings are inserted for convenience and information purposes only and shall not be used in the interpretation of this Agreement.
3.2 Unless inconsistent with the context or the context clearly indicates a contrary intention, any expression which denotes -
3.2.1 any singular, shall include the plural and vice versa;
3.2.2 any one gender, shall include the other gender;
3.2.3 a natural person, shall include any natural, juristic or quasi-juristic person (including without limitation, any sole proprietorship, firm, partnership, trust, close corporation, company, undertaking, joint venture, common law legal entity, government or public entity, government department or other incorporated or unincorporated entity or association);
3.2.4 any legislation, shall – 3.2.4.1 include any original (e.g., statutes) or subordinate (e.g., regulations); and
3.2.4.2 be a reference to that legislation as at the Effective Date, and as amended, re- enacted or substituted from time-to-time;
3.2.5 any figures in numerals and in words (if there is a conflict between them), the words shall prevail, unless the context clearly indicates a contrary intention; and
3.2.6 a Party shall include a reference to that Party’s successors in title and assigns allowed at law.
3.3 The expiry or termination of this Agreement shall not affect provisions of this Agreement, which expressly provide that they will operate after any such expiration or termination of this Agreement: Provided that provisions of necessity shall continue to be effective after such expiry or termination of this Agreement, notwithstanding that the clauses themselves do not expressly provide for this.
3.4 The rule of construction that a written agreement shall be interpreted against the party responsible for the drafting or preparation of that Agreement, shall not apply.
3.5 If any provision in the Preamble, Definitions, Interpretation or Introduction Clauses of this Agreement is a substantive provision conferring rights or imposing obligations on a Party, effect shall be given to it as if it was a substantive clause in the body of this Agreement, notwithstanding that it is only contained in the Preamble, Definitions, Interpretation or Introduction Clauses.
3.6 The eiusdem generis in suam causa rule of contractual interpretation shall not apply: Accordingly, whenever a provision in this Agreement is followed by the words “include” and “including”, it shall mean and be interpreted as “include without limitation” and “including without limitation”: Provided that the use of the words “include” and “including” followed by a specific example or examples, shall not be construed as limiting the meaning of the general wording preceding.
3.7 In this Agreement a reference to a consecutive series of two or more clauses is deemed to be inclusive of both the first and last mentioned clauses.
3.8 Words and expressions defined in any clause of, annexure, other attachment or document incorporated by reference to this Agreement shall - unless the application of any such word or expression is specifically limited to that clause, annexure, other attachment or document incorporated by reference, bear the meaning assigned to such word or expression throughout this Agreement.
3.9 Unless otherwise provided, defined terms appearing in this Agreement in title case shall be given their meaning as defined, while the same terms appearing in lower case shall be interpreted in accordance with their plain English meaning.
3.10 When a number of days are prescribed in this Agreement, such number will be calculated as clear days and will therefore exclude the days immediately before and after the prescribed number of days, unless the last day does not fall on a Business Day, in which case the last day will be the following day which is a Business Day. 3.11 Where any term is defined within the context of a particular clause and is not specifically defined in Clause 2 above, it shall bear the meaning assigned to it in that clause and in relation to that clause only, and not generally in the interpretation of the remainder of this Agreement.
3.12 Where any provision of this Agreement requires any Party to perform any act in writing, it shall be competent for the Parties to use E-mail, save insofar as any provision of this Agreement specifically prohibits the use of E-mail.
3.13 This Agreement is the product of negotiation between the Parties and accordingly no reference shall be made to prior drafts of this Agreement in its interpretation nor shall such prior drafts be referred to as constituting evidence of any matter relating to this Agreement or its conclusion.
3.14 Any reference to this Agreement is reference to such Agreement as amended, supplemented, varied, novated or replaced from time-to-time in accordance with its relevant terms and conditions.
3.15 In the event of any conflict between the contents of this Agreement and the Annexures, this Agreement shall have primacy, unless the Annexures determine that they shall prevail in relation to specific clauses in this Agreement to the extent identified in the Annexure.
4. INTRODUCTION
4.1 The Post Office requires a service provider with hygiene services skills to perform such Services (as outlined in Annexure B) at the Service Areas.
4.2 The Service Provider is a South African-based company, disposing of the required knowledge and understanding of hygiene services and all the relevant and applicable legislation, and has the expertise and skills necessary to perform the Services to the Post Office.
4.3 The Service Provider agreed to perform the Services to the Post Office in accordance with the terms and subject to the conditions of this Agreement.
4.4 The Parties entered into this Agreement based on the Service Provider’s undertaking mentioned in Clause 4.3 above.
4.5 The Parties agree that they have entered into this Agreement on the basis of mutual co-operation and good faith.
5. BLACK ECONOMIC EMPOWERMENT AND FRONTING
5.1 The Post Office promotes the objects of the Broad-based Black Economic Empowerment Act, 2003 (Act No. 53 of 2003) and any other related legislation including any codes of good practice developed in terms of the B-BBEE Legislation. 5.2 The Post Office has developed a procurement policy incorporating the B-BBEE objectives (as per Clause 5.1 above) in terms of which the Service Provider shall be required at all times to comply with and be subject to.
5.3 The Service Provider acknowledges that it has correctly and truthfully reflected its B- BBEE qualifications in the RFQ Documents.
5.4 The Post Office reserves the right to complete a (full) due diligence exercise on the Service Provider to determine its compliance with the B-BBEE Legislation and to make the necessary recommendations in the event of any non-compliance.
5.5 The Service Provider shall (for the duration of this Agreement) hold a valid B-BBEE rating accreditation certificate from a verification agent who is an accredited member of the Association of B-BBEE Verification Agencies.
5.6 The Service Provider represents and warrants that it currently has a B-BBEE rating at the Effective Date and that such rating is and shall be true, accurate and not misleading in anyway: Provided the following:
5.6.1 The Service Provider represents and warrants that it will not (for the duration of this Agreement) to the extent possible and within the control of the Service Provider, decrease to a level lower than the said B-BBEE rating save insofar as legislation has been introduced during the period between the Bid Submission Date and the Effective Date.
5.6.2 In such event mentioned in Clause 5.6.1 above, the Service Provider shall be entitled to ensure that it achieves a comparable rating within the period provided in such amended legislation.
5.6.3 Save for the position mentioned in Clause 5.6.2 above, the Post Office must be advised of a change in the Service Provider’s B-BBEE Rating.
5.7 The Service Provider undertakes to engage SMME’s for the duration of the Contract Period, subject to the provisions of Clause 20.3 below.
5.8 The Service Provider acknowledges the following:
5.8.1 The Post Offices shall not allow any sort of Fronting. 5.8.2 Any conduct similar to Fronting by the Service Provider shall be investigated by the Post Office.
5.9 Should the Post Office’s investigation confirm the existence of Fronting, the Post Office–
5.9.1 shall take the necessary and appropriate remedial action (including termination of contract and/or instituting any required legal measures) against the Service Provider; and/or
5.9.2 may refer this matter to National Treasury to consider endorsing such Service Provider’s name on the Register of Tender Defaulters.
5.10 In the event that the Service Provider is a Joint Venture, such Joint Venture must comply with the following requirements:
5.10.1 An approved contractual relationship must exist between the B-BBEE party and the non-B-BBEE party (e.g., an established corporative Joint Venture).
5.10.2 The B-BBEE party’s management in the Joint Venture must be proportional to the B- BBEE’s participation in the Joint Venture.
5.10.3 The B-BBEE party’s shares in the potential benefits and risks inherent in the Contract must be proportional to their participation in the Joint Venture.
5.10.4 The B-BBEE Service Provider participates to an extent of not less than 40% of the Contract Price.
6. APPOINTMENT
6.1 The Post Office hereby appoints the Service Provider, who accepts such appointment with effect from the Effective Date, to provide the Services to the Post Office at the Service Address and in accordance with the terms and subject to the conditions of this Agreement.
6.2 The Service Provider hereby accepts the Post Office’s appointment with effect from the Effective Date, to provide the Services to the Post Office at the Service Address and in accordance with the terms and subject to the conditions of this Agreement.
7. RELATIONSHIP
7.1 The Parties agree that nothing in this Agreement shall constitute (or be deemed to constitute) a partnership or Joint Venture between the Parties. 7.2 The Service Provider acknowledges and agrees that its status under this Agreement is that of an independent contractor: Provided that its status shall in no way be deemed to be that of an agent or employee for the Post Office, for any purpose whatsoever.
7.3 The Service Provider shall have no authority or power of whatever nature to -
7.3.1 bind the Post Office;
7.3.2 contract in the name of the Post Office; or
7.3.3 create a liability against the Post Office, in any way or for any purpose.
8. DURATION AND RENEWAL
8.1 Subject to Clause 27below, this Agreement shall commence on the Effective Date and shall expire on the Contract End Date.
8.2 The Parties agree that this Agreement shall not be renewable except if both Parties by consent and in writing agree to such renewal of this Agreement: Provided that should this Agreement be so renewed, this Agreement shall continue to be of force and effect except where and to the extent the Parties in writing agreed otherwise.
9. PRICE AND PAYMENT
9.1 The Contract Price for performing of the Services by the Service Provider to the Post Office shall be exclusive of VAT.
9.2 At the end of every Month or such other agreed to time period, the Service Provider shall supply the Post Office with a monthly tax invoice and a schedule setting out the Services performed.
9.3 The Post Office shall only pay the amount reflected in the monthly tax invoice after the Post Office Official has -
9.3.1 verified that the Services have been duly performed by the Service Provider; and
9.3.2 Approved the amount as due and payable to the Service Provider.
9.4 The approved tax invoice shall (subject to Clause 9.2 above) be made to the Service Provider within thirty (30) Days after receipt of the month-end statement, following the Month of performing the Services, unless a discount is allowed by the Service Provider for early settlement by the Post Office.
9.5 All invoices shall be addressed to the Post Office Official. 9.6 All payments will be made by the Post Office to the Service Provider free of any set- off, deduction or bank charges, electronically into the Service Provider’s bank account, the details of which are as follows:
Bank:
Account Name:
Account Number:
Branch:
9.7 In the event that the Service Provider’s banking details reflected above change for any reason whatsoever, the Service Provider must immediately notify the Post Office in writing of its new banking details.
9.8 The Service Provider shall comply with the requirements of the VAT Act.
9.9 Failure to comply with Clauses 9.8above may result in late payment of the total amount of the tax invoice by the Post Office to the Service Provider: Provided that the Post Office shall not be liable for any costs incurred by the Service Provider as a result of such late payment due to the Service Provider’s above failure.
9.10 Notwithstanding any other clause to the contrary in this Agreement, nothing shall preclude the Post Office from claiming repayment of any amount incorrectly paid to the Service Provider, as effected by the Post Office in accordance with the banking details provided by the Service Provider.
9.11 In the event that the Service Provider queries any payment made by the Post Office it shall, within seven (7) days of the date of such payment, notify the Post Office in writing of such query and the reasons for such query.
9.12 Within seven (7) days of the date of receipt of the notice referred to in Clause 9.11 above, the Post Office shall either -
9.12.1 notify the Service Provider in writing of the rectification of any error identified by the Service Provider and make payment of any additional amount due by the Service Provider; or
9.12.2 Notify the Service Provider in writing that it disagrees with the Service Provider’s query and submit reasons for such disagreement. 9.13 If the Post Office provides the Service Provider with a notification as contemplated in Clause 9.12.2 above, the Service Provider shall convene a meeting with the Post Office on seven (7) days’ notice in order to attempt to resolve the query through bona fide discussion.
9.14 Should the Parties reach agreement as to the query at the meeting held in terms of Clause 9.13 above, the Parties shall as soon as reasonably practicable in the circumstances attend to necessary actions as agreed between the Parties at that meeting to resolve the query.
9.15 Should the Parties be unable to reach agreement as to the query at the meeting held in terms of Clause 9.13 above, the matter shall be dealt with in accordance with the provisions of Clause 24 below.
9.16 The provisions of Clauses 9.11 to 9.15 shall apply mutatis mutandis in the event that the Post Office queries any VAT Invoice or statement submitted by the Service Provider to the Post Office for payment.
10. OTHER EXPENSES OR COSTS AND ADDITIONAL SERVICES
10.1 Apart from the Contract Price, all other expenses or costs - incurred by the Service Provider in the execution and implementation of this Agreement, shall be borne by the Service Provider, unless the additional expenses or costs were specifically agreed to in writing by the Post Office prior to the incurring thereof.
10.2 All additional expenses or costs over and above the Contract Price incurred by the Service Provider in the execution and implementation of this Agreement that have not been ordered and accepted by the Post Office will not be paid to the Service Provider and shall be borne by the Service Provider.
10.3 In the event that the Post Office requires the Service Provider to perform additional services incidental to the Services, the Parties shall negotiate the terms and the conditions for performing the additional services: Provided that the agreement for performing the additional services shall not be of any force or effect unless it is reduced to writing and signed by both Parties.
11. SCOPE OF SERVICE AND STEERING COMMITTEE
11.1 The Service Provider shall (for the duration of this Agreement) perform the Services as detailed in the RFP Documents.
11.2 The Service Provider is required to provide the following incidental services: 11.2.1 On-site performance and supervision of the rendering of the Services.
11.2.2 Furnishing of the necessary and required materials, tools, equipment, products, Chemicals and solutions (including hygiene solutions, material and equipment) to render the Services.
11.2.3 The labour, resources, Chemicals, solutions, consumables, supplies, materials and equipment to be supplied by the Service Provider in terms of this Agreement is determined in the RFP Documents.
11.2.4 Furnishing of a Project Plan (as per Annexure E), as well as a detailed operations and maintenance plan [including the (annual/monthly/weekly/daily) Hygiene Services Approach and Execution Plan] for rendering the Services as agreed to by the Steercom (see Clause 11.3 below).
11.2.5 Prices charged by the Service Provider for incidental services are included in the Contract Price for rendering the Services to the Post Office
11.3 In order to monitor the implementation of this Agreement and measure the on-going performance of the Service Provider in terms of this Agreement, a Steering Committee (“Steercom”) shall be constituted at the Contract Start Date and shall remain in effect for the remainder of the Contract Period.
11.4 The Steercom shall oversee the operational implementation of this Agreement and the review of the progress made in respect of the Services performed by the Service Provider.
11.5 The composition and proceedings of the Steercom shall be determined in accordance with the terms of reference to be agreed between the Parties.
11.6 The Steercom shall convene meetings (from time-to-time) in accordance with business requirements - but no less than once a Month, for the duration of the Contract Period: Provided that it shall be competent for the Steercom to convene meetings on a round- robin basis.
12. SERVICE LEVELS
12.1 The Service Provider confirms that the Post Office has entered into this Agreement relying specifically on the Service Provider’s representations regarding service levels - as detailed in the RFP Documents, including amongst others, the following:
12.1.1 The Service Provider possesses sufficient capacity allocations to perform the Services. 12.1.2 All Services to be performed under this Agreement shall be executed by the Service Provider in full compliance with the standards, specifications, requirements and codes of good practise determined by the –
12.1.2.1 Post Office (as detailed in the RFP Documents);
12.1.2.2 relevant and appropriate generally acceptable regulatory body(s), regulating hygiene services (and the performance thereof), or any relevant and appropriate labour, resources, Chemicals, solutions, consumables, supplies, materials, tools and equipment forming part of the performing of hygiene services [including the South African Bureau of Standards (SABS)]; and
12.1.2.3 relevant and applicable legislation (see Clause 12.7 below).
12.1.3 The Service Provider confirms that it is sufficiently acquainted with the standards, specifications, requirements and codes of good practise determined by the Post Office, any relevant and appropriate industry standards (as generally accepted and practised, and determined by relevant industry regulatory bodies), as well as any relevant and appropriate legislation, to fully and sufficiently perform the Services.
12.1.4 The Service Provider shall employ suitably qualified, trained and experienced Personnel to perform the Services to the Post Office in terms of this Agreement.
12.2 The Service Provider shall allocate (in its discretion) their Personnel resources in accordance with the technical skills and knowledge required: Provided that any exercise of such discretion by the Service Provider shall not negatively impact on the performing of the Services by the Service Provider to the Post Office.
12.3 The Service Provider shall be responsible for and provide all the required and applicable hygiene labour, resources, Chemicals, solutions, consumables, supplies, materials, tools and equipment to perform the Services fully, effectively and efficiently to the Post Office.
12.4 The Service Provider shall also perform all such services reasonably associated with the Services (or included by necessary implication) to carry out the Services in the highest standard possible.
12.5 The Service Provider shall ensure that its Personnel -
12.5.1 utilise the correct, relevant, applicable and required hygiene Chemicals, solutions, consumables, supplies, materials, tools and equipment;
12.5.2 are sufficiently trained and informed to utilise the relevant, applicable and required hygiene Chemicals, solutions, consumables, supplies, materials, tools and equipment, in the correct prescribed dilution;
12.5.3 are sufficiently trained and informed to utilise the relevant, applicable and required hygiene Chemicals, solutions, consumables, materials, tools and equipment, in the correct prescribed manner; and 12.5.4 are sufficiently trained and informed to apply the relevant, applicable and required hygiene Chemicals, solutions, consumables, supplies, materials, tools and equipment, safely for human beings, animals and the environment,
in order to fully, effectively and efficiently perform the Services.
12.6 The Service Provider shall ensure that its Personnel utilise and apply the relevant, applicable and required hygiene Chemicals, solutions, consumables, supplies, materials, tools and equipment, in such a manner not to cause or effect any occupational, health, safety, hygiene or environmental concern, danger or hazardous condition.
12.7 The Service Provider shall (at all relevant and applicable times) observe (and ensure the full, effective and efficient compliance of) any and all relevant and applicable legislation (including, occupational, health, safety, hygiene and environmental legislation) in performing (and ensuring the rendering of) the Services.
12.8 The Service Provider shall perform the Services required under this Agreement in a prudent, reasonable and efficient manner, and to the highest quality possible that can reasonably be expected from the Service Provider to ensure that the Services are rendered fully, effectively and efficiently under this Agreement, in accordance with relevant and applicable operating manuals, administrative procedures manual, vendor warranties, prudent utility practices and requirements of any hygiene services operator who is a Personnel member of the Post Office or as otherwise prescribed by relevant and applicable legislation.
12.9 The Services performed by the Service Provider under the Contract shall comply with the norms, standard and quality of service that are generally accepted and practised by the hygiene services industry for performing the Services.
12.10The Service Provider shall use and apply the most recent models, techniques, good practises, methods, skills and procedures that are generally accepted and practised by the hygiene services industry in performing the Services.
13. PENALTIES
13.1 Should the Service Provider fail to comply with any or all of its obligations in terms of this Agreement, the Post Office may -
13.1.1 exercise its rights in terms of Clause 24 below and/or Clause 27 below; or
13.1.2 impose a penalty on the Service Provider: Provided that an election of any of the above by the Post Office shall not mean or have the effect that the Post Office has waived any other rights which the Post Office may have in law. 13.2 Should the Post Office elect to impose a penalty on the Service Provider, the Post Office shall provide the Service Provider with a written notice requiring the Service Provider to remedy the default within five (5) Days from the date of delivery of the notice.
13.3 Should the Service Provider fail to remedy the default within five (5) Days after receiving the notice, then the Post Office shall be entitled to (without prejudice to any alternative or additional right of action or remedy available to the Post Office and without further notice) impose a penalty, which penalty shall be a deduction of not less than ten percent (10%) of the Contract Price.
13.4 Should the Service Provider fail to perform the Services within the period(s) specified in this Agreement due to a default by the Post Office, the Post Office will waive its rights to impose the penalty.
13.5 Should there be a dispute as to whether the -
13.5.1 failure to perform the Services within the period(s) specified in this Agreement was caused by the Post Office or due to the Service Provider’s fault or omission; or
13.5.2 Post Office is entitled to impose the penalty, then such dispute shall be dealt with in accordance with Clause 24 below.
14. ACCESS
14.1 The Service Provider shall allow the Post Office’s Personnel access to its premises if the -
14.1.1 required access relates to performing the Services to the Post Office; and
14.1.2 Post Office’s Personnel adheres to all rules, regulations and instructions generally applicable at the Service Provider’s premises for visitors thereof.
14.2 As far as practically possible, the Post Office will make available any document, information and records requested by the Service Provider for purposes of performing the Services and such requests and provisions will be captured in a log book to be kept by the Post Office.
14.3 The Post Office will grant the Service Provider and/or its authorised Personnel access to the Service Address to perform its obligations in terms of this Agreement: Provided that -
14.3.1 the required access is related to the Services; and
14.3.2 the Service Provider and/or Personnel adhere to all rules, laws, regulations, policies and instructions applicable at the Post Office’s premises and Service Areas.
14.4 The Service Provider will not be in a position to perform the Services partially or at all without the co-operation and assistance of the Personnel of the Post Office: Accordingly, the Post Office undertakes to ensure that its Personnel provide all reasonable co-operation to the Service Provider within a reasonable time of any request for such co-operation by the Service Provider.
14.5 In the event that the Service Provider does not receive such co-operation from any Personnel member of the Post Office within a reasonable time of such request, the Service Provider shall be entitled to escalate this to the Steercom who shall ensure compliance with such request within a reasonable time of such escalation: Provided that in the event that the Service Provider is unable to achieve any of the Services as a result of a lack of co-operation on the part of the Post Office, any of its Personnel, without prejudice to any of the other rights of the Service Provider in terms of this Agreement, the Service Provider’s mal-performance or non-performance shall be excused to the extent that such mal-performance or non-performance was attributable to such lack of co-operation of the Post Office.
14.6 The Service Provider shall provide the Post Office with copies of the identity documents of all the Service Provider’s Personnel who are to access the Post Office premises for purposes of rendering the Services: Provided the following:
14.6.1 The Post Office undertakes and warrants that it shall retain such copies in the strictest of confidence and shall take all reasonable precautions to ensure that such personal information of the Service Provider’s Personnel is used only for the purpose of security checks on such Personnel and not for any other purpose and is retained in a safe place where no third party has any access to such information other than for the Purpose.
14.6.2 The Post Office shall immediately notify the Service Provider in the event that the security of any such personal information of the Service Provider’s Personnel is compromised in any way or that the personal information is used by the Post Office other than for the purpose mentioned in Clause 14.3.1 above.
14.6.3 The Post Office shall not be entitled to use such personal information of the Service Provider’s Personnel other than for the Purpose without the prior written consent of the Service Provider.
14.7 Should any applicable law dealing with the protection of personal information of any person be amended or introduced either immediately prior to or during the Contract Period, the Parties undertake that they will reasonably co-operate with each other in order to ensure that this Agreement is amended in accordance with the provisions of Clause 29.6 below and that processes and procedures are implemented to ensure compliance with such applicable law within a reasonable time of such law coming into effect. 14.8 Upon entering the Post Office premises, the Service Provider’s Personnel may be required to provide confirmation of their identity numbers and may be denied access to the Post Office premises for failure to provide an identity number or if the identity number provided does not correspond with that provided to the Post Office as per Clause 14.2 above.
15. SERVICE PROVIDER’S PERSONNEL
15.1 Subject to Clause 30 below, the Service Provider shall be liable to the Post Office for any loss that the Post Office or any third party may suffer as a result of any theft, fraud or other criminal act by any Personnel member of the Service Provider that arises within the course and scope of such Personnel member’s employment with the Service Provider.
15.2 Due to the nature of certain aspects of the Services and the position of trust that certain Personnel members of the Service Provider occupy, the Service Provider hereby undertakes to use its best commercial endeavours to ensure that it only employs Personnel who are fit and proper individuals who display the highest standards of personal integrity and honesty and who have not (to their best knowledge) been convicted of any crime.
15.3 The Service Provider shall (at its own cost) conduct all reasonable background checks into its Personnel members prior to utilizing them to perform its obligations in terms of this Agreement.
16. STATUTORY AND EMPLOYMENT ISSUES
16.1 The Service Provider shall comply with all relevant and appropriate employment legislation.
16.2 The Service Provider warrants the following:
16.2.1 It has full knowledge and understanding of all relevant legislative, collective and other prescripts applicable to the relationship with its Personnel and the Post Office [including, but not limited to, the Labour Relations Act, 1995 (Act No. 66 of 1995), Basic Conditions of Employment Act, 1997 (Act No. 75 of 1997), Employment Equity Act, 1998 (Act No. 55 of 1998) and any other applicable employment legislation].
16.2.2 It is not (and will not in future be) in contravention of any of the provisions of any such legislation, collective and other prescripts (referred to in Clause 16.2.1 above) and - in the event of such contravention, the Service Provider shall immediately take all appropriate steps to remedy such contravention: Provided that if the Post Office advises the Service Provider of any contravention of such legislation, collective and other prescripts in writing, the Service Provider shall, within ten (10) Days after receipt of such notice, take all steps necessary to remedy such contravention and shall keep the Post Office informed regarding the steps taken, as well as the implementation and the result thereof. 16.2.3 None of its Personnel shall be regarded as Personnel of the Post Office: Provided that the Service Provider -
16.2.3.1 shall assist the Post Office to defend (and bear all costs in the event that the Post Office is required to defend a claim), whether civil or employment related, instituted against it by the Service Provider’s Personnel ; and
16.2.3.2 should the Post Office defend this matter, the Service Provider hereby indemnifies the Post Office against all and any costs (including at attorney and own client costs) which may be incurred by or awarded against the Post Office as a consequence of the defence of this claim.
16.3 The Service Provider -
16.3.1 shall be responsible for ensuring due compliance with all the provisions of the Occupational Health and Safety Act, 1993 (Act No. 85 of 1993); and
16.3.2 indemnifies the Post Office against any claim (which may arise from the application of this Act in respect of its Personnel) against the Post Office.
17. INSPECTION, RECORDS AND INFORMATION
17.1 The Post Office per the Post Office Official may during any Business Day and during normal business hours (except where the relevant circumstances justify inspection after hours) and on reasonable notice to the Service Provider, inspect the Services performed by the Service Provider in terms of this Agreement: Provided that the Post Office shall endeavour not to interfere with the performance of the Services and the effecting of the Service Provider’s business or other operations.
17.2 If the Post Office is (at any time) dissatisfied with the supplying and/or performance levels, then the Post Office shall - when it is commercially permissible, notify the Service Provider in writing of the faulty or inadequate performance of any of its obligations or responsibilities in terms of this Agreement, and demand the remedying thereof.
17.3 The Service Provider shall immediately upon receipt of the written demand by the Post Office remedy such faulty or inadequate performance within five (5) Days from the date of receipt of the notice, free of charge.
17.4 The Service Provider shall ensure that complete and accurate records (including, without limitation, copies of all reportable incidents which are captured by the system) of the Services performed are kept in a safekeeping area for a period of five (5) years after the Agreement is terminated.
17.5 The Service Provider shall maintain (at a location acceptable to the Post Office) the operating logs, records and reports that document the Services, all in form and substance sufficient to meet Post Office's relevant and applicable reporting requirements.
17.6 The Service Provider shall maintain current revisions of drawings, specifications, lists, clarifications and other materials related to the operation and maintenance of the Services.
17.7 The Service Provider shall provide the Post Office reasonably necessary assistance in connection with Post Office's compliance with reporting requirements under the applicable laws or any other agreement to which Post Office is a party relating to the Services: Provided that such assistance shall include the providing of reports, records, logs and other information that the Post Office may reasonably request as to the Services or its operation.
17.8 The Service Provider shall - to enable the Post Office to determine whether the performed are executed in terms of this Agreement, render the following assistance to the Post Office:
17.8.1 Provide the Post Office with such information as it may reasonably require.
17.8.2 Allow the Post Office to inspect and make copies of any record of the Service Provider relating to the Services (including all hardware, software, data, information, visuals, procedures, event logs, transaction logs, audit trails, books, records, contracts and correspondence).
17.8.3 Allow the Post Office per the Post Office Official to conduct interviews with any of the Service Provider’s Personnel, subject to reasonable notice being given to the Service Provider’s Personnel consenting thereto.
17.9 The Post Office shall not give instructions directly to the Service Provider or any of its Personnel: Provided that all instructions are to be channelled through the Service Provider Official or designated project managers.
17.10For the purposes of this Clause 17, references to information, records and documents means all information, records and documents in any form pertaining to the Services performed by the Service Provider to the Post Office in terms of this Agreement.
17.11The Service Provider shall provide the following reasonable assistance to the Post Office:
17.11.1 Where any information is required for inspection in terms of this Clause 17 - and that information is kept electronically, the Service Provider will give the Post Office reasonable assistance to take copies of the information in a visible and legible form, or to inspect an electronic version thereof on the computer of the Service Provider: Provided that:
17.11.1.1The Post Office shall only be entitled to access such information which relates to the Scope.
17.11.1.2The Post Office shall only be entitled to view such electronic version of information under the supervision of the Service Provider Official.
17.11.1.3Nothing in this Clause 17 shall be interpreted as granting the Post Office an unfettered right to access the computer equipment or any electronic communication of the Service Provider notwithstanding the fact that the Service Provider shall be utilising the network of the Post Office.
17.11.2 Any information required to be provided to the Post Office pursuant to this Clause 17 shall be provided by the Service Provider to the Post Office in such form (including, a physical, paper and electronic format) as it may reasonably specify.
17.12The cost of any inspection (including, the making and providing of paper and electronic copies of the required information) contemplated in terms of this Clause 17 shall be for the account of the Post Office unless any material irregularity or failure on the part of the Service Provider is determined by the Post Office in the course of such inspection.
18. CONFIDENTIALITY
18.1 The Parties acknowledge that during negotiations and meetings with each other for purposes of concluding and/or carrying out their obligations in terms of this Agreement, either Party may gain access to Confidential Information that may be of a secret and confidential nature, which is not available in the public domain.
18.2 The Parties hereby undertake –
18.2.1 to hold and retain such Confidential Information in the strictest confidence;
18.2.2 to prevent any copying thereof by whatever method;
18.2.3 not to make use thereof other than for negotiation purposes between the Parties; and
18.2.4 to release it only to such properly authorised Personnel or third parties that require such information for negotiation purposes between the Parties. 18.3 The Parties further undertake the following:
18.3.1 Not to disclose such Confidential Information to any person whomsoever (other than as may be required by law or to their Personnel) so as to enable the Parties to consider whether or not to enter into further negotiations or a formalised business relationship: Provided the following:
18.3.1.1 Before revealing such Confidential Information to its Personnel, the Parties undertake to procure that their Personnel sign a similar undertaking in favour of the other Party not to disclose this information, acknowledging the confidential nature of the information being made available to them.
18.3.1.2 The Parties undertake to take reasonable steps to ensure that their Personnel will observe and comply with their obligations in respect thereof, whether or not they remain Personnel of such Party.
18.3.2 Not directly or indirectly to use for their benefit or the benefit of any other person such Confidential Information other than for the purposes contemplated in this Clause 18, unless any part of such information is or becomes public knowledge and in the public domain by reason of becoming public property other than through an act or omission on the part of the Party restrained in terms of this Agreement or its Personnel, and such Confidential Information as the Parties are able to show came lawfully into their possession from a third party lawfully possessing such Confidential Information: Provided that for the purposes of this Clause 18.3.2 -
18.3.2.1 disclosures made which are specific (e.g. design practices or techniques), shall not be deemed to be within the foregoing exceptions merely because they are encompassed by general disclosures which are generally available to the public or are in the Parties’ possession; and
18.3.2.2 any combination of features shall not be deemed to be within such exception merely because individual features thereof are generally available to the public or are in the Parties’ possession.
18.4 The Parties acknowledge that the aforesaid Confidential Information is being made available to either Party solely for the purpose of this Agreement and for no other purpose whatsoever, and that such information would not have been made available but for this undertaking.
18.5 For purposes of this Clause 18 “information” shall without detracting from the general meaning thereof, include letters, telexes, telefaxes, agreements, formulae, calculations, processes and manufacturing methods, inventions or patents (whether actual or proposed and whether in writing or otherwise) or any information that is or may be of value to any of the Parties, whether directly or indirectly.
18.6 The undertakings and acknowledgement contained in this Clause 18 shall remain valid for a period of five (5) years after the termination of this Agreement for whatever reason. 19. FORCE MAJEURE
19.1 Force Majeure may include the following events (but not restricted to) civil strife, riots, insurrection, sabotage, national emergency, wars, revolutions, rationing of supplies, floods, epidemics, quarantine restrictions, freight embargoes, fire and storms or any other like forces of nature or acts of God.
19.2 If Force Majeure causes delays in or failure or partial failure of performance by a Party of all or any of its obligations in terms of this Agreement, this Agreement shall be suspended for the period agreed to in writing between the Parties.
19.3 In the event of circumstances arising which a Party believes that constitutes a force majeure (“the Affected Party”), then such an Affected Party shall promptly send [within five (5) days from the interrupting circumstances] a written notice of the interrupting circumstances specifying the nature, cause and date of commencement of the interrupting event to the other Party: Provided the following:
19.3.1 The Parties shall agree (in writing) to suspend the implementation of this Agreement for a specific period (“Agreed Period”).
19.3.2 Unless otherwise directed by the other Party in writing, the Affected Party shall continue to perform its obligations under this Agreement as far as is reasonably practical, and shall seek all reasonable alternative means for performance not prevented by the force majeure event.
19.4 Notwithstanding the provisions of Clause 13 above and Clause 22 below, the Affected Party shall not be liable for forfeiture of its performance security, damages, or termination for default if and to the extent that its delay in performance or other failure to perform its obligations under this Agreement is the result of an event of force majeure.
19.5 In the event that both Parties reasonably believe that the Affected Party shall be unable to continue to perform its obligations after the Agreed Period, then either Party shall be entitled to terminate this Agreement without further notice to the other Party.
19.6 The Party whose performance is interrupted by the interrupting circumstances shall be entitled – subject to Clause 19.3 above, to extend the period of this Agreement by a period equal to the time that its performance is so prevented.
20. CESSION, ASSIGNMENT AND SUBCONTRACTING
20.1 The Post Office shall be entitled to cede, assign and transfer any of its rights and delegate all of its obligations in terms of this Agreement to any third party or its subsidiaries, on two (2) weeks’ notice to the Service Provider.
20.2 The Service Provider shall not be entitled to cede, assign, transfer or in any other way alienate – whether in whole or in part, any of its rights and obligations in terms of this Agreement, except with the prior written consent of the Post Office, which consent may not be unreasonably withheld or delayed. 20.3 The Service Provider shall notify the Post Office in writing of all subcontracts awarded under this Agreement if not already specified in the RFP Documents: Provided the following:
20.3.1 The Service Provider may not subcontract more than twenty five per cent (25%) of the Services to subcontractors unless agreed otherwise in writing.
20.3.2 The Service Provider shall be responsible for the conduct of its subcontractor and in this regard, the Service Provider retains the right to substitute any of its subcontractors from time-to-time subject to their resources meeting the requirements of the Scope.
20.3.3 The above subcontracting shall not relieve the Service Provider from any liability or obligation under this Agreement.
21. CHANGE OF CONTROL OR CIRCUMSTANCES
21.1 The Service Provider shall promptly notify the Post Office in writing of any change in the Service Provider’s shareholding or membership or any change in the Service Providers’ subsidiary companies or holding company or its affiliates: Provided that for the purposes of this Clause, “control” shall be determined with reference to the provisions of Section 3(2) of the Companies Act, 2008 (Act No. 71 of 2008).
21.2 It is acknowledged that the shareholding of the Service Provider is held by natural persons: Provided that in the event that a shareholder (being a natural person) dies or is otherwise incapacitated, this Agreement shall not terminate but shall remain of full force and effect: Provided that the Service Provider shall use all reasonable commercial endeavours to ensure the transfer of the shares of such incapacitated shareholder to another shareholder or a third party within a reasonable time in the circumstances.
21.3 If there is a change in the control of the Service Provider other than as contemplated in Clause 21.2 above, this Agreement shall terminate within thirty (30) days of the occurrence of the date of such change in control, unless the Post Office confirms in writing prior to the expiry of such thirty (30) days period that it has no objection to the change of control of the Service Provider: Provided that in which event this Agreement shall remain in full force for the remainder of the Contract Period.
21.4 The Service Provider shall further promptly notify the Post Office of any change in any circumstance that might have led the Post Office to appoint the Service Provider to perform the Services: Provided that in the event that any change in any circumstance occurs and the Service Provider fails to inform the Post Office of such a change, the Service Provider shall be deemed to have breached a material term of this Agreement and the Post shall be entitled to cancel the Agreement without any prior notice. 22. DELAYS IN PERFORMANCE
22.1 Delivery of the performing the Services shall be made by the Service Provider in accordance with the time schedule as determined in the RFP Documents.
22.2 If at any time during performance of this Agreement, the Service Provider or its subcontractor(s) should encounter conditions impeding timely delivery of the performance of Services, the Service Provider shall promptly notify the Post Office in writing of the fact of the delay, its likely duration and its cause(s): Provided that as soon as practicable after receipt of this notice, the Post Office shall evaluate the situation and may at its sole and exclusive discretion extend the Service Provider’s time for performance (with or without the imposition of penalties), in which case the extension shall be ratified by the Parties by amendment of this Agreement.
22.3 The right is reserved to procure outside of this Agreement small quantities or to have minor essential services executed if an emergency arises, the Service Provider’s point of service performance is not situated at or near the Services Address, or if the Service Provider’s services are not readily available.
22.4 Except as provided under Clause 19 above, a delay by the Service Provider in the performance of its delivery obligations shall render the Service Provider liable to the imposition of penalties (pursuant to Clause 13 above), unless an extension of time is agreed upon pursuant to Clause 22.2 above without the application of penalties.
22.5 Upon any delay beyond the delivery period in the case of a supplies contract, the Post Office shall (without cancelling the Contract), be entitled to obtain the Services of a similar quality and up to the same quantity in substitution of the Services not performed in conformity with this Agreement, or to cancel this Agreement and obtain such Services as may be required to complete the Agreement and without prejudice to its other rights, be entitled to claim damages from the Service Provider.
23. TERMINATION FOR DEFAULT
23.1 Subject to Clause 21.3 above, should either Party commit a breach (see Clause 23.2 below) of any term of this Agreement (“the Defaulting Party”) then the affected party (“Aggrieved Party”) shall be entitled to inform the Defaulting Party in writing to remedy such failure or default within fourteen (14) Days and should the Defaulting Party fail to remedy the breach within fourteen (14) Days after receipt of the notice, the Aggrieved Party shall be entitled (without prejudice to any of its rights under this Agreement or other remedy for breach of contract) to -
23.1.1 immediately terminate this Agreement (in whole or in part) without giving written notice and claim damages, which shall include legal costs on an attorney/client scale or as otherwise determined by an appropriate court; or 23.1.2 Enforce specific performance and claim damages (in whole or in part), which shall include legal costs on an attorney/client scale or as otherwise determined by an appropriate court.
23.2 The breach (see Clause 23.1 above) of any term of this Agreement includes (but is not restricted to) the following:
23.2.1 If the Service Provider fails to deliver any or all of the Services within the period(s) specified in the Agreement, or within any extension thereof granted by the Post Office pursuant to Clause 22.2 above.
23.2.2 If the Service Provider fails to perform any other obligation(s) under this Agreement.
23.2.3 If the Service Provider (in the sole and exclusive discretion of the Post Office) has engaged in corrupt or fraudulent practices in competing for or in executing this Agreement.
23.3 In the event the Post Office terminates this Agreement in whole or in part, the Post Office may procure (upon such terms and in such manner as it deems appropriate), services similar to those undelivered, and the Service Provider shall be liable to the Post Office for any excess costs for such similar services: Provided that the Service Provider shall continue execution of this Agreement to the extent not terminated.
24. DISPUTES
24.1 Save for Clause 22 above and other clauses which provide for their own remedies, should any dispute arise between the Parties in respect of or pursuant to this Agreement, including, without limiting the generality of the foregoing, any dispute relating to -
24.1.1 the interpretation of this Agreement;
24.1.2 the performance of any of the terms of this Agreement;
24.1.3 any of the Parties' rights and obligations;
24.1.4 any procedure to be followed;
24.1.5 the termination or cancellation or breach of this Agreement; or
24.1.6 the rectification or repudiation of this Agreement, then either Party shall be entitled to give written notice to the other Party of such dispute (such “Notice of Arbitration” shall also be considered as a “Declaration of Dispute”), in which event the provisions below shall apply.
24.2 Within seven (7) Days of the declaration of such dispute, the Parties’ duly authorised representatives shall meet in the spirit of goodwill endeavouring to resolve the dispute, failing which (and without prejudice to any other alternative dispute resolution to which the Parties may agree on, either prior to or concurrent with the arbitration) Clause 24.2below shall apply.
24.3 If the Parties are unable to resolve the dispute within fourteen (14) Days of the notice of the dispute (or such longer period as they may have agreed to in writing), then either Party may, on written notice to the other Party, demand that the dispute be submitted to and decided by arbitration as an expedited dispute resolution mechanism.
24.4 The arbitration shall be held -
24.4.1 at any place which the Parties agree (in writing) to be mutually convenient; and
24.4.2 in accordance with the AFSA Rules for expedited commercial arbitration.
24.5 If the arbitration concerns -
24.5.1 a legal matter, then the arbitrator shall be a practicing advocate or a practicing attorney of not less than ten (10) years' standing;
24.5.2 an accounting matter, then the arbitrator shall be a practicing chartered accountant of not less than ten (10) years' standing; and
24.5.3 any other matter, then the arbitrator shall be any independent person agreed upon between the Parties.
24.6 Should the Parties fail to agree on an arbitrator within fourteen (14) Days after the arbitration has been demanded, then the arbitrator shall be nominated at the request of either of the Parties, by the president for the time being of the Law Society of the Northern Provinces.
24.7 Should the Parties fail to agree whether the dispute is of a legal, accounting or other nature within seven (7) Days after the arbitration has been demanded (see Clause 24.3 above), it shall be deemed to be a dispute of a legal nature.
24.8 The arbitrator may -
24.8.1 investigate or cause to be investigated any matter, fact or thing which the arbitrator deems necessary, desirable or appropriate in connection with the dispute and for that purpose, shall have the widest powers of investigating all documents and records of any Party having a bearing on the dispute, subject to the provisions of Clause 24.8.4 below;
24.8.2 interview and question (under oath) the Parties or any of their representatives or any other person with information about the dispute;
24.8.3 decide the dispute according to what the arbitrator considers just and equitable in the circumstances; and 24.8.4 make such award (including an award for specific performance, damages, costs or otherwise) as the arbitrator in his discretion may deem fit and appropriate: Provided that the arbitration shall be held as quickly as possible after it has been demanded, with a view to it being completed within thirty (30) Days after such demand.
24.9 The arbitrator’s decision and award shall be in writing with reasons and shall be final and binding upon the Parties and – subject to the provisions of Clause 24.11 and Clause 24.12 below, the Parties irrevocably and unconditionally consent to the arbitration proceedings and agree to be bound by the arbitrator’s award and shall not be entitled to withdraw from such arbitration proceedings nor claim at such proceedings that they are not bound by such proceedings or the provisions of this Clause 24.
24.10The arbitrator’s award may - on application by either Party to a court of law with competent jurisdiction and after due notice was given to the other Party, be made an order of court.
24.11Notwithstanding the provisions of this Clause 24, either Party may approach a court with competent jurisdiction for an interdict, other urgent interim relief, review and appeal.
24.12Notwithstanding the provisions of Clauses 24.1 to 24.7above, in the event of either Party having a claim against the other Party for a liquidated amount or an amount which arises from a liquid document, or for an interdict, other urgent interim relief, review and appeal, then the other Party having such a claim shall be entitled to institute action or launch an application in a court of law rather than in terms of the above clauses, despite the fact that the other Party may dispute the claim.
25. GOVERNING LAW
25.1 The law (including legislation) governing this Agreement - including without limiting its interpretation, validity, existence or termination for any reason and all disputes out of this Agreement, is the law of the Republic of South Africa and subject to Clause 24, the Parties submit to the exclusive jurisdiction of the South African Courts.
25.2 For the purposes of Clauses 24.11 and 24.12 above, the Parties hereby submit and consent to the exclusive jurisdiction of the North Gauteng High Court, Tshwane.
26. PROPRIETARY RIGHTS
26.1 All intellectual property developed under or as part (within the course and scope) of this Agreement (including all records or documentation of or for this Agreement), shall become the proprietary ownership (Intellectual Property) of the Post Office.
26.2 The Service Provider will irrevocably transfer all of its right, title and interest in all Intellectual Property arising in the course of the Agreement to the Post Office: Provided the following: 26.2.1 The Service Provider must (at the Post Office’s request and expense) do all things and sign all documents required to transfer the Intellectual Property to the Post Office or any successor in title: Provided that no compensation in addition to its payment under this Agreement will be paid to the Service Provider for the transfer of the Intellectual Property.
26.3 Upon termination of this Agreement, all such records or documents (including copies thereof) shall be left with the Post Office or - in so far as they are in possession of the Service Provider, the same shall be handed over to the Post Office or shall be destroyed at the Post Office’s written request.
27. EARLY TERMINATION
27.1 Notwithstanding anything contrary contained in this Agreement, the Post Office shall have the right to terminate this Agreement by giving 1 (one) Months’ notice in writing to the Service Provider of its intention to terminate the Agreement, without reasons for the termination.
27.2 During the notice period referred to in Clause 27.1 above, the Parties agree that work in progress will be mutually managed and completed, and carried out as far as practically expedient.
27.3 The Parties agree that the Service Provider shall be compensated for all reasonable accrued liabilities and expenses incurred by the Service Provider as a result of such early termination as at the Termination Date, as well as for all fees it is entitled to in respect of Services rendered by it to the Post Office during the notice period.
28. SEVERABILITY
28.1 All provisions of this Agreement are severable from each other notwithstanding the manner in which they have been drafted or linked grammatically.
28.2 The Parties declare that it is their intention that this Agreement would have been executed without such unenforceable provisions had they been aware of their unenforceability as at the Signature Date.
28.3 Any provision of this Agreement which becomes unenforceable (whether being void or due to illegality, unlawfulness or for whatever other reason) shall be deemed pro non scripto and the remaining provisions of this Agreement shall be of full force and effect.
29. GENERAL
29.1 The Parties warrant to each other that they have the requisite power, authority and legal right to sign and perform their obligations in terms of this Agreement and that (insofar as applicable) this Agreement has been duly authorised by the necessary actions of the shareholders or members and board of directors of such Party and constitutes a valid and binding obligation on such Party. 29.2 This Agreement constitutes the entire Agreement between the Parties and all prior agreements, warranties and representations shall become invalid and unenforceable after the Signature Date.
29.3 No Party shall be bound by any warranty, representation, promise or the like not recorded in this Agreement.
29.4 No latitude, indulgence, consent or forbearance or any other similar act by either Party in enforcing any provision of this Agreement shall constitute a variation or novation of this Agreement or a waiver of rights or estoppel in terms of this Agreement.
29.5 The fact that a Party has waived its rights on one occasion in respect of any default by another Party (“Defaulting Party”) of its obligations in terms of this Agreement shall not constitute a precedent upon which the Defaulting Party may rely in respect of future defaults.
29.6 No alteration, variation or cancellation of this Agreement or its annexures shall be of any force or effect, unless recorded in writing in a formal addendum hereto and signed (at the time) by the duly authorised representatives of the Parties.
29.7 The Parties undertake to do all such things, perform all such acts and take all such steps and to procure the doing of all such things and the taking of all such steps as may be necessary or incidental or be conducive to the giving effect of the terms, conditions and import of this Agreement.
29.8 Each of the Parties acknowledge that they have been free to secure independent legal and other advice as to the effect and nature of the provisions of this Agreement and confirm that they have either taken such independent advice or have dispensed with the necessity of doing so.
29.9 This Agreement may be signed in more than one counterpart, all of which taken together will constitute one and the same Agreement: Provided that any Party may enter into this Agreement by signing any such counterpart.
29.10The Service Provider specifically acknowledges the following:
29.10.1 In terms of Section 4(1)(b)(iii) of the Competition Act, 1998 (Act No. 89 of 1998), an agreement between, or concerted practice by, firms, Service Providers and/or service providers, or a decision by an association of firms, Service Providers and/or service providers, is prohibited if it is between parties in a horizontal relationship and if a bidder(s) is/are or a contractor(s) was/were involved in collusive bidding (or bid rigging).
29.10.2 If a bidder(s) or contractor(s) (based on reasonable grounds or evidence obtained by the Post Office) has/have engaged in the restrictive practice referred to above, the Post Office may refer the matter to the Competition Commission for investigation and possible imposition of administrative penalties as contemplated in the Competition Act, 1998. 29.10.3 If a bidder(s) or contractor(s) has/have been found guilty by the Competition Commission of the restrictive practice referred to above, the Post Office may (in addition and without prejudice to any other remedy provided for) invalidate the bid(s) for such item(s) offered, and/or terminate this Agreement in whole or part, and/or claim damages from the bidder(s) or contractor(s) concerned.
30. LIMITATION OF LIABILITY
30.1 The Service Provider hereby accepts liability for any damages, losses and/or claims of whatsoever nature, howsoever arising, incurred and/or suffered by the Post Office, as a direct result of a breach of the Agreement (whether in contract, delict or otherwise) or arising as a result of negligence, in performing the Services by the Service Provider and/or its Personnel.
30.2 The Post Office shall elect whether the amount which the Service Provider is liable for shall be determined by the court of law in terms of Clause 25 above or by an arbitrator in terms of Clause 24 above.
30.3 In determining the liability of the Service Provider for purposes of this Clause 30, a court of law or arbitrator shall limit the Service Provider’s liability to the proportion of the loss or damage suffered by the Post Office that is ascribed to the Service Provider by such court of law or arbitrator, allocating a proportionate responsibility to the Parties, having regard to the contribution to the loss or damage in question of the Parties or any other person based upon relative degrees of fault: Provided that the provisions of Section 1 of the Apportionment of Damages Act, 1956 (Act No. 34 of 1956) will apply to all claims between the Parties and that “breach of contract or gross negligence” and “damages” or “losses” as used herein shall be deemed to fall within the meanings of “fault” and “damage” as contained in Section 1 of the Apportionment of Damages Act, 1956.
30.4 The maximum amount to be paid by the Service Provider in relation to claims resulting in terms of Clause 30.1above shall be limited to a maximum value of the Contract Price for performing the Services or the aggregate liability therefor.
30.5 The Service Provider will not be liable to the Post Office or any cessionary or third party claiming through or on behalf of the Post Office for any punitive damages whatsoever or for any consequential or other loss or damages beyond the maximum liability specified.
30.6 In no event will the Post Office be liable for any consequential, indirect or special damages.
30.7 The Service Provider undertakes to procure appropriate and adequate liability insurance cover for any potential loss, damage or liability assumed by it in terms of Clause 30.1 above to the value determined in the RFP Documents: Provided that the Service Provider undertakes further to demonstrate to the Post Office proof of such insurance and the payment of the premiums thereunder, as and when called upon to do so by the Post Office. 31. SERVICE PROVIDER'S WARRANTIES AND INDEMNITIES
31.1 The Service Provider warrants that in relation to any and all of the Services performed in terms of this Agreement it will provide such Services -
31.1.1 promptly, diligently and in a skilful manner (see Clauses 11 and 12 above);
31.1.2 in accordance with the best practices, norms, standard and quality of service that are generally accepted and practised by the professional hygiene industry of South Africa for services similar to the Service (see Clauses 11 and 12 above);
31.1.3 in terms of the standards and specifications that are determined in the RFP Documents (see Clauses 11 and 12 above);
31.1.4 it will use and adopt (and ensure that its sub-contractors use and adopt) any standards, processes and procedures required under this Agreement (especially Clauses 11 and 12 above);
31.1.5 the Service Provider warrants that it shall employ suitably qualified and trained Personnel to perform the Services to the Post Office and it shall allocate Personnel in accordance with the technical skills and knowledge required (see Clauses 11 and 12 above); and
31.1.6 using and applying the most recent models, techniques, practises, methods, skills and procedures that are generally accepted and practised by the professional hygiene industry of South Africa for services similar to the Service (see Clauses 11 and 12 above).
31.2 The Service Provider warrants for the duration of the Contract Period, the following:
31.2.1 It is a company duly registered in accordance with the laws of the Republic of South Africa.
31.2.2 It is in good standing with the Compensation Commissioner.
31.2.3 To the best of the knowledge and belief of the Service Provider, no litigation, arbitration, investigation or administrative proceedings is in process as at the Signature Date or threatened against the Service Provider which are likely to have an adverse effect on the ability of the Service Provider to render the Services as required. 31.2.4 To the best of the knowledge and belief of the Service Provider, it is not subject to any obligation to any third party which is likely to have an adverse material effect on the Service Provider’s ability to render the Services.
31.2.5 To the best of the knowledge and belief of the Service Provider, no proceedings or other steps have been instituted or taken, or threatened for the winding-up or liquidation (whether voluntary or involuntary, provisional or final), initiation of business rescue proceedings or de-registration of the Service Provider, or for the appointment of a liquidator, business rescue practitioner or similar officer over the Service Provider or any of its assets.
31.2.6 The board of directors of the Service Provider has not resolved in accordance with the provisions of Section 129 of the Companies Act, 2008 (Act No. 71 of 2008) that the Service Provider commence business rescue proceedings and, to the best of the knowledge and belief of the Service Provider, no affected person (as that term is defined in the Companies Act, 2008) has given any notice of, or taken any steps to apply to a court for an order placing the Service Provider under supervision and commencing business rescue proceedings.
31.2.7 To the best of the knowledge and belief of the Service Provider, all information disclosed by or on behalf of the Service Provider to the Post Office and reflected in the RFP Documents completed by or on behalf of the Service Provider, is true, complete, and accurate in all material respects and the Service Provider is not aware of any material facts or circumstances not disclosed to the Post Office which would, if disclosed, be likely to have an adverse effect on the conclusion of this Agreement with the Service Provider.
31.2.8 The Service Provider is an expert in providing the Services and is capable of providing the Services in terms of this Agreement.
31.2.9 The Service Provider has the power to enter into and perform its obligations in terms of this Agreement and has obtained all necessary consents and authorisations to enable it to do so.
31.2.10 The Service Provider is a registered VAT vendor in terms of the VAT Act.
31.3 The Post Office warrants for the duration of the Contract Period that to the best of its knowledge and belief, all information disclosed by or on behalf of it to the Service Provider in the RFP Documents and during the negotiations Contract Period and upon which the Service Provider places any reliance in rendering the Services, is true, complete, and accurate in all material respects and the Post Office is not aware of any material facts or circumstances not disclosed to the Service Provider which would (if disclosed) be likely to have a material effect on rendering of the Services by the Service Provider in terms of this Agreement.
31.4 These warranties shall remain in force for the duration of the Contract Period.
31.5 The Service Provider acknowledges that the Post Office has concluded this Agreement in reliance upon the warranties set out in in this Agreement.
31.6 The Post Office acknowledges that the Service Provider has concluded this Agreement in reliance upon the warranties set out in in Clause 31.3 above.
31.7 The Service Provider undertakes to execute a board resolution (as attached per Annexure F), authorising the Service Provider to enter into this Agreement and to perform its obligations in accordance with the terms and subject to the conditions of this Agreement.
31.8 Subject to the provisions of Clause 30 above, the Service Provider hereby indemnifies the Post Office in respect of any and all claims and/or losses sustained by the Post Office in connection with -
31.8.1 any loss of or damage to property incidental to the Services performed by the Service Provider at the Post Office Address;
31.8.2 any breach of a statutory duty by the Service Provider under any applicable law;
31.8.3 any claim for or in respect of the death or personal injury of any individual at the Post Office Premises as a result (whether direct or indirect) of the Services performed; and
31.9 any claim which may be brought by the Service Provider’s Personnel or a third party in relation to the Services.
32. DOMICILIA AND NOTICES
32.1 The Parties hereby choose as their domicilium citandi et executandi (place of summons and execution - i.e., address for service and delivery of documents and summons) for all purposes arising from or pursuant to this Agreement as follows:
32.1.1 Post Office:
32.1.1.1 Physical address: ………………………………………………………………………... 32.1.1.2 Facsimile Number: ……………………………………
32.1.1.3 E-mail: ……………………………………
32.1.1.4 Telephone Number: ……………………………………
32.1.1.5 For Attention: ……………………………………
32.1.2 Service Provider:
32.1.2.1 Physical address: ………………………………………………………………………...
32.1.2.2 Facsimile Number: ……………………………………
32.1.2.3 E-mail: ……………………………………
32.1.2.4 Telephone Number: ……………………………………
32.1.2.5 For Attention: ……………………………………
32.2 Either Party may by written notice to the other Party change its aforesaid domicilium citandi et executandi to any other physical address within the Republic of South Africa, which is not a post office box or poste restante.
32.3 Any notice given and/or any payment made by either Party to the other that -
32.3.1 is delivered by hand during the normal business hours of the other Party at its identified domicilium citandi et executandi for the time being, shall be rebuttably presumed to have been received by the other Party at the time of delivery;
32.3.2 is posted by registered mail from an address within the Republic of South Africa to the other Party’s domicilium citandi et executandi for the time being, shall be rebuttably presumed to have been received by the other Party on the seventh (7th) Business Day after the date of posting; and
32.3.3 is sent by facsimile during the normal business hours of the other Party to its domicilium citandi et executandi for the time being, shall be rebuttably presumed to have been received on the first (1st) Business Day following the date of successful transmission thereof.
32.4 The word “RFP Number” and the specific number allocated to the RFP Documents shall be quoted by both Parties on all correspondence, notices or other documents of any description relating to this Agreement.
33. INSOLVENCY
33.1 Should – 33.1.1 An application be made for the surrender or liquidation of a Party’s estate; 33.1.2 An order be issued (whether provisional or final) for the liquidation of a Party’s estate; 33.1.3 A Party enter into or propose any deed of assignment to any of its creditors for settlement of its debts; 33.1.4 Execution be issued against a Party by virtue of any judgement; 33.1.5 a Party commits any act of insolvency (or, being a legal entity, is placed under j or business recue, or commences to be wound up in a liquidation that is not merely a voluntary liquidation for the purpose of reconstruction); or 33.1.6 a Party commits an act of insolvency as determined by the Insolvency Act, 1936 (Act No. 34 of 1936), then the other Party may (without prejudice to any of its rights in terms of this Agreement or common law) forthwith terminate this Agreement by giving written notice to this effect. 33.2 When a Party commits an act of insolvency, the other Party may terminate this Agreement: Provided that such termination will not prejudice or affect any other right of action or remedy which has accrued or will accrue thereafter to the other Party.
34. COSTS
34.1 Each Party shall bear its own costs and expenses in relation to the drafting, negotiation, preparation, finalisation and signature of this Agreement.
SIGNED BY THE POST OFFICE IN THE PRESENCE OF THE UNDERSIGNED
WITNESSES AT ______ON THIS ______DAY OF
______20__.
______MARK BARNES GROUP CHIEF EXECUTIVE OFFICER FOR: SOUTH AFRICAN POST OFFICE SOC LIMITED
AS WITNESSES:
1. Name: ______Signature: ______
2. Name: ______Signature: ______
SIGNED BY THE SERVICE PROVIDER IN THE PRESENCE OF THE UNDERSIGNED
WITNESSES AT ______ON THIS ______DAY OF
______20__.
______……………………………….. ……………………………….. FOR: ………………………… AS WITNESSES:
1. Name: ______Signature: ______
2. Name: ______Signature: ______Annexure A: Pricing Schedule Annexure B: Scope of Services and Special Instructions
The scope of work for provision of Hygiene services (as further informed in the RFP Documents), is as follows:
. Sanitary bins, including liner, powder and line pockets. . Deep hygiene. . Installation of dispensers. . Supply of hand towels . Supply of hand dryers. Annexure C: Specifications (Terms of Reference)
See RFQ Documents. Annexure D: Contract Summary Annexure E: Project Plan Annexure F: Service Provider Resolution
Resolution by the members of ………………………………………….. with Registration Number ………………………………………….. (“Service Provider”) at ______on the ____ of ______201...
NOTED:
THAT the Service Provider intends to enter into an Agreement with the Post Office in terms of which the Service Provider will provide the Services on the terms and subject to the conditions set out in the Agreement to which this resolution is attached.
RESOLVED:
That the Service Provider approves and enters into the Agreement on the terms and on the subject conditions of the Agreement on which this resolution is attached to.
That ……………………………………………... in his capacity as a director of the Service Provider, be and is hereby authorised to negotiate, settle and sign the Agreement attached hereto, and to sign all documentation and do all things necessary to give effect to the aforesaid resolutions on behalf of the Service Provider.
______Read and Confirmed Chairman PROPOSAL LETTER (BIDDER’S OFFER)
Procurement Supply Chain Management South African Post Office Limited 259 Govan Mbeki Ave Port Elizabeth 6000
For attention: Procurement
Dear Sir/Madam
RE: HYGIENE SERVICES
HYGIENE SERVICE
1. We refer to the above bid.
2. We hereby offer to supply and deliver the services as set out in the attached proposal documents.
3. We agree that this proposal incorporates as part thereof:
3.1 Scope of Supply and Specific Instructions
3.2 Proposal Letter
3.3 Proposal Questionnaire
3.4 Specifications
3.5 Gate Keeping
3.6 Evaluation Criteria
3.7 Contractual Terms & Conditions
3.8 Proposal Letter (Bidder’s Offer)
3.9 Proposal Questionnaire
3.10 Certificate of Acquaintance
3.11 Declaration of Interest
3.12 Bidders Past SCM Practices
3.13 Certificate of Independent Bid Determination
3.14 Mutual Confidentiality Non-Disclosure 3.15 Supplier Registration Forms
3.16 Company Details
3.17 Proof of Site Inspection Attendance
3.18 Tax Clearance Certificate Requirements
3.19 Valid and Original Tax Clearance Certificate
3.20 Schedule of Company Experience
3.21 Schedule of Company Key Resources
3.22 Valid Proof of Company Location
3.23 Enterprise Development Plan, where applicable
4. This offer shall remain irrevocable for a period of ninety (90) days from the closing date hereof.
5. In the event of your proposal being accepted, you will be informed in writing of such acceptance and any further terms and conditions to be fulfilled and/or negotiated before the drafting of an agreement.
6. Closing date: 23 Nov 2016.
7. Closing time: 11:00 AM
SIGNATURE : ......
NAME OF DELEGATED SIGNATORY : ...... …………... (PRINT) in his capacity of
DESIGNATION OF SIGNATORY : ...... (PRINT) who warrants his authority to sign on behalf of
NAME OF BIDDER (COMPANY) : ......
DATE : ...... PROPOSAL QUESTIONNAIRE
1. PRICE BASIS
Bidders shall indicate whether the prices quoted in the Pricing Schedule.
1.1 are fixed (Please note that South African Post Office Limited prefers fixed prices).
Yes No
If no specify: ……………………………………………………………………………..
……………………………………………………………………………………………. 1.2 exclude VAT;
Yes No
1.3 exclude the discounts offered as per paragraph 4 of this Annexure;
Yes No
If no specify: ……………………………………………………………………………
……………………………………………………………………………………………
1.4 include all costs applicable
Yes No
If no specify: …………………………………………………………………………….
…………………………………………………………………………………………….
2. PAYMENT
Bidders shall indicate whether they accept the terms of payment of the South African Post Office Limited as stipulated in clause 9 of the Contractual Terms and Conditions.
Yes No
If ‘no’, please specify alternative terms of payment required.
Payment will be made at the end of the month following the date of statement.
However, should we decide to make an earlier payment, state the settlement discount offered:
% Discount: …………………………………
Days : …………………………………
From: …………………………………
......
3. DELIVERY/EXECUTION
3.1 It is required that delivery / execution shall commence immediately after contract award. Please, indicate whether this target can be achieved.
Yes No
3.2 If ‘no’, please specify alternative delivery date(s).
......
......
......
3.3 Should it become apparent to the successful Bidder at any time during the course of the execution of the order that the guaranteed completion date may not be reached, the successful Bidder shall immediately notify the South African Post Office Limited representative in writing of this fact, stating the reasons for the delay as well as the actions being taken to rectify the situation.
4. VALIDITY PERIOD OF PROPOSAL
Please note that the South African Post Office Limited requires a validity period of One hundred and twenty (120) days from closing date of the RFP. The Bidder complies with.
Yes No
5. CONDITIONS OF PURCHASE
Bidders shall indicate whether they accept the Contractual Terms and Conditions.
Yes No
If ‘No’, please specify amendments for consideration (attach additional pages if required).
......
......
...... 6. MANUFACTURING FACILITIES (if applicable)
6.1 Physical address where the manufacturing process will take place.
......
......
......
6.2 Name of company who will do the manufacturing.
......
7. PREFERENCE POINTS CLAIM FORM AND SHARHOLDERS LIST
Bidders must complete and return the form, which will be considered part of the proposal.
8. QUALITY ASSURANCE
Bidders shall indicate what Quality Assurance System is being used by their company and, if applicable, by their sub-contractors.
......
......
......
Note : Accreditation to ISO standards would be imperative. Please submit full details in this regard and submit a copy of the relevant certificate if applicable (attach additional pages if required).
9. COMPLIANCE TO SPECIFICATION
Bidders shall indicate whether the goods/services offered comply with the specifications listed in specifications section. (Page 23-34)
Yes No
If ‘No’ please specify the deviations (attach additional pages if required).
...... 10. SUB-CONTRACTING
10.1 Bidders shall indicate whether use will be made of sub-contractors.
Yes No
10.2 If ‘yes’, please complete the following schedule:
NAME OF SUB-CONTRACTOR % BEE Shareholding ADDRESS OF SUB-CONTRACTOR
CONTACT PERSON DESIGNATION TELEPHONE TELEFAX NATURE OF WORK
CONTRACT VALUE (±) QUALITY ASSURANCE SYSTEM
(Please make a copy of this page if more than two (2) sub-contractors will be used.)
SIGNATURE : ......
NAME OF DELEGATED SIGNATORY : ...... (PRINT) in his capacity of
DESIGNATION OF SIGNATORY : ...... (PRINT) who warrants his authority to sign on behalf of
NAME OF BIDDER (COMPANY) : ......
DATE : ...... CERTIFICATE OF ACQUAINTANCE WITH BID DOCUMENTS
I/We ...... of ………………………… do hereby certify (Name of Company) that I/we acquainted myself/ourselves with the contents of all the documents listed in the Schedule of Bid Documents, as laid down by The South African Post Office for carrying out of the proposed works.
SIGNED AT ...... …… on this ...... day of ....…………...... 20…….
SIGNATURE :…………………………………
NAME OF DELEGATED SIGNATORY :…………………………………… (PRINT) in his capacity of
DESIGNATION OF SIGNATORY :...... (PRINT) who warrants his authority to sign on behalf of the bidding company BIDDER’S DECLARATION OF INTEREST
1. Any legal person or persons having a kinship with persons employed by the South African Post Office may make an offer or offers in terms of this invitation to bid. In view of the possible allegations of favoritism, should the resulting bid, or part thereof, be awarded to persons connected with or related to a South African Post Office employee, it is required that the bidder or his/her authorized representative declare his/her position in relation to the evaluation/adjudication authority declaring his/her interest where – - 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/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: Question Answer If yes, state particulars Yes / No 2.1 Are you or any person connected with the bidder, employed by the South African Post Office? 2.2 Do you or any person connected with the bidder, have any relationship (family, friend, other) with a person employed by the South African Post Office and who may be involved with the evaluation and or adjudication of this bid? 2.3 Are you or any person connected with the bidder, aware of any relationship (family, friend, other) with a person employed by the South African Post Office and who may be involved with the evaluation and or adjudication of this bid? 2.4 Were you or any person in your company involved or assisted SAPO employees in the development and/or drafting of the specification for this bid 2.5 Shareholders of the Company Name Identity Number (ID)
2.6 Directors Name Identity Number (ID)
2.7 Trustees Name Identity Number (ID) 2.8 Employee of SAPO: If the employee of SAPO is a Shareholder / Director / Trustee it must be declared as follows: Name Identity Number (ID) Persal Number / Employee Number
3. Non-disclosure shall constitute a serious offence and shall entitle the South African Post Office to take the necessary legal action, which may include applying for an interdict and/or claiming for damages, to enforce this Agreement.
4. The Bidder acknowledges that the stipulations of this Agreement is fair and that all costs incurred by the South African Post Office to enforce this contract or to curb any breach or to claim damages resulting from a breach by the Bidder shall be payable by the Bidder should he be proven guilty.
DECLARATION I, the undersigned (Full Name) ______Certify that the information furnished in paragraph 2.1 to 2.8 above is 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 : ......
NAME OF DELEGATED SIGNATORY: ...... …….. (PRINT) in his capacity of
DESIGNATION OF SIGNATORY : ...... (PRINT) who warrants his authority to sign on behalf of the bidding company DATE : ...... ……. DECLARATION OF BIDDERS PAST SUPPLY CHAIN MANAGEMENT PRACTICES
1. The bid of any bidder may be disregarded it he bidder, or any of its directors have - abused the institution’s supply chain management system; committed fraud or any other improper conduct in relation to such system; or failed to perform on any previous contract.
2. In order to give effect to the above, the following questionnaire must be completed and submitted with the bid: Question Answer If yes, furnish particulars Yes / No 2.1 Is the bidder or any of its directors listed on the National Treasury’s database as companies or persons prohibited from doing business with the public sector? (Companies or persons who are listed on this database were informed in writing of this restriction by the National Treasury after the audi alteram partem rule was applied.) 2.2 Is the bidder or any of its directors listed on the Register for Tender Defaulters in terms of section 29 of the Prevention and Combating of Corrupt Activities Act (No 12 of 2004)? (To access this register enter the National Treasury’s website, www.treasury.gov.za, click on the icon “Register for Tender Defaulters”.) 2.3. Was the bidder or any of its directors convicted by a court of law (including court outside of the Republic of South Africa) for fraud or corruption during the past five years? 2.4 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?
3. Non-disclosure shall constitute a serious offence and shall entitle the South African Post Office Limited to take the necessary legal action, which may include applying for an interdict and/or claiming for damages, to enforce this Agreement.
4. The Bidder acknowledges that the stipulations of this Agreement is fair and that all costs incurred by the South African Post Office to enforce this contract or to curb any breach or to claim damages resulting from a breach by the Bidder shall be payable by the Bidder should he be proven guilty.
DECLARATION I, the undersigned (Full Name) ______Certify that the information furnished in paragraph 2.1 to 2.4 above is 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 : ......
NAME OF DELEGATED SIGNATORY: ...... …….. (PRINT) in his capacity of
DESIGNATION OF SIGNATORY : ...... (PRINT) who warrants his authority to sign on behalf of the bidding company DATE : ...... ……. 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 per 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. CERTIFICATE OF INDEPENDENCE
I, the undersigned, in submitting the accompanying bid:
______(Bid Number and Description) in response to the invitation for the bid made by:
______(Name of Institution) do hereby make the following statements that I certify to be true and complete in every respect:
I certify, on behalf of:______that: (Name of Bidder)
1. I have read and I understand the contents of this Certificate;
2. I understand that the accompanying bid will be disqualified if this Certificate is found not to be true and complete in every respect;
3. I am authorized by the bidder to sign this Certificate, and to submit the accompanying bid, on behalf of the bidder;
4. Each person whose signature appears on the accompanying bid has been authorized by the bidder to determine the terms of, and to sign the bid, on behalf of the bidder;
5. For the purposes of this Certificate and the accompanying bid, I understand that the word “competitor” shall include any individual or organization, other than the bidder, whether or not affiliated with the bidder, who: a. has been requested to submit a bid in response to this bid invitation; b. could potentially submit a bid in response to this bid invitation, based on their qualifications, abilities or experience; and c. provides the same goods and services as the bidder and/or is in the same line of business as the bidder
6. The bidder has arrived at the accompanying bid independently from, and without consultation, communication, agreement or arrangement with any competitor. However communication between partners in a joint venture or 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.
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
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. THE SOUTH AFRICAN POST OFFICE’S CONFIDENTIALITY AND NON-DISCLOSURE AGREEMENT
DEFINITION
Unless otherwise expressly stated, or the context otherwise requires, the words and expressions listed below shall, when used in this Confidentiality Agreement, bear the meanings ascribed to them:
“Bidder” shall mean any person who attends the briefing session and/or any entity which is represented at the briefing session whose details and signature are set out in the attendance register;
“Confidentiality Agreement” shall mean this confidentiality Agreement; and
“Post Office” shall mean the South African Post Office, a public company with limited liability duly incorporated in accordance with company laws of the Republic of South Africa with registration number 1991/005477/06.
INTRODUCTION
The Bidder has attended a briefing session which is hosted by the Post Office, at which the Post Office shall provide information to Bidders who wish to enter into discussions with the Post Office concerning a number of issues pertaining to the possible provision of services by the Bidder to the Post Office, which discussions may or may not result in the Post Office and the Bidder entering into an agreement, arrangements, discussions or alliances.
During the briefing session and in negotiating the business relations, the Post Office shall disclose confidential information relating to its business to the Bidder.
The Bidder agrees to be bound by the terms and to be subject to the conditions of this Confidentiality Agreement.
CONFIDENTIAL INFORMATION
Confidential Information in respect of this Confidentiality Agreement shall include, but not be limited to, all oral, written, printed, photographic and recorded information of all types that is:
Confidential or secret information relating to the commercial and financial activities of the Post Office, which would include legal, financial, contractual or commercial arrangements between the Post Office group of companies, customers and/or third parties;
Confidential information and details concerning current or prospective customers, suppliers, commercial associates and other parties with whom the Post Office enjoys a commercial relationship;
Proposed, impending or actual commercial transactions, arrangements, ventures, agreements or opportunities which are of a confidential or secret nature;
Trade secrets, operating procedures, quality control procedures, approximate operation personnel requirements, descriptions, trade names, trademarks, know how, techniques, technology, copyright, and all goodwill relating to the business and any other existing intellectual property rights or any intellectual property created as a result of the provision of services;
Confidential or privileged information concerning disputes, claims, litigation or similar actions in which any party is or may become involved; and
Any other information surrounding the nature of the discussions giving rise to this Confidentiality Agreement.
EXCLUDED INFORMATION
There will be no obligation of confidentiality or restriction on the use of information where:
The information is publicly available, or becomes publicly available otherwise than by action of the Bidder; or
The information was already known to the Bidder (as evidenced by its written records) prior to its receipt under this or any previous confidentiality agreement between the parties or their affiliates; or
The information was received from another party not in breach of an obligation of confidentiality.
NON-DISCLOSURE
The Bidder acknowledges that the Confidential Information is a valuable and unique asset proprietary to the Post Office.
The Bidder agrees that it shall not disclose the Confidential Information to any third party for any reason or purpose whatsoever without the prior written consent of the Post Office.
The Bidder may disclose the Confidential Information only to its directors and other officers, employees and professional advisors agents and consultants only on a strictly need-to-know basis and on the terms and conditions provided for in this Confidentiality Agreement.
The Bidder undertakes not to use the Confidential Information for any purpose other than: that for which it is disclosed; and in accordance with the provisions of this Confidentiality Agreement.
The Bidder undertakes to ensure that their employees will observe and comply with their obligations in respect thereof, whether or not they remain employees of the Bidder.
The Bidder agrees that it shall only, where necessary, disclose the Confidential Information to its professional advisers, agents and consultants, provided that such professional advisers, agents and consultants sign a similar undertaking and that they are aware of the confidential nature of the information being made available to them.
The Bidder shall takes all steps necessary to procure that such professional advisers, agents and consultants agree to abide by the terms of this Confidentiality Agreement to prevent the unauthorized disclosure of the Confidential Information to third parties. OWNERSHIP
All Confidential Information disclosed by the Post Office to the Bidder is acknowledged by the Bidder to be proprietary to the Post Office who shall retain all right, title and interest in and to that information.
The possession of the Confidential Information by the Bidder does not to confer any rights of whatever nature in such Confidential Information to the Bidder.
No provision in this Confidentiality Agreement shall be interpreted to confer any right of license under any trademark, patent or copyright, or any applications for such a trademark, patent or copyright which may be pending now or in the future to the Bidder.
STANDARD OF CARE
The Bidder agrees that it shall protect the Confidential Information disclosed pursuant to the provisions of this Confidentiality Agreement using the same standard of care that it applies to its own proprietary, secret or confidential information, but in any event not less than a reasonable standard of care, and that the Confidential Information shall be stored and handled in such a way as to prevent any unauthorized disclosure thereof.
RETURN OF CONFIDENTIAL INFORMATION
The Post Office may at any time request the return of the Confidential Information disclosed to the Bidder. Upon the return of the Confidential Information, the Bidder shall submit a written statement to the Post Office confirming that the Bidder has not retained in its possession or under its control, either directly or indirectly, any Confidential Information.
Alternatively to the return of the material contemplated in clause Error: Reference source not found above, the Bidder shall, at the request of the Post Office, destroy the Confidential Information and furnish the Post Office with a written statement to the effect that all Confidential Information in the possession or under the control of the Bidder has been destroyed.
The Bidder shall comply with the request in terms of this clause Error: Reference source not found within forty-eight hours of receipt of such a request.
BREACH
Any breach of any obligation or undertaking by the Bidder will constitute a material breach of this Confidentiality Agreement.
The Bidder shall be liable to pay the Post Office all costs incurred in the protection of its interests in terms of this Confidentiality Agreement on an attorney and own client scale.
The Bidder acknowledges that the Post Office shall be entitled to apply to court for an interdict or other appropriate relief against the Bidder, should the Post Office have any reasonable basis to believe that the Bidder is or may be in breach of this Confidentiality Agreement and thus endangering the proprietary interests of the Post Office.
DURATION
The obligations undertaken by the Bidder in terms of this Confidentiality Agreement shall endure notwithstanding the termination of this Confidentiality Agreement or notwithstanding that either party decides at any time, whether before or after the commencement of this Confidentiality Agreement, not to pursue the discussions to enter into a business relationship or that the relationship between the parties pursuant to those discussions is terminated for any reason whatsoever.
GENERAL
This Confidentiality Agreement constitutes the sole record of the agreement between the parties with regard to the subject matter hereof. No party shall be bound by any express or implied term, representation, warranty, promise or the like not recorded herein.
No addition to, variation of, or agreed cancellation of this Confidentiality Agreement shall be of any force or effect unless in writing and signed by or on behalf of the parties.
No relaxation or indulgence which the Post Office may grant to the Bidder shall constitute a waiver of the rights of the Post Office and shall not preclude the Post Office from exercising any rights which may have arisen in the past or which might arise in future.
The Bidder agrees and confirm by their signature to the RFP Documents that any present and/or previous discussions or correspondence shall, for purposes of this Confidentiality Agreement, be considered to be Confidential Information.
An approval or consent given by a party under this Confidentiality Agreement shall only be valid if in writing and shall not relieve the other party from responsibility for complying with the requirements of this Confidentiality Agreement nor shall it be construed as a waiver of any rights under this Confidentiality Agreement except as and to the extent otherwise expressly provided in such approval or consent, or elsewhere in this Confidentiality Agreement.
SIGNATURE : ...... NAME OF DELEGATED SIGNATORY: ...... …….. (PRINT) in his capacity of DESIGNATION OF SIGNATORY : ...... (PRINT) who warrants his authority to sign on behalf of NAME OF BIDDER (COMPANY) : ...... DATE : ...... ……. SOUTH AFRICAN POST OFFICE LIMITED Supply Chain Management Cnr. James Drive& Moreleta Str Silverton Pretoria 0002
PO Box 4162Pretoria 0001 Tel 012 845 2400 Fax 012 804 7626/0109 Website www.South African Post Office Limited.co.za SUPPLIER REGISTRATION FORM / QUESTIONAIRE
Contents: Part A: Documents to be submitted Part B: General Particulars Part C: BBBEE –Empowerment Part D: Declaration
For office use ONLY
Date Received Received By Validation Approved/Declined by Capture Date Vendor No
General Information 1. Please note that submission of this form to SOUTH AFRICAN POST OFFICE LIMITED does not in any manner imply automatic registration or awarding of contracts. 2. The information provided in this form will be treated as confidential and will not be disclosed to any third party. 3. The information will be used only for the purpose of assessing your enterprise in terms of our policy. 4. South African Post Office reserves the right to request additional information or documents, or to perform audit procedures to substantiate or verify any of the answers provided in the questions. 5. A copy of the completed form must be signed on behalf of your business by a duly authorised signatory. 6. Please complete the supplier questionnaire in full and attach all relevant documents as per Part A.
Part A: DOCUMENTS TO BE SUBMITTED CRITICAL Non – submission of the following supporting documentation will render your supplier questionnaire invalid. Company registration documents Certified share certificates Certified ID copies of shareholders Valid Tax clearance certificates Valid BBBEE certificates Signed Joint venture/ consortium agreement (where applicable) Companies with complex shareholding structures are requested to provide group structure or organogram. Kindly ensure that the following documentation is attached and tick appropriately:
1. Equity Ownership Public and Private companies: (Pty’s) Ltd Certified Share Certificates Shareholders agreement Certificate of Incorporation and CM29 / CM9 (Name Change) Certified ID copies of shareholders JSE Listed companies must submit a letter from the Accountant as proof of listed shares Close Corporations: cc CK1 and/or CK2 Members agreement Certified ID copies of shareholders Joint Ventures / Consortiums: Ownership documents of each JV / Consortium partner Joint Venture / Consortium agreement Certified ID copies of shareholders 2. Valid Tax clearance certificate 3. Valid BBBEE accreditation certificate (SANAS accredited) Audited copies of financial statement by external auditors/registered accountant /Letter from the Auditors if enterprise less than 12 months old. 5. Original cancelled cheque or original deposit slip or original letter from the bank 6. Company letterhead 7. Company Profile 8. Electronic Funds Transfer
Part B: GENERAL PARTICULARS
1. Particulars of Enterprise
Registered Name of the Enterprise
Trading Name
Company/Close Corporation /Trust Registered Number
Vat Registration Number
Income Tax Reference Number
PAYE Reference Number
Physical Trading Address
Province of Operation
Postal Address
E-mail address
Business Tel number Business Fax number
Particulars of contact person Initials and Surname
Designation
Direct Telephone Number
Direct Fax number
Cell phone number E-mail address
2. Is your company registered in SOUTH AFRICAN POST OFFICE LIMITED database? Yes No If yes, indicate supplier vendor no.
2. Type of business:
Partnership Sole Trader
Close Corporation Company Pty Ltd
State Owned Enterprise
Other (Specify)
3. Indicate the business sector in which your company is involved/ operating:
Transportation Cleaning Equipment and Supplies
Security and Safety Services and Supplies Information Technology
Stationery and Printing Professional Services
Properties & Infrastructure
Other Trade (Specify)
4. If State Owned Enterprise please specify services:
5. Principal Business Activity and Types of Services Provided:
6. Since when has the enterprise been in operation? Months/Years
7. What is your company ‘s annual turnover (previous financial year)? R
8. Is your company ISO accredited? YES NO
10.1 If Yes, specify:
Part C: DIRECT EMPOWERMENT
1. Ownership
2. What percentage equity is owned by blacks?1 % owned List the names and percentage (%) of each black shareholder in the spaces provided below
1 Africans, Coloureds and Indians who are South African citizens 3. What percentage equity is owned by black women? % owned List the names and percentage (%) of women black shareholders in the spaces provided below
4. What percentage equity is owned by the youth? % owned List the names and percentage (%) of youth shareholders in the spaces provided below
5. What percentage equity is owned by people living with disabilities?2 % owned List the names and percentage (%) of people with disabilities in the spaces provided below
o Companies with complex shareholding structures are requested to provide group structure or organogram.
Part D: DECLARATION
I, the undersigned hereby declare, in my capacity as and duly authorised thereto, that the information furnished is true and correct and I hereby indemnify the South African Post Office from any loss and/or damages howsoever caused that I or any other party may suffer as a result of the said information being correct.
DULY AUTHORISED TO SIGN FOR AND ON BEHALF OF ENTERPRISE/ORGANISATION: Name: Signature: Date: Telephone
Address:
COMMISSIONER OF OATH: Name: Signature: Date: Telephone
Address:
2 As described in the Employment Equity Act COMPANY DETAILS
THE BIDDER MUST ATTACH CERTIFIED COPIES OF THE FOLLOWING DOCUMENTS HERE
1 BIDDER’S COMPANY REGISTRATION DOCUMENTS
2 IDENTITY DOCUMENTS OF SHAREHOLDERS / DIRECTORS
3 ORIGINAL COMPANY LETTERHEAD
4 ORIGINAL COMPANY PROFILE
TAX CLEARANCE CERTIFICATE REQUIREMENTS
It is a condition of bid (tender) that the taxes of the successful bidder must be in order, or that satisfactory arrangements have been made with South African revenue Services (SARS) to meet the bidder’s tax obligations.
1. In order to meet this requirement, bidders are required to complete in full the form TCC 001 “Application for a Tax Clearance Certificate” and submit it to any SARS branch office nationally. The Tax Clearance Certificate Requirements are also applicable to foreign bidders/ individuals who wish to submit BID’s.
2. SARS will then furnish the bidder with a Tax Clearance Certificate that will be valid for a period of 1 (one) year from date of approval.
3. The original Tax Clearance Certificate must be submitted together with the BID. Failure to submit the original and valid Tax Clearance Certificate will result in the invalidation of the BID. Certified copies of the Tax Clearance Certificate will not be acceptable.
4. In BID’s where Consortia / Joint ventures / Sub-contractors are involved, each party must submit a separate Tax Clearance Certificate.
5. Copies of the TCC 001 “Application for a Tax Clearance Certificate” form are available from any SARS branch office nationally or on the website www.sars.gov.za.
6. Applications for Tax Clearance Certificates may also be made via eFiling. In order to use this provision, taxpayers will need to register with SARS as eFilers through the website www.sars.gov.za. TAX CLEARANCE CERTIFICATE
THE BIDDER MUST ATTACH THE FOLLOWING DOCUMENTS HERE:
1 VALID AND ORIGINAL TAX CLEARANCE CERTIFICATE SCHEDULE OF COMPANY EXPERIENCE
Information provided in this section will be used to evaluate bidders experience in successful execution of hygiene services projects. Reliable References Project/ No. Company / Project Project Project Contract Contact Person Project Name Start Date End Date Duration Amount (Name & Telephone Surname) Number Email 1
2
3
4
5
6
NOTE: Attach additional pages should the space provided be insufficient. SCHEDULE OF KEY PERSONNEL EXPERIENCE
Information provided in this section will be used to evaluate bidder’s key personnel capability in relation to the hygiene services projects. Employment Highest Relevant Status Qualification Number Membership / Accreditation Temp of Years No. Name and Designati (provi Relevant Certific Surname on Full de Qualification Industry ate Time contra Name Experien Number ct end ce Association / Membership / Registration date) Professional Body Number 1
2
3
4
ADDITIONAL INFORMATION NEEDED FOR KEY PERSONNEL’S EXPERIENCE EVALUATION (i) Curriculum Vitae (s) (ii) Certified Copies of Identity Documents (iii) Highest Relevant Qualification (iv) Professional Body’s Membership Certificates
NOTE: Attach additional pages should the space provided be insufficient. PROOF OF COMPANY LOCATION
THE BIDDER MUST ATTACH ONE OF THE FOLLOWING DOCUMENTS HERE
1 VALID AND ORIGINAL BIDDER’S COMPANY MUNICIPAL ACCOUNT
2 CERTIFIED COPY OF CURRENT LEASE AGREEMENT
3 OTHER ACCEPTABLE PROOF TO SOUTH AFRICAN POST OFFICE LIMITED
Note: Company location refers to the physical location of the bidder’s company within region of service requirements evidence by certified copies of one of the above documents, not older than 3 months before the closing date of this bid. ENTERPRISE DEVELOPMENT PLAN
THE BIDDER MUST ATTACH COMPLETE COPY OF THE FOLLOWING DOCUMENT/S HERE
1 ENTERPRISE DEVELOPMENT PLAN PRICING SCHEDULE:
PORT ELIZABETH AREA Building Monthly Pricing Pricing Pricing Total Price 14 % TOTAL BID Price Year 1 Year 2 Year 3 for 3 Years VAT PRICE excluding VAT (INCLUDING VAT) COMPREHENSIVE HYGIENE SERVICE
Port Elizabeth Regional Office
SANITARY BINS ONLY
Newton Park Post Office Linton Grange Post Offics Addo Post Office Kirkwood Post Office Riebeekhoogte Post Office Walmer Post Office Korsten Post Office Sidwell Post Office Gelvandale Post Office New Brighton Post Office Humansdorp Post Office Jeffreys Bay Post Office Hankey Post Office Uitenhage Post Office Algoa Park Post Office Saltville Post Office
EAST LONDON AREA SANITARY BINS ONLY Building Monthly Pricing Pricing Pricing Total Price 14 TOTAL BID Price Year 1 Year 2 Year 3 for 3 Years % PRICE excluding VAT VAT (INCLUDING VAT) East London Post Office and Annex Building King Williamstown Post Office East London Mail Centre
MTHATHA AREA
SANITARY BINS ONLY Building Monthly Pricing Pricing Pricing Total Price 14 TOTAL BID Price Year 1 Year 2 Year 3 for 3 Years % PRICE excluding VAT VAT (INCLUDING VAT) Mthatha Main Post Office Building Mthatha Mail Centre PRICE BREAKDOWN –
Bidders shall give a percentage breakdown of the cost elements and, where applicable, indicate which indices/price escalation percentages (e.g. indices published by SEIFSA or the Central Statistical Services or any other reputable authority) are used as a basis for calculation of pricing.
Cost Structure Escalation Escalation Adjustmen Relevant Base Escalation Percentage for percentage for t Descriptio % Indices Date Percentage for Year three (3) n Year one (1) Year two (2) Frequency
100 TOTAL %
NB: It is the suppliers’ sole responsibility to ensure that the total bid price is accurate and SAPO will not under any circumstances be held responsible for any incorrect calculations. SAPO will not be held responsible for any loss incurred by the supplier arising from incorrect calculations. South African Post Office
PREFERENCE POINTS CLAIM FORM
1. GENERAL CONDITIONS
1.1 The following preference point systems are applicable to all bids:
- the 80/20 system for requirements with a Rand value of up to R1,000,000 (including VAT) and - the 90/10 system for requirements with a Rand value above R1,000,000 (including VAT).
1.2 The value of this bid is estimated to exceed R1, 000,000 (including VAT) and therefore the 90/10 system shall be applicable.
1.3 Preference points for this bid shall be awarded for:
(a) Price; and (b) B-BBEE Status Level of Contribution.
1.3.1 The maximum points for this bid are allocated as follows:
POINTS
1.3.1.1 PRICE 90
1.3.1.2 B-BBEE STATUS LEVEL OF CONTRIBUTION ______
Total points for Price and B-BBEE must not exceed 100
1.4 Failure on the part of a bidder to fill in and/or to sign this form and submit a B-BBEE Verification Certificate from a Verification Agency accredited by the South African Accreditation System (SANAS) or a Registered Auditor approved by the Independent Regulatory Board of Auditors (IRBA) or an Accounting Officer as contemplated in the Close Corporation Act (CCA) together with the bid, will be interpreted to mean that preference points for B-BBEE status level of contribution are not claimed.
1.5. The purchaser reserves the right to require of a bidder, either before a bid is adjudicated or at any time subsequently, to substantiate any claim in regard to preferences, in any manner required by the purchaser.
2. DEFINITIONS
2.1 “ all applicable taxes” includes value-added tax, pay as you earn, income tax, unemployment insurance fund contributions and skills development levies; 2.2 “B-BBEE” means broad-based black economic empowerment as defined in section 1 of the Broad Based Black Economic Empowerment Act; 2.3 “B-BBEE status level of contributor” means the B-BBEE status received by a measured entity based on its overall performance using the relevant scorecard contained in the Codes of Good Practice on Black Economic Empowerment, issued in terms of section 9(1) of the Broad-Based Black Economic Empowerment Act; 2.4 “bid” means a written offer in a prescribed or stipulated form in response to an invitation by an organ of state for the provision of services, works or goods, through price quotations, advertised competitive bidding processes or proposals;
PCP 32/HYGIENE SERVICES/14/15/L 100 2.5 “ Broad-Based Black Economic Empowerment Act” means the Broad-Based Black Economic Empowerment Act, 2003 (Act No. 53 of 2003); 2.6 “ comparative price” means the price after the factors of a non-firm price and all unconditional discounts that can be utilized have been taken into consideration; 2.7 “ consortium or joint venture” means an association of persons for the purpose of combining their expertise, property, capital, efforts, skill and knowledge in an activity for the execution of a contract; 2.8 “contract” means the agreement that results from the acceptance of a bid by an organ of state; 2.9 “EME” means any enterprise with an annual total revenue of R5 million or less . 2.10 “ Firm price” means the price that is only subject to adjustments in accordance with the actual increase or decrease resulting from the change, imposition, or abolition of customs or excise duty and any other duty, levy, or tax, which, in terms of the law or regulation, is binding on the contractor and demonstrably has an influence on the price of any supplies, or the rendering costs of any service, for the execution of the contract; 2.11 “functionality” means the measurement according to predetermined norms, as set out in the bid documents, of a service or commodity that is designed to be practical and useful, working or operating, taking into account, among other factors, the quality, reliability, viability and durability of a service and the technical capacity and ability of a bidder; 2.12 “non-firm prices” means all prices other than “firm” prices; 2.13 “person” includes a juristic person; 2.14 “ rand value” means the total estimated value of a contract in South African currency, calculated at the time of bid invitations, and includes all applicable taxes and excise duties; 2.15 “ sub-contract” means the primary contractor’s assigning, leasing, making out work to, or employing, another person to support such primary contractor in the execution of part of a project in terms of the contract; 2.16 “total revenue” bears the same meaning assigned to this expression in the Codes of Good Practice on Black Economic Empowerment, issued in terms of section 9(1) of the Broad- Based Back Economic Empowerment Act and promulgated in the Government Gazette on 9 February 207; 2.17 “trust” means the arrangement through which the property of one person is made over or bequeathed to a trustee to administer such property for the benefit of another person; and 2.18 “ trustee” means any person, including the founder of a trust, to whom property is bequeathed in order for such property to be administered for the benefit of another person.
3. ADJUDICATION USING A POINT SYSTEM
3.1 The bidder obtaining the highest number of total points will be awarded the contract. 3.2 Preference points shall be calculated after prices have been brought to a comparative basis taking into account all factors of non-firm prices and all unconditional discounts; 3.3 Points scored must be rounded off to the nearest 2 decimal places. 3.4 In the event that two or more bids have scored equal total points, the successful bid must be the one scoring the highest number of preference points for B-BBEE. 3.5 However, when functionality is part of the evaluation process and two or more bids have scored equal points including equal preference points for B-BBEE, the successful bid must be the one scoring the highest score for functionality. 3.6 Should two or more bids be equal in all respects, the award shall be decided by the drawing of lots.
HYGIENE SERVICES 101
4. POINTS AWARDED FOR PRICE
4.1 THE 80/20 OR 90/10 PREFERENCE POINT SYSTEMS
A maximum of 80 or 90 points is allocated for price on the following basis:
80/20 or 90/10
Pt P min Pt P min Ps 801 or Ps 901 P min P min Where
Ps = Points scored for comparative price of bid under consideration
Pt = Comparative price of bid under consideration
Pmin = Comparative price of lowest acceptable bid
5. POINTS AWARDED FOR B-BBEE STATUS LEVEL OF CONTRIBUTION
B-BBEE Status Level of Number of points Number of points Contributor (90/10 system) (80/20 system)
1 10 20
2 9 18
3 8 16
4 5 12
5 4 8
6 3 6
7 2 4
8 1 2
Non-compliant contributor 0 0
5.1 Bidders who qualify as EMEs in terms of the B-BBEE Act must submit a certificate issued by an Accounting Officer as contemplated in the CCA or a Verification Agency accredited by SANAS or a Registered Auditor. Registered auditors do not need to meet the prerequisite for IRBA’s approval for the purpose of conducting verification and issuing EMEs with B-BBEE Status Level Certificates.
5.2 Bidders other than EMEs must submit their original and valid B-BBEE status level verification certificate or a certified copy thereof, substantiating their B-BBEE rating issued by a Registered Auditor approved by IRBA or a Verification Agency accredited by SANAS.
HYGIENE SERVICES 102 5.3 A trust, consortium or joint venture, will qualify for points for their B-BBEE status level as a legal entity, provided that the entity submits their B-BBEE status level certificate.
5.4 A trust, consortium or joint venture will qualify for points for their B-BBEE status level as an unincorporated entity, provided that the entity submits their consolidated B-BBEE scorecard as if they were a group structure and that such a consolidated B-BBEE scorecard is prepared for every separate bid. 5.5 Tertiary institutions and public entities will be required to submit their B-BBEE status level certificates in terms of the specialized scorecard contained in the B-BBEE Codes of Good Practice.
5.6 A person will not be awarded points for B-BBEE status level if it is indicated in the bid documents that such a bidder intends sub-contracting more than 25% of the value of the contract to any other enterprise that does not qualify for at least the points that such a bidder qualifies for, unless the intended sub-contractor is an EME that has the capability and ability to execute the sub-contract.
5.7 A person awarded a contract may not sub-contract more than 25% of the value of the contract to any other enterprise that does not have an equal or higher B-BBEE status level than the person concerned, unless the contract is sub-contracted to an EME that has the capability and ability to execute the sub-contract.
6. BID DECLARATION 7 Bidders who claim points in respect of B-BBEE Status Level of Contribution must complete the following:
a) B-BBEE status level of contribution claimed in terms of paragraphs 1.3.1.2 and 5.1 b) B-BBEE Status Level of Contribution: ______= ______(maximum of 10 or 20 points)
(Points claimed in respect of paragraph 6 (a) must be in accordance with the table reflected in paragraph 5.1 and must be substantiated by means of a B-BBEE certificate issued by a Verification Agency accredited by SANAS or a Registered Auditor approved by IRBA or an Accounting Officer as contemplated in the CCA).
7. DECLARATION
The declaration is as per the BBBEE scorecard obtained from an accredited agency.
Signature of Bidder: ______
Date ______
Address of Bidder ______
______
______
HYGIENE SERVICES 103 BROAD BASED BLACK ECONOMIC EMPOWERMENT (BBBEE) CERTIFICATE
THE BIDDER MUST ATTACH CERTIFIED COPY OF THE FOLLOWING DOCUMENTS HERE
1 VALID BBBEE CERTIFICATE
HYGIENE SERVICES 104 Customer Satisfaction Report
In our due process to evaluate the experience of potential bidders, we would like to confirm the service levels provided by…………………………………………………. (Company Name)
Client / Customer details
Name of organisation: Nature of business: Name of organisation evaluated Service evaluated Hygiene Services Name of evaluator (Print): Job Title Contact No.: Cell: Tel.: Email: Date completed: Signature:
Company evaluation
(Mark applicable with)
HYGIENE SERVICES 105 # Description N/A Poor Average Good Excellent Comments
1. Company professionalism 2. Hygiene operations 3. Administration 4. Response time 5 Adherence to safety standards Hygiene service operations
# Description N/A Poor Average Good Excellent Comments
1. . Deep clean units, consisting of toilets, wash basins, showers, urinals, sinks, floor outlets in kitchen, kitchenettes and fat trap/s 2. Servicing of Sanitary bins, including liner, powder and line pockets 3. Servicing of Hand towels dispenser 4. Servicing of Hand soap dispenser 5. Servicing of Toilet sanitizers 6. Servicing of Air freshener
Equipment
(Mark applicable with) # Item Yes No Comments 1. Hygiene equipment in working condition at all times
Rate the Company’s overall performance:
# Item Mark applicable Comments with 1 Poor 2. Average 3. Good 4. Excellent
Please provide any additional comments
HYGIENE SERVICES 106 NB: SAPO reserves the right to visit an existing client of the bidders to validate experience and capability in line with the bid submitted.
HYGIENE SERVICES 107