The Light Railway Project in the Haifa Metropolitan Area, Between Haifa and Nazareth Tender Number 423/981/17 for Selecting

The Light Railway Project in the Haifa Metropolitan Area, between Haifa and Nazareth

Tender number 423/981/17 for Selecting the Project Designer

Invitation to Bid

June 28, 2018

TABLE OF CONTENTS:

1. THE TENDER PROCESS ...... 5

2. RULES AND PROCEDURES ...... 6

3. GENERAL PROVISIONS RELATING TO PARTICIPANTS ...... 13

4. CONTENTS OF THE PROPOSAL ...... 16

5. METHOD OF SUBMISSION ...... 18

6. STAGES OF REVIEW AND EVALUATION ...... 21

7. REVIEW AND EVALUATION OF PROPOSALS ...... 23

8. TENDER AWARD ...... 27

LIST OF APPENDICES:

Annex “A” Definitions

Annex “B” Reference Design Documents

Annex “C” Advisors to the Company

Annex “D(1)” Threshold Requirements for the Lead Design Firm

Annex “D(2)” Threshold Requirements for the Local Design Firm

Annex “D(3)” Threshold Requirements for the Chief Designer

Annex “D(4)” Threshold Requirements for the Deputy Chief Designer

Annex “D(5)” Threshold Requirements for the Operations and Maintenance Expert

Annex “D(6)” Threshold Requirements for the Systems Engineer

Annex “D(7)” Threshold Requirements for the Rolling Stock Engineer

Annex “D(8)” Threshold Requirements for the Track Designer

Annex “E” The Quality Proposal

Annex “F” Mandatory Industrial Cooperation

LIST OF FORMS:

Form A“1” Proposal Letter

Form A“2” Authorized Representatives on behalf of the Participant

Form A“3” Declaration with respect to absence of Conflict of Interests

Form A“4” Commercial and professional confidentiality

Form B“1” Threshold Requirements for the Lead Design Firm

Form B“1A” Financial Threshold Requirements for the Lead Design Firm

Form B"2" Threshold Requirements for the Local Design Firm

Form B“2A” Financial Threshold Requirements for the Local Design Firm

Form B“3” Threshold Requirements for the Chief Designer

Form B"4" Threshold Requirements for the Deputy Chief Designer

Form B“5” Threshold Requirements for the Operations and Maintenance Expert

Form B“6” Threshold Requirements for the Systems Engineer

Form B“7” Threshold Requirements for the Rolling Stock Engineer

Form B“8” Threshold Requirements for the Track Designer

Form B“9” Financial Threshold Requirements for the Lead Design Firm

Form B“10” Financial Threshold Requirements for the Local Design Firm

Form C“1” Quality Proposal for the Lead Design Firm

Form C“2” Quality Proposal for the Local Design Firm

Form C“3” Quality Proposal for the Chief Designer

Form C“4” Quality Proposal for the Deputy Chief Designer

Form C“5” Quality Proposal for the Operations and Maintenance Expert

Form C“6” Quality Proposal for the Systems Engineer

Form C“7” Quality Proposal for the Rolling Stock Engineer

Form C“8” Quality Proposal for the Track Designer

Form D Price Proposal

Form E Letter of Undertaking for Industrial Cooperation

1. THE TENDER PROCESS

1.1. Introduction and General Description of the Project

1.1.1. Cross Israel Highway Ltd. (the "Company") is an Israeli governmental company designated for the planning, development, management and implementation of advanced transportation infrastructures in Israel.

1.1.2. On August 11th, 2016, the Government of Israel issued Decision No 1838, a multi-year investment plan for the development of public transportation in metropolitan areas, including the development of a mass transportation system in the Haifa metropolitan area. Clause 3 of the said decision imposed on the Ministry of Transport and Road Safety to promote the construction and operation of a light railway line in the Haifa metropolitan area, between Nazareth and Haifa, as described in detail in Annex “B” (The Services) to the Agreement (the "Project").

1.1.3. The Project is intended to include a Light Rail Train (“LRT”) between Nazareth Illit, Nazareth and Haifa, which is planned to connect the communities of Nazareth and the Haifa Bay areas.

1.1.4. The route of the Project is intended to consist of two sections, suburban and urban:

1.1.4.1. The suburban section is intended to start at the Haifa Bay Center, through Kiryat Ata, Shfar'am, Bir el Maksur and continue along Route 79 to the village of Reina, which borders Nazareth Illit.

The suburban section is approximately 34 km long, and is intended to include approximately 11 stations.

1.1.4.2. The urban section is intended to pass through the streets of the cities of Nazareth and Upper Nazareth, is approximately 7 km long, and is intended to include 8 stations.

1.1.4.3. Reina Station is intended to connect the two sections.

1.1.5. The statutory plan along the whole route will be approved within the National Infrastructure Plan No 56, pending final signature of the Government of Israel, except for a section north-east of Kiryat Ata, which is under discussion and will be approved within .No 1025 (תמ"ל) Preferred Housing Plan

1.2. The Scope of the Services

The Company intends to select a Successful Participant to act as its Project Designer and provide it with the Services as further defined under the Agreement (the “Services”). 1.3. The Tender Process

The Tender Process will be conducted as described below: 1.3.1. Participants are invited to submit their Proposals in accordance with the provisions of the Tender Documents, in order to demonstrate their compliance with the Threshold Requirements, and to be evaluated and graded in accordance with the provisions of Section ‎6 (stages of review and evaluation) and Section ‎7 (review and evaluation of proposals).

1.3.2. The Proposals will be reviewed, evaluated and graded by the Company, in accordance with the provisions of the Tender Documents.

1.3.3. Following completion of the evaluation of the Proposals, the Company will announce the Successful Participant.

1.4. Invitation

The Company hereby invites Entities to participate in this Tender Process, according to the terms and conditions of the Tender Documents. 1.5. Anticipated Schedule

The anticipated schedule for the Tender Process is as follows: 1.5.1. Publication of the Tender Documents: June 28th, 2018.

1.5.2. Final date for the submission of Requests for Clarifications: August 15th, 2018.

1.5.3. Submission Date: October 15th, 2018.

The Company reserves the right to amend any date contained herein, at any time, at its sole discretion by issuing a written clarification or Addenda to the Tender Documents in accordance with the provisions of Section ‎2.11 (Addenda). 2. RULES AND PROCEDURES

2.1. Definitions

Capitalized terms used in this Invitation and not defined herein, shall have the meaning ascribed thereto in Annex “A” (Definitions) hereto.

2.2. Governing Law and Jurisdiction

2.2.1. This Tender Process shall be governed and construed in accordance with the provisions of all applicable Laws, including,

inter alia, the Mandatory Tenders Law, 5752-1992, and the Mandatory Tender Regulations 5753-1993.

2.2.2. The applicable court in Tel Aviv-Jaffa shall have the sole jurisdiction over all matters and all disputes arising in connection with this Tender Process.

2.3. Preparation of Proposals

2.3.1. By submitting a Proposal, each Entity and each Participant confirms that it has received the complete Tender Documents, that it has read, considered and understood the Tender Documents, and that it accepts the terms and conditions thereof and all obligations and undertakings specified or implied therein.

2.3.2. Each Participant, each Entity participating with such a Participant, and anyone on their behalf, shall be deemed to have obtained legal advice, and shall be deemed to have familiarized itself with the Laws relevant to the Tender Process and the Project. The Proposals shall be prepared and submitted in accordance with any applicable Law, as amended from time to time (even if the amendment shall be introduced during the Tender Process).

2.4. The Tender Documents

The Tender Documents shall consist of the following documents: this Invitation to Bid, its annexes, the Tender Forms and the Project Agreement including all the appendices attached hereto, and any other document issued by the Company during the Tender Process (including any Addenda). 2.5. Priority of Documents

In the event of discrepancies between any of the provisions of the Tender Documents, the stricter provision (or more onerous for the Participant), as determined by the Company at its sole discretion, shall prevail, unless otherwise determined by the Company and approved in writing. Any discrepancy shall be brought to the attention of the Company as soon as possible. 2.6. Severability

The invalidity or unenforceability of any part, provision or section of the Tender Documents shall not affect the validity or enforceability of other parts, provisions or sections thereof. Any invalid or unenforceable part, provision or section shall be deemed severed from the Tender Documents, and the Tender Documents shall be construed and enforced as if the Tender Documents did not contain such invalid or unenforceable part provision or section. 2.7. Access to Documents and Registration

2.7.1. Any Entity wishing to participate in the Tender Process may view the Tender Documents at the following websites, under the tender’s tab: www.hozeisrael.co.il (“the Website”).

2.7.2. By using the Website, each Participant acknowledges that the Company is not responsible for:

2.7.2.1. The loss of any documentation in transit from the Participant to the Company, utilizing the Website; or

2.7.2.2. The quality of downloading or uploading files and information from and to the Website, or the loss of data during any such transfer.

2.7.3. Notwithstanding the Company's efforts to ensure that the Website is secured, each Participant acknowledges that all electronic and telephonic data transfers are potentially susceptible to interception by others.

2.8. Cost of Participation in the Tender Process

Each Participant, each Entity participating with such a Participant, and anyone on their behalf, will bear any and all costs and expenses connected with participation in the Tender Process as incurred by such, and will not be reimbursed or otherwise compensated by the Company or anyone on their behalf, for any costs or expenses so incurred thereby, including in the event of termination of the Tender Process for any reason whatsoever. 2.9. Language

The Tender Documents are published in English. Notwithstanding the forgoing, the Company reserves the right to issue a Hebrew version of the Tender Documents or any part thereof and to determine the order of precedence. In case of any discrepancy between the provisions of the English version and the provisions of the Hebrew version the provision of the English version shall prevail unless the Company determined otherwise.

For the avoidance of any doubt, it is hereby clarified that the statutory plans and their ancillary documents are published in Hebrew only.

2.10. Requests for Clarification

2.10.1. Participants who have provided the Company with contact details of the Authorized Representative in accordance with the provisions of Section ‎3.2 (Authorized Representative) hereunder, may raise questions and requests for clarifications or interpretations to the Tender Documents, in writing, by no later than the deadline for the submission of requests for clarifications as set forth in Section ‎1.5 (Anticipated Schedule) (“Request(s) for Clarification(s)”). Such Requests for Clarifications shall be addressed to:

[email protected]

(“the Company E-Mail Address”); and

65 Yigal Alon, Toyota Tower (Tower A), 7th floor, Tel Aviv-Yafo 6744316, Israel.

Participants shall verify the receipt of Requests for Clarifications by the Company.

2.10.2. Requests for Clarifications shall be submitted in a signed PDF file and in a MS-Word file and in the following format:

Document Section Clarification Subject Clarification/ Name (reference to the No. (reference to relevant section Question the relevant in the applicable document in Tender the Tender Document) Document) 1.

….

The Company reserves the right to ignore Requests for Clarifications which are not submitted in accordance with the requirements of submission specified in this Section ‎2.10.2.

2.10.3. The Company may request Participants to provide clarifications to any part of their Request for Clarifications, including by way of meeting with the Participants or any of them.

2.10.4. The Company has no obligation to clarify or interpret the Tender Document, to respond to any specific question or to publish any of the Requests for Clarifications submitted to it.

2.10.5. Any Request for Clarification which is not responded by the Company shall be deemed rejected.

2.10.6. Although the Company has no obligation to clarify or interpret the Tender Documents, the Company may issue an Addendum for the purpose of clarifying or interpreting the Tender Documents in response to Requests for Clarifications, in accordance with the provisions of Section ‎2.11 (Addenda).

2.10.7. In its response to a Request for Clarification the Company may rephrase any Request for Clarification including adding to the original language or omitting from the original language, as it shall deem fit under the circumstances.

2.10.8. It is hereby clarified that any response or non-response by the Company to any submitted Request for Clarification by a

participant shall not be construed as approval or agreement unless explicitly stated so by the company.

2.10.9. Any Request for Clarification of the Tender Documents raised at a date following the deadline for the submission thereof as provided in Section ‎1.5 (Anticipated Schedule), will be accepted or rejected, answered or not, at the sole discretion of the Company.

2.10.10. For the avoidance of doubt, a response by the Company to any Request for Clarification shall not derogate from the discretion or the prerogative of the Company under the Tender Documents, including under Section ‎2.11 (Addenda).

2.11. Addenda

2.11.1. Notwithstanding any of the provisions of the Tender Documents and without derogating from the discretion of the Company under the provisions of Section ‎8.9 (Reservation of Rights), the Company reserves the right to revise, modify, amend, clarify, add, eliminate or otherwise change the Tender Documents or any part thereof, including, but not limited to, any instruction, requirement, specification or date contained therein, whether at the discretion of the Company or as a result of a Request for Clarification. Such revisions, if any, shall be announced by written clarification or addenda to the Tender Documents (“Addenda” or “Addendum”, respectively) and will be deemed an integral part of the Tender Documents.

No clarification or amendment to the Tender Documents shall be binding unless issued in the form of an Addendum.

2.11.2. Should any Addendum result from any Request for Clarification submitted by a Participant, the identity of such Entity or Participant shall not be disclosed.

2.11.3. Copies of Addenda published by the Company shall be published at the Website and furnished to all Entities or Participants who have provided the Company with contact details of the Authorized Representative in accordance with the provisions of Section ‎3.2 (Authorized Representative)

2.11.4. Publication of an Addenda at the Website shall be deemed to constitute notice to each of the Participants even if the Company did not issue the Addenda to each Participant in accordance with the provisions of Section ‎2.11.3. Participants are therefore required to check the Website.

2.11.5. Participants are required to acknowledge receipt of Addenda in writing no later than two (2) days following receipt thereof by a returned email to the Company E-Mail Address.

2.11.6. Without derogating from the rights reserved by the Company and without in any way limiting its discretion, the Company:

2.11.6.1. may postpone the date for Submission of Proposals, or any other date herein, by such number of days as shall be necessary in the opinion of the Company to enable the Participants to revise their Proposals as a result of any Addendum issued by the Company. The announcement of a new date, if any, will be included in the Addendum.

2.11.6.2. The Company will endeavor to avoid the issuance of Addenda to the Tender Documents during the fourteen (14) days immediately preceding the Submission Date.

2.12. Site Visit and Conference

2.12.1. The Company reserves the right to hold a conference and/or a site visit ("Conference" and “Site Visit”, respectively).

2.12.2. Participation of the Participant in the Conference and/or in the site visit shall not be mandatory.

2.12.3. At the Conference, the Company may answer questions referred to it by Participants in accordance with the provisions of Section ‎2.10 (Requests for Clarification).

2.12.4. Following the Conference, the Company shall issue minutes of the Conference in the form of an Addendum which will be published at the Website and furnished to all Entities or Participants who have provided the Company with contact details of the Authorized Representative in accordance with the provisions of Section ‎3.2. (Authorized Representative). Only the written minutes issued by the Company at the end of the Conference in the form of an Addendum shall be binding. The Company shall not be bound by, and Participants shall not rely on, any oral representation made by the Company or by Participants during the Conference.

2.13. Intellectual Property Rights

The Tender Documents and any and all Intellectual Property Rights therein are exclusively owned by the Company and are supplied to the Participants solely for the purpose of participation in the Tender Process.

2.14. Independent Review and Analysis

Each Participant is required to independently examine and verify, as an expert, at its own cost and expense, all aspects of the Project and the Tender Documents, including any legal, organizational, operational, technical or financial aspect relevant to the Proposal, the execution of the Project Agreement and the performance of the Services.

2.15. Information Supplied to the Participants

2.15.1. The Company provided Participants with the following, attached as Annex “B” hereto, the reference design documents (”Reference Design Documents”)

2.15.2. The attention of all Participant is drawn to the fact that since the Project and the Reference Design Documents are at their initial stages, and are general and indicative only, the actual scope and further particulars with respect to the Project may differ from the description thereof in the Tender Documents and from the Reference Design Documents. 2.15.3. As such, the description of the Project, as included in the Tender Documents and in the Reference Design Documents, shall not be deemed to constitute a representation of the Company and the Company shall neither be deemed to have made any representation, with respect to the Project including, its scope, the time for its implementation, the duration or the method of its implementation nor with respect to the Reference Design Documents its quality, accuracy, completeness, correctness or suitability to the project.

2.15.4. It is expressly understood that any reliance of the Participants or anyone on their behalf on any such information and the making of any deductions, interpretations or conclusions from information which is made available is at the Participants’ sole responsibility.

2.15.5. The Company and anyone on their behalf shall not be responsible in any respect for any loss or damage whatsoever suffered by the Participants, and/or any Entity, their employees, officers, agents, or any other persons for whom Participants may be contractually or legally responsible or accountable, by reason of any use of information contained in the Tender Documents or provided in connection therewith, or any action or forbearance in reliance thereon.

2.16. Preliminary Schedule

2.16.1. The framework of the schedule for implementing the Services by the Successful Participant, according to which the Successful Participant will prepare the Detailed Service Schedule in accordance with the provisions of the Agreement, attached as Annex “C” to the Agreement (the “Preliminary Schedule”).

2.17. Advisors to the Company

2.17.1. Annex “C” (Advisors to the Company) contains a list of the advisors of the Company (“the Company's Advisors"). Subject to the provisions of any and all applicable Laws, the Company may

exercise its rights under any of the Tender Documents through the Company's Advisors.

2.17.2. The Company reserves the right, from time to time, to release any of the Company's Advisors or to engage additional Company's Advisors, update or otherwise amend Annex “C” (Advisors to the Company) or any part thereof as it shall deem appropriate under the circumstances.

2.17.3. Any Entity or person listed in Annex “C” (Advisors to the Company), shall not participate in the Tender Process or the Project on behalf of any third party other than the Company and shall not advise, directly or indirectly, any Participant or Entity with respect to the Tender Process or the Project.

3. GENERAL PROVISIONS RELATING TO PARTICIPANTS

3.1. The Participant

A Participant shall mean the Lead Design Firm or an unincorporated, special purpose joint venture ("JV") which complies with and satisfies all of the following requirements:

3.1.1. the Lead Design Firm holds at least fifty-one percent (51%) of all rights and interests in JV, and the Local Design Firm holds the rest of the rights and interests in the JV. The holdings of the JV shall remain unchanged, for the entire Project unless otherwise approved by the Company in accordance with the provisions of the Agreement;

3.1.2. the JV is unincorporated, and will not be incorporated as a limited liability company or as a limited partnership;

3.1.3. each of the members of the JV, will bear joint and several responsibility and liability towards the Company and towards any third party for any act or omission of the Participant or anyone acting on its behalf in connection with the participation in this Tender Process, and subsequently, if declared as the Successful Participant, provided, however, that financial scope of the liability of each member will be according to its respective share of the JV.

3.1.4. the JV was created by virtue of an agreement signed between the Lead Design Firm and the Local Design Firm, the provisions of which include, the provisions of this Section and the provisions of Sections 3.7.2 –3.7.6 of the Agreement.

(“Participant”).

3.2. Authorized Representative

3.2.1. Each Participant shall appoint one individual on its behalf, as an authorized representative on behalf of the Participant (an “Authorized Representative”).

3.2.2. A Participant may replace its Authorized Representative by giving a prior written notice to the Company. The appointment of an Authorized Representative shall not be terminated other than by the appointment of a replacement and the receipt of notice thereof by the Company.

3.2.3. The Authorized Representative shall be permitted to address the Company on behalf of the Participant and to receive Addendum, notices or instructions from the Company on its behalf.

3.3. The Lead Design Firm

Each Participant is required to present an Entity which meets the applicable requirements of the tender documents including the threshold requirements specified in Annex “D(1)” (“Threshold Requirements for the Lead Design Firm"). 3.4. The Local Design Firm

Each Participant is required to present an Entity which meets the applicable requirements of the Tender Documents including the threshold requirements specified in Annex “D(2)” (“Threshold Requirements for the Local Design firm"). 3.5. The Chief Designer

Each Participant is required to present a person who meets the applicable requirements of the Tender Documents including the threshold requirements specified in Annex “D(3)” (“Threshold Requirements for the Chief Designer"). 3.6. The Deputy Chief Designer

Each Participant is required to present a person who meets the applicable requirements of the Tender documents including the threshold requirements specified in Annex “D(4)” (“Threshold Requirements for the Deputy Chief Designer"). 3.7. The Operations and Maintenance Expert

Each Participant is required to present a person who meets the applicable requirements of the Tender Documents including the threshold requirements specified in Annex “D(5)” (“Threshold Requirements for the Operations and Maintenance Expert"). 3.8. The Systems Engineer

Each Participant is required to present a person who meets the applicable requirements of the Tender Documents including the threshold

requirements specified in Annex “D(6)” (“Threshold Requirements for the Systems Engineer"). 3.9. The Rolling Stock Engineer

Each Participant is required to present a person who meets the applicable requirements of the Tender Documents including the threshold requirements specified in Annex “D(7)” (“Threshold Requirements for the Rolling Stock Engineer"). 3.10. The Track Designer

Each Participant is required to present a person who meets the applicable requirements of the Tender Documents including the threshold requirements specified in Annex “D(8)” (“Threshold Requirements for the Track Designer"). Each of the Chief Designer, Deputy Chief Designer, Operations and Maintenance Expert, System Engineer, Rolling Stock Engineer and Track Designer ("Participant Team Member") 3.11. Participation in a Proposal

3.11.1. Each Participant, Lead Design Firm, Local Design Firm and Participant Team Member may participate only in one Proposal.

3.11.2. Each Entity (or individual) which exercises Control over the Lead Design Firm or the Local Design Firm, or is under the common Control of the Lead Design Firm or the Local Design Firm or is Controlled thereby may participate in only one Proposal.

3.12. Additional Restrictions with respect to Participation

A Person participating (as a Participant or in any other capacity) in the Management Tender is permitted to participate (as a Participant or in any other capacity) in this Tender Process, provided, however, that if such Person is declared as the Successful Participant in the Management Tender (or participating in any other capacity in the proposal in the Successful Participant of the Management Tender), such Person will not be allowed to further participate in this Tender Process and its participation in this Tender Process shall be immediately terminated. A Person participating in the Lahav Tender is permitted to participate (as a Participant or in any other capacity) in this Tender Process, provided, however, that if such Person is declared as the Successful Participant in this Tender Process (or participating in any other capacity in the proposal of the Successful Participant in this Tender Process), such Person will not be allowed to further participate in the Lahav Tender and its participation in this Lahav Tender shall be immediately terminated. For the purpose of the provisions of this section, the terms “Person” shall be deemed to include any Person which exercises Control over such, is under the common Control of such or is Controlled by such Person.

It is further clarified that nothing in the aforesaid derogates from the provisions of the Management Tender or the LAHAV Tender. 3.13. Assignment

Each of the Participant, including the Successful Participant, will not be entitled to assign or transfer, in any way, directly or indirectly, to any third party, any right or obligation arising from the Tender process, without the prior written approval of the Company. The Company may grant such approval or refuse to grant it at its sole discretion. 3.14. Prohibition on Solicitation and Communication

Participant, Entities, or individuals on their behalf, shall not: 3.14.1.1. directly or indirectly lobby or solicit the Company, or any other Relevant Authority or any employee, adviser or representative of any of the foregoing with respect to the Project or the Tender Process; or

3.14.1.2. directly or indirectly communicate with other Participants regarding any aspect of the Project or their respective Proposals.

3.15. Security Considerations and Limitations

The Company may impose limitations with respect to security requirements (including to national security considerations) and security clearances, which may contain, inter alia, limitations with respect to the right of access to information of Entities (employees, contractors, consultants etc.) who shall be required to obtain applicable security permit.

4. CONTENTS OF THE PROPOSAL

4.1. Contents of the Proposal - General

4.1.1. Each Proposal shall be submitted in accordance with the provisions and conditions of the Tender Documents, and shall be divided to five (5) separated envelopes, as detailed in Sections ‎4.1.2 below.

4.1.2. For the convenience of the Participants, but without derogating from the responsibility of each Participant pursuant to the provisions of the Tender Documents, the envelopes and the content thereof are as follows:

Envelope 1  Form A“1” (Proposal Letter) General  Form A“2” (Authorized Representative) Information  Form A“3” (Declaration With Respect to Absence of Conflict Of Interests)  Form A“4” (Commercial And

Professional Confidentiality)  The Invitation, including its appendices, executed by the Participant  The Agreement, including its appendices, executed by the Participant  All Addendums issued by the Company Envelope 2  Form B“1” (Threshold Requirements for the Lead Design Firm) The Threshold Requirement  Form B“1A” (Financial Threshold Forms Requirements for the Lead Design Firm)  Form B“2” (Threshold Requirements for the Local Design Firm)  Form B“2A” (Financial Threshold Requirements for the Local Design Firm)  Form B“3” (Threshold Requirements for the Chief Designer)  Form B“4” (Threshold Requirements for the Deputy Chief Designer)  Form B“5” (Threshold Requirements for the Operations and Maintenance Expert)  Form B“6” (Threshold Requirements for the Systems Engineer)  Form B“7” (Threshold Requirements for the Rolling Stock Engineer)  Form B“8” (Threshold Requirements for the Track Designer) Envelope 3  Form C“1” (Quality Proposal for the Lead Design Firm) The Quality Proposal  Form C“2” (Quality Proposal for the Forms Local Design Firm)  Form C“3” (Quality Proposal for the Chief Designer)  Form C“4” (Quality Proposal for the Deputy Chief Designer)  Form C“5” (Quality Proposal for the Operations and Maintenance Expert)  Form C“6” (Quality Proposal for the Systems Engineer)  Form C“7” (Quality Proposal for the Rolling Stock Engineer)  Form C“8” (Quality Proposal for the Track Designer) Envelope 4  Form D (Price Proposal)

Price Proposal

Envelope 5  Form E (Letter of Undertaking for Industrial Cooperation) Industrial Cooperation

4.1.3. All Tender Forms and parts of Proposals detailed in Section ‎4.1.2 above shall be submitted with all appendices thereof, all as required pursuant to the Tender Documents, including in the annexes thereof.

4.1.4. Even though all parts of the Proposal will be submitted together on the Submission Date, they will be evaluated in stages, as detailed in Section ‎6 (stages of review and evaluation).

4.2. Identification of Sensitive or Classified Information

4.2.1. Without derogating from the generality of the provisions of Regulation 21(e) of the Regulations and/or the discretion granted to the Company thereunder and pursuant to the Tender Documents, each Participant will detail, within Tender Form A”5” (Commercial And Professional Confidentiality), in a clear, complete and legible manner, all information contained in its Proposal, which it considers to be of a commercially sensitive or confidential nature and which in is mind should not be disclosed to other Participants.

4.2.2. The attention of all Participants is referred to the provisions of Section ‎8.8 (Disclosure of Documents), and the discretion of the Company to allow review of information which the Participant considers to be of a commercially sensitive or confidential nature.

5. METHOD OF SUBMISSION

5.1. Compliance with the Requirements of the Tender Documents

Participants shall prepare the Proposals in strict conformity with the requirements of the Tender Documents. Participants shall complete all applicable parts of the Proposal in an accurate and detailed manner, disclosing all the information requested, as well as any additional information or data required to clarify, substantiate and, in general, support the Proposals.

5.2. No Unauthorized Modification

5.2.1. Participants shall not modify or supplement the instructions of the Tender Documents.

5.2.2. For the avoidance of doubt, any conditions, limitations, modifications, supplements, reservations, disclaimers or provisions attached to the Proposal, which were not submitted by the Participant to the Company in accordance with the provisions of Section ‎2.10 (Requests for Clarification ) and approved by the Company in the form of an Addendum, issued in accordance with the provisions of Section ‎2.11 (Addenda), may be deemed as unauthorized and may result in the disqualification of the Proposal.

5.3. Language of the Proposal

5.3.1. All Proposals, including Forms and statements contained therein shall be in English.

5.3.2. Supporting documents and printed literature submitted by a Participant in any other language, other than English or Hebrew, should be accompanied by a translation to English (authenticated by a Public Notary), in which case, for purposes of interpretation, the translation to English shall prevail.

5.4. Signing of the Proposal

5.4.1. Each page of the Proposal including all Forms and appendices shall be duly signed by the person/persons duly empowered and authorized to sign on behalf of the Participant and to bind such Participant for all required matters in connection with the Services.

5.4.2. All pages of the Proposal will be enumerated, and the Proposal will include a detailed table of contents.

5.4.3. Without derogating from the generality of the foregoing, in the event a document or a set of documents constituting part of the Proposal are set in binders, the Participant is only required to sign the first and last pages of each of the binders, clearly indicating the number of pages in each of the binders.

5.4.4. The Participants shall sign and seal each copy of the Proposal in separate envelopes. The envelopes shall then be sealed in an outer envelope or a box, which will be signed also.

5.5. Authorization of Signatures by an Attorney

Adjacent to each signature on the signature page of each Form within the Proposal, there shall be a confirmation by an attorney that the signatory is authorized to submit the required information on behalf of such Entity and to commit such Entity in relation to the document on which such signature appears.

5.6. Number of Proposal Copies

5.6.1. Proposals must be submitted, and clearly marked as one (1) original and three (3) identical copies (four (4) altogether).

5.6.2. In addition, envelops 1-3 shall include magnetic storage device (USB flash drive) each containing a copy of the content of the applicable Envelop in PDF format (Tender Forms shall be submitted in searchable PDF format and other documents may be submitted in a scanned PDF format).

5.6.3. In the event of a discrepancy between the original and the other Proposal documents, and/or the magnetic storage device, the original shall prevail.

5.7. Sealing and Marking of Proposals

5.7.1. The Proposals shall be submitted between Sunday and Thursday, not earlier than two (2) Business Days prior to the Submission Date, and from 09:00 to 14:00 (Israel time) to the Company, at the allocated tender box to be placed, at 65 Yigal Alon, Toyota Tower (Tower A), 7th floor, Tel Aviv-Yafo 6744316, Israel.

5.7.2. Each envelope or box submitted as part of the Proposal shall be clearly marked “Proposal Submission for Tender No. 423/981/17 for selecting the Project Designer of the Light Railway Project in the Haifa Metropolitan Area, between Haifa and Nazareth”. No other details shall be indicated on the outer envelope or box.

5.8. Submission Date

5.8.1. Without derogating from the provisions of Section ‎2.11 (Addenda), the Proposals should be submitted at the address provided in Section ‎5.7.1 (Sealing and Marking of Proposals) on the date designated for such submission, as set forth in section ‎1.5 (Anticipated Schedule), no later than 16:00 (Israel time), (the “Submission Date”).

5.8.2. Proposals submitted after the Submission Date may be opened by the Company solely for the purpose of identifying the relevant Participant. Such Proposals shall be rejected and promptly returned to the Participant who shall consequently be disqualified from participating in the Tender Process.

5.9. Opening of Proposals

All Proposals shall be kept in the tender box until the opening thereof. The opening of any Proposal shall be documented.

5.10. Validity of the Proposals

5.10.1. Each part of the Proposal shall be valid for a period of six (6) months, commencing on the Submission Date.

5.10.2. The Company may request Participants, to extend the validity of the Proposals for a specified additional period. Upon the Company’s request to extend the validity of the Proposals, the validity of such Proposals, shall be deemed extended, provided that such extension shall not exceed two (2) consecutive periods of three (3) months each.

5.10.3. The Proposals shall remain valid as long as they have not been canceled by the Participants in written notice to the Company, in accordance with the provisions in section ‎2.10 (Request for Clarification).

5.10.4. During the period of Validity of the Proposals as described in section ‎5.10 (Validity of the Proposals), the Participant shall not be entitled to retract the Proposal including the right to refrain from fulfilling any requirement or provision of the Tender Documents.

6. STAGES OF REVIEW AND EVALUATION

The evaluation of the Proposals will be carried out by the Company in stages, as detailed in this Section ‎6 (Stages of Review and Evaluation), in accordance with the provisions of the Tender Documents, internal procedures as to be determined by the Company prior to the Submission Date and in accordance with Section ‎7 (Review and evaluation of Proposals) (the "Evaluation Process"). Notwithstanding the provisions of the Tender Documents, it is hereby clarified that the Company will commence the opening, review and evaluation of the Proposals upon the fulfillment of the following conditions: (1) Approval of the )צוות ) National Infrastructure Plan No 56; and (2) the team of directors-general ,as defined in Regulation 3d of the Mandatory Tenders Regulations ,המנכ"לים 5753-1993, will determine that the Company will serve as the executive arm of the State for the construction and operation of a light railway line in the Haifa metropolitan area, between Nazareth and Haifa. 6.1. Opening of Proposals

The opening of the Proposals shall be documented in a protocol.

6.2. 1st Stage of the Evaluation Process

During the 1st stage of the Evaluation Process, the Company will review the content of Envelope No. 1 and Envelope No. 2 in accordance with the provisions of Section ‎6.3 (Evaluation of the General Information and Compliance with the Threshold Requirements).

6.3. Evaluation of the General Information and Compliance with the Threshold Requirements

6.3.1. The Company will review the content of Envelope No. 1 in order to determine whether such part has been submitted in compliance with the requirements of the Tender Documents.

6.3.2. The Company will review the content of Envelope No. 2 in order to determine whether such part has been submitted in compliance with the requirements of the Tender Documents and whether the Participant complied with all Threshold Requirements and all other requirements of the Tender Documents.

6.3.3. The content of the Envelopes No. 1 and Envelope No. 2 will not be scored.

6.3.4. The Company will only proceed in its evaluation of the Proposals which the Company deemed to have complied with the applicable requirements of the Tender Documents; and which were not disqualified pursuant to the provisions of Section ‎7.5 (Rejection or Disqualification of Proposals).

6.4. 2nd Stage of the Evaluation Process

6.4.1. During the 2nd stage of the Evaluation Process, The Company will score the content of Envelope No. 3, in accordance with the criteria and relative weights set forth in Annex “E” (The Quality Proposal) (“QPS”).

6.4.2. The Quality Proposal of each Participant will be submitted by submission of the following forms: Form C“1” (Quality Proposal for the Lead Design), Form C“2” (Quality Proposal for the Local Design Firm), Form C“3” (Quality Proposal for the Chief Designer), Form C“4” (Quality Proposal for the Deputy Chief Designer), Form C“5” (Quality Proposal for the Operations and Maintenance Expert), Form C“6” (Quality Proposal for the Systems Engineer), Form C“7” (Quality Proposal for the Rolling Stock Engineer) and Form C“8” (Quality Proposal for the Track Designer) duly signed. In addition, the Quality Proposal will include an Interview, conducted and evaluated in accordance with the provisions of Annex “E” (The Quality Proposal).

6.5. 3rd Stage of the Evaluation Process

6.5.1. During the 3rd stage of the Evaluation Process, the Company will examine and score the content of Envelope No. 4 of Participants whose Proposals have been qualified by the Company pursuant to the provisions of Sections ‎6.2 (1st Stage of the Evaluation Process) and ‎6.3 (Evaluation of the General Information and Compliance with the Threshold Requirements).

6.5.2. The score awarded for the Price Proposal (“PPS”) will be graded in the range of 0-100 and calculated according to the following formula:

PPSi = [(20% – PPi)/40%]*100.

PPi – shall mean the discount rate (then PPi will have a negative value) or the addition (and then PPi will have a positive value) to the base amount of three hundred and twenty million New Israeli Shekels) (NIS 320,000,000), as the case may be and according to the Participant's Proposal.

6.6. Determination of the Final Score

The Final Score to be awarded to each Proposal (the "Final Score" or “FS”) will be calculated according to the following formula:

FS = 0.8*QPS + 0.2*PPS. 6.7. Equal Final Score

If the Final Score of two Proposals (or more) will be equal, the Proposal whose QPS was higher, will be deemed to achieve a higher Final Score. If the Final Score of two Proposals (or more) is equal and their QPS is also equal, the Proposal whose score according to Sub-Section 3.1 (the Lead Design Firm) of Annex “E” (The Quality Proposal) was higher, will be deemed to achieve a higher Final Score. If the Final Score of two Proposals (or more) is equal and their score according to Sub-Section 3.1 (the Lead Design Firm) of Annex “E” (The Quality Proposal) is also equal, the Proposal whose score according to Sub-Section 3.3 (the Chief Designer) of Annex “E” (The Quality Proposal) was higher, will be deemed to achieve a higher Final Score

7. REVIEW AND EVALUATION OF PROPOSALS

7.1. General Provisions with respect to Review and Evaluation

7.1.1. The Company, with the assistance of any of its advisors and experts, shall review and evaluate the Proposals in order to determine whether each of the Participants meets the requirements of the Tender Documents.

7.1.2. The Company may change the stages of the Evaluation Process or execute them simultaneously, at its sole discretion.

7.1.3. The Company may determine additional stages for the Evaluation Process, including requesting additional information and data, and including adding additional evaluation stages during the Evaluation Process which Participants will be required to amend their Proposals or to submit additional information as a result of the Company's decisions.

7.2. Request for Presentation

As part of the Evaluation Process, and without derogating from the Company's prerogatives pursuant to the provisions of the Tender

Documents, the Law and the interview according to the provisions of Annex “E” (The Quality Proposal), the Company, at its sole discretion, may request Participants (any or all) to hold a presentation of their Proposals, or any part thereof, for any purpose the Company deems appropriate.

7.3. Requests for Clarifications and Amendments

7.3.1. Without derogating from any of its rights under of the Tender Documents and the Law, the Company may conduct an independent evaluation in connection with any Proposal. As part of the said evaluation, the Company may request the Participants additional information and clarifications, whether in writing, orally or through meeting and these shall be documented in a protocol.

7.3.2. The Company may request a Participant or any other Entity or individual to clarify any item included in any Proposal and to submit any additional information, clarification, document, reference etc. which is necessary in the opinion of the Company for the evaluation of the Proposal or any part thereof.

7.3.3. The Company may require or permit the Participant, during the evaluation Process, to: (i) replace an individual, if such individual is no longer able to carry out the obligations it was intended to carry out (and such inability occurred following the Submission Date); (ii) add, amend, replace information which is required in order to demonstrate or substantiate the Participants compliance with the requirements of the Tender Documents (including Threshold Requirements). In this respect, the Company differentiates between form and substance, provided that the requirements and qualifications existed on the Submission Dates.

7.3.4. Participants will comply with the requests of the Company and will submit all requested clarifications and additional information by email and in hardcopy in the same number and manner as the submission of its Proposal, within the time period which shall be stipulated by the Company.

7.3.5. The requests for clarifications from Participants will be in writing and delivered to the Participants by mail, messenger or facsimile. The receipt thereof shall be confirmed by the Participant by return mail, to the address noted in Section ‎2.10.1 (Requests for Clarification) above, within three (3) days of receipt.

7.3.6. The responses of Participants to the requests for clarifications from the Company will form an integral part of their Proposals. In the event of a discrepancy between the Proposal and the response of the Participant to the requests for clarifications, the response of the Participant to the requests for clarifications shall prevail.

7.3.7. The Company may exercise its right under this Section any number of times during the evaluation of the Proposals.

7.4. Additional Provisions Relating to the Review and Evaluation of the Proposals

Without derogating from the generality of the provisions of the Tender Documents, the Company may: 7.4.1. Provisionally qualify any Participants with respect to the requirements set forth herein or grant any Proposal with a provisional score, subject to receipt of any and all required documentation from such Participant.

7.4.2. Subject to any applicable Law, add requirements to the Tender Documents, including without limitation, request additional information and data, as a result of any amendment to the Tender Documents or for any other reason.

7.5. Rejection or Disqualification of Proposals

Without derogating from the Company’s rights pursuant to the provisions of the Tender Documents or under the Law, the Company reserves the right:

7.5.1. to reject any or all Proposals.

7.5.2. (i) not to announce the Proposal that was awarded the highest Final Score as the successful proposal; and (ii) not to announce a Successful Participant.

7.5.3. to reject a Proposal if the Company is of the opinion that, based on the information provided in its Proposal, the Participant is prima facie unable to provide the Services.

7.5.4. to waive or amend any clerical error, arithmetic error or accidental omission in the Proposal.

7.5.5. to qualify Proposal which does not comply with all applicable provision of the Tender Documents due to false or lacking information. In such event, the Company will request the Participant to amend the Proposal and to resubmit it.

7.5.6. to reject Proposals which do not comply with any applicable provision of the Tender Documents, or which are partial, reserved, lacking, conditional, or are false or based on false or misleading information.

7.5.7. The Company may disqualify any Participant, or impose any condition or issue any instruction with respect to its participation in the Tender Process in any of the following events:

7.5.7.1. Any changes to the Participant, Entity or individual participating in the Proposal on its behalf, without the prior approval of the Company;

7.5.7.2. The commencement of insolvency, bankruptcy, receivership, liquidation or reorganization proceedings against a Participant, or an Entity or any similar proceeding which may have the same effect, as determined by the Company, unless such proceedings are discharged within a reasonable period of time, as determined by the Company;

7.5.7.3. The appointment of a temporary or a permanent receiver or liquidator over a Participant, the Lead Design Firm or the Local Design Firm;

7.5.7.4. In the event that any Participant, Entity or individual participating in the Proposal on its behalf, is convicted of an Offence or an offence, which the Company considers to adversely affect the integrity or credibility thereof;

7.5.7.5. In the event that any Participant, Entity or individual participating in the Proposal on its behalf, is or becomes a resident of or domiciled in a country which does not have diplomatic relations with the State of Israel;

7.5.7.6. Any material breach of the provisions of the Tender Documents or failure to comply with an instruction of the Company;

7.5.7.7. Any change in the Participant, Entity or individual participating in the Proposal on its behalf, which, in the Company's opinion, may hinder its participation in the Tender Process or its involvement in the Project and provision of the Services.

7.5.7.8. Any other reason for which the Company deems that a Participant will not be capable of providing the Services, should it be declared the Successful Participant, or any other event or exceptional circumstances which the Company may consider (at its sole discretion), as justifying disqualification of the Participant;

7.5.8. The Participant shall be required to notify the Company of the existence of any of the events described in this Section ‎7.5 (Rejection or Disqualification of Proposals) within a period of time reasonable under the circumstances.

7.5.9. Notwithstanding the foregoing, the Company may initiate and request the submission of applicable information with respect to any of the above.

7.5.10. The Company may base its decision under this Section ‎7.5 (Rejection of the Proposals) on the information provided by the Participant as well as on any other information available to it, and may request the Participant to provide it with additional information, as the Company deems necessary.

7.5.11. A Participant shall be entitled to submit to the Company a request for preliminary approval that the offences of the Participant do not violate the provisions of this Section. The request will include detailed, accurate, comprehensive and relevant information with respect to the offences and the filing (submission) of an indictment (criminal charges) in the offences and with respect to a conviction (as applicable). The information will include a description of the sections of the Law relating to the offences, the execution date of the offenses, the existence of investigations regarding the offenses, judicial decisions and the results of the proceedings relating to the offences and any other relevant information relating to the offences and convictions in such offenses, not later than forty five (45) days prior to the Submission Date.

7.5.12. The Company will reply to such request no later than twenty one (21) days prior to the Submission Date only if the information included in the request is detailed, clear and comprehensive in a way the Company is capable to respond.

8. TENDER AWARD

8.1. Successful Participant

8.1.1. Upon the completion of the Evaluation Process, the Company may select a Participant, whose Proposal was awarded the highest Final Score, as the successful participant ("Successful Participant"). For the avoidance of doubt, it is emphasized that the Company is not obligated to choose a Successful Participant.

8.1.2. The Successful Participant shall comply with the provisions of the Agreement.

8.2. Second Ranked Participant

8.2.1. Together with the announcement of the Successful Participant, the Company, at its sole discretion, may select and announce the Participant whose Proposal was awarded with the second highest ranked Final Score, as the second ranked participant (the "Second Ranked Participant").

8.2.2. The Proposal of such Second Ranked Participant shall remain valid until the earlier of: (i) the signature date (as defined under the Agreement); or (ii) one hundred and eighty (180) days following the announcement of the Successful Participant.

8.2.3. If the Agreement between the Company and the Successful Participant is not executed, the Company shall be entitled to inform the Second Ranked Participant that it decided to award the Agreement to the Second Ranked Participant, and the date of such notice shall be deemed, for purposes of the time schedule under the Agreement as the date of announcement of the Successful Participant.

8.3. Selection of Office Holders in The Project Designer

8.3.1. The Successful Participant undertakes to submit to the Company’s approval a list of candidates to fill the positions of office holders in the Project Designer in accordance with the provisions of Annex “H” (Office Holders in The Project Designer) to the Agreement.

8.4. Undertaking for Industrial Cooperation

8.4.1. The Participant declare and undertake to comply with the provisions of the Mandatory Tenders Regulations (Industrial Cooperation Obligation), 5767-2007, insofar as they apply to it and to maintain industrial cooperation in case it is declared as the Successful Participant, all in accordance with the provisions of the above regulations, the provision of Annex “F” (Mandatory Industrial Cooperation) and in accordance with the instructions of the Industrial Cooperation Authority at the Ministry of Economy and Industry ("ICA").

8.4.2. The scope of the industrial cooperation shall be at least thirty five percent (35%) of the Service Price (and in relation to products or services to which the GPA applies, the scope of industrial cooperation for foreign suppliers (suppliers from countries that are members of the GPA) will be at least 20% of the Service Price).

8.4.3. Each Participant shall submit, as part of its Proposal, a binding undertaking for industrial cooperation, including an implementation plan complying with its undertaking to carry out industrial corporation, via Form E (Letter of Undertaking for Industrial Cooperation). Such form shall be signed by the authorized signatories of the Participant and will be submitted in a separate envelope in accordance with the provision of Section ‎4.1 (Contents of the Proposal – General) above.

8.4.4. In the framework of the undertaking for industrial cooperation, each Participant shall undertake to enter into a local subcontract of no less than 20% of the Service Price and to cooperate by other

means (such as investments, purchase of goods, etc.) of no less than additional 15% of the Service Price.

8.4.5. ICA is the authorized entity for the purpose of evaluating and verifying the undertaking for industrial cooperation, and therefore the contents of Envelope No. 5 will be examined by ICA only. It is hereby clarified that in the event ICA determines that the Participant's undertaking for industrial cooperation does not comply with the requirements of the ICA regulations and/or instructions, the Participant shall be required to amend its commitment to industrial cooperation and it shall work directly with ICA in order to obtain the approvals required from it under the law.

8.4.6. The attention of all Participant is drawn to the fact that in the framework of early coordination between the Company and ICA, ICA has clarified that it shall deem payments to be made to the Local Design Firm and the Deputy Chief Designer as payment to “Local Suppliers” for the industrial cooperation commitment of the Successful Participant.

8.4.7. For further information Participants may contact ICA directly at 86 Menachem Begin Rd., Tel Aviv, 36049, tel: 03-7347515, fax: 03-7347639.

8.5. Award of the Agreement

8.5.1. The Company will sign the Agreement no later than thirty (30) days following the announcement of the Successful Participant by the Company (the Agreement which was signed by the Successful Participant as part of its Proposal in accordance with the provisions of Section ‎5) provided, however, that all conditions precedent stipulated under this Invitation and the Agreement with respect to the signature have been fulfilled.

Notwithstanding the above and below, it is hereby clarified that the Company will sign the Agreement, only after the Successful Participant will submit to the Company appropriate approval according to which ICA has confirmed that the provisions of the ICA regulations and instructions have been complied with, to its satisfaction. In accordance with the provisions of Section ‎8.3 above.

8.5.2. For the avoidance of doubt, it is hereby clarified that the Agreement will not enter into force until it is duly signed by the Company. The announcement by the Company of a Successful Participant shall not be construed in any way as a contractual engagement between the Company and the Participant.

8.5.3. By submitting its Proposal, each Participant acknowledges its irrevocable and unconditional consent to the provisions of the

Agreement and undertakes to perform the Services in strict compliance with the Agreement, in the event it is declared a Successful Participant.

8.5.4. Announcement of the Successful Participant and award of the Agreement shall not be construed or implied in any way as granting the Successful Participant with exclusivity, and the Company shall be entitled, at any time, and at its sole discretion, to engage any third party which will provide it with Services, similar services, services related to the Services, or any part of any of the foregoing.

8.6. Disclosure of Documents

8.6.1. In accordance with the provisions of regulations 21(e) and 21(f) of the Regulations and subject to the applicable qualifications thereunder, following the announcement of the Successful Participant, each Participant shall be entitled to review the relevant protocols of the Company and the Proposal of the Successful Participant. The foregoing review by a Participant shall be for a fee in the amount determined by the Company.

8.6.2. The procedure (including the time schedule), with respect to disclosure of documents and review by other Participants shall be determined by the Company.

8.6.3. A Participant shall not be entitled to review information included in the Proposals of the Successful Participant, which it identified to be of a commercially sensitive or confidential nature pursuant to Section ‎4.2 (Identification of Sensitive or Classified Information), unless otherwise determined by the Company. The foregoing shall apply, even in the event that the information identified by a Participant as commercially sensitive or confidential was not approved as such by the Company.

8.6.4. The Company shall evaluate, as it deems necessary, the commercially sensitive or confidential nature of parts of the Proposal which were identified as such by the Participant in accordance with the provisions of Section ‎‎‎4.2 (Identification of Sensitive or Classified Information). The decision of the Company with respect thereto will be issued to such Participant.

8.6.5. For the avoidance of doubt, it is hereby clarified that the Participant shall not have any Claims in respect of any information that which has not been identified to be of a commercially sensitive or confidential nature pursuant to Section ‎4.2 (Identification of Sensitive or Classified Information).

8.6.6. In addition, insofar as the Participant considered information to be of a commercially sensitive or confidential nature pursuant to Section ‎4.2 (Identification of Sensitive or Classified Information)

the Participant shall not be entitled to review such information included in the Proposals of the Successful Participant, even if the Company did not evaluate such information to be of a commercially sensitive or confidential nature pursuant to Section ‎4.2 (Identification of Sensitive or Classified Information).

8.6.7. For the avoidance of doubt, the Price Proposal shall not be considered to be confidential or sensitive information.

8.7. Reservation of Rights

8.7.1. Without derogating from any other provision herein, due to the complexity of the Project and the preliminary stage of certain aspects thereof, the Company reserves the right to terminate or cancel this Tender Process or any other proceedings which are conducted with respect thereto, at any time, as it shall deem appropriate; to run the Tender Process in any manner the Company deems fit; to initiate any other proceedings with respect to the Project, the Services, or any part thereof; all, in accordance with any applicable Law. Without derogating from its rights and prerogatives under Law, the Company may execute the Project by itself, or through third parties (including one of the Participants), or publish a new tender for the provisions of the Services, and the Participants shall not have any Claims in respect thereto.

Without derogating from the provisions of Section ‎2.8‎ (Cost of Participation in the Tender Process) the Company shall not be responsible in any respect to any loss or damage whatsoever suffered by any Entity or Participant, their employees, officers, agents, or any other persons for whom any Entity or Participant may be contractually or legally responsible or accountable, and shall not be required to compensate the Entity or the Participant, their employees, officers, agents, or any other persons for whom the Entity or Participant may be contractually or legally responsible or accountable.

The Light Railway Project in the Haifa Metropolitan Area, between Haifa and Nazareth

Tender number 423/981/17 for Selecting the Project Designer

Appendices to the Invitation to Bid

Annex “A” DEFINITIONS

1. All terms capitalized in this Invitation including its appendices, but not defined therein, shall have the meaning ascribed thereto in this Annex A (Definitions). 2. Notwithstanding the above, in the event of any conflict between the definitions herein and the definitions included in any other of the Tender Documents, the definitions herein shall prevail, provided however, that in the event of doubt, the definition most favorable to the Company or anyone on its behalf shall apply. 3. In the Invitation including its appendices, unless the context requires otherwise, any reference to a term in the first column of the table below shall have the meaning set forth opposite such term.

Addendum or Shall have the meaning ascribed thereto in Section ‎2.11 Addenda of the ITB.

Agreement or Shall mean the agreement in Volume II of the Tender Project Documents entered into between the Project Designer Designer and the Company for the overall planning and design of Agreement the Light Rail Train, including all appendices and forms attached thereto, and all applicable addenda and

amendments.

Approvals Shall mean each of the approvals, permissions, permits, consents, licenses, authorizations, registrations, grants, acknowledgements or agreements of any type to be obtained and maintained from any Relevant Authority under any Laws in order to provide the Services in accordance with the provisions of the Agreement.

Authorized Shall have the meaning ascribed thereto in Section ‎3.2 of Representative the ITB, and as otherwise nominated by the Project Designer and authorized by the Company from time to time in accordance with the Agreement.

Blueline The geographic boundaries of the Project, as specified under Annex B (The Services) to the Agreement.

Business Day Shall mean a day (other than Friday or Saturday) on which banks are open for domestic business in the State of Israel.

Chief Designer Shall have the meaning ascribed thereto in Section ‎3.5 (the chief designer) of the ITB.

Claim Shall mean any claim, demand, allegation, petition, law suit or any other action involving legal proceedings of any kind.

Company Shall have the meaning ascribed thereto in the preamble of the Agreement.

Company's Shall mean the advisors of the company, as specified Advisors under Annex “C” (Advisors to the Company) to the ITB.

Company’s E- Shall mean the e-mail address: [email protected]. Mail Address

Conference Shall have the meaning ascribed thereto in Section ‎2.12 of the ITB.

Confidential Shall mean any information, details and documents Information including any idea, plan, invention or work in connection with the execution of the Agreement, the Project and the Services, whether in writing or orally or in any other manner, including a copy and / or reproduction and / or any summary and / or processing of the foregoing, in any media, which delivered or received by the Project Designer or any person on its behalf during the performance of the Agreement.

Control Shall have the meaning ascribed thereto in Section 1 of the Securities Law, 1968, as may be amended from time to time.

CPI means the Israeli consumer price index as published from time to time by the Israeli Central Bureau of Statistics or by another body which has been authorized by the Government to replace it.

Deputy Chief Shall have the meaning ascribed thereto in Section ‎3.6 Designer (The Deputy Chief Designer) of the ITB.

Detailed Shall have the meaning ascribed thereto in Section 2.4.3 Services of the Agreement. Schedule

Evaluation Shall have the meaning ascribed thereto in Section ‎6 Process (Stages of Review And Evaluation) of the ITB.

Final Score or Shall have the meaning ascribed thereto in Section ‎6.6 FS (Determination of the Final Score) of the ITB.

Preliminary Shall mean the schedule for providing the Services as Schedule detailed in Annex “C” to the Agreement.

Government or Shall mean the Government of the State of Israel acting GoI on behalf of the State of Israel.

Haifa Shall have the meaning ascribed thereto in Annex “B” Metropolitan (the Services) to the Agreement. Area

Industrial Shall mean the Industrial Cooperation Authority in the Cooperation Ministry of Economy and Industry in Israel. Authority or ICA

Intellectual Shall mean all know how, patents, trademarks, service Property marks, designs, business names, topographical or similar Rights rights, copyrights and other intellectual and industrial property rights and any interests (including by way of license) in any of the foregoing (in each case whether registered or not and including all applications for the same).

Invitation or Shall mean the invitation to submit Proposals within the ITB Tender, in Volume I of the Tender Documents.

Joint Venture Shall have the meaning ascribed thereto in Section ‎3.1 or JV (The Participant) of the ITB.

Light Rail Shall have the meaning ascribed thereto in Section ‎1.1.3 Train or LRT (The Participant) of the ITB.

Law(s) Shall mean the laws in force in the State of Israel, including all national and municipal laws, regulations, binding rulings, ordinances, codes, instructions of any national or municipal or other authority, as are or as shall be in force from time to time.

The Project Shall have the meaning ascribed thereto in Section ‎1.1.2 of the ITB.

National Shall have the meaning ascribed thereto in Annex “B” Infrastructure (The Services) of the Agreement. Program

Offence Shall mean a criminal offence, in Israel or abroad, which or any other ,("עוון" או "פשע") constitutes a felony criminal offence according to applicable Law, conviction of which resulted in a prison sentence of at least one (1) year (or longer) and where such sentence was given during the seven (7) years preceding the Submission Date.

Participant Shall have the meaning ascribed thereto in Section ‎3.1 (The Participant) of the ITB.

Participant Shall have the meaning ascribed thereto in Section ‎3 of Team the ITB. Members

Person Shall mean an individual or any body of persons, incorporated or unincorporated.

Price Proposal Shall mean the price proposal in Tender Form D (Price Proposal).

Proposal(s) Shall mean the complete written proposal, based on the terms and conditions contained in the Tender Documents and including all the documents submitted by a Participant to the Company in accordance with the provisions of the Tender Documents including all documents, Tender Forms, drawings, and supplemental documents, all as called for in the Tender Documents, as duly completed and signed by the Participant, and as accepted by the Company pursuant to the Tender Process.

Quality Shall mean all the quality proposal in Tender Form C“1” Proposal to C“8”.

Reference Shall mean all the reference design documents attached Design as Annex “C” (Reference Design Documents) to the ITB. Documents

Regulations Mandatory Tenders Regulations, 5753-1993.

Relevant Any ministry, department, agency, authority or entity of Authority the State of Israel and any other public authority, body, entity or person having jurisdiction under all Laws with respect to the Project Designer or to the Project or any part thereof.

Request for Shall have the meaning ascribed thereto in Section ‎2.10 Clarifications of the ITB.

Second Shall have the meaning ascribed thereto in Section ‎8.4 Ranked (Second Ranked Participant) of the ITB. Participant

Services Shall have the meaning ascribed thereto in Section ‎1.2 (The Scope of the Services) of the ITB.

Site Visit Shall have the meaning ascribed thereto in Section ‎2.12.1 of the ITB.

State Shall mean the State of Israel.

Submission Shall have the meaning ascribed thereto in Section ‎5.8.1 Date of the ITB.

Successful Shall have the meaning ascribed thereto in Section ‎8.2 of Participant the ITB.

Tender Shall have the meaning ascribed thereto in Section ‎2.4 Documents (the Tender Documents) of the ITB.

Tender Form Shall mean each of the executed forms submitted within the Proposal of the Participant in accordance with the requirements of the Tender Documents.

Tender Process Shall mean the process conducted for the award of the Tender pursuant to the publication of the Tender Documents and until the announcement of the Successful Participant.

Threshold Shall mean all of the threshold requirements detailed Requirements under annexes D“1” (Threshold Requirements for the Lead Design Firm) to D“8” (Threshold Requirements for the Track Designer).

ANNEX “B” REFERENCE DESIGN DOCUMENTS [attached separately]

ANNEX “C” ADVISORS TO THE COMPANY

Name Field Address

Alex Viasmansky LAHAV team and roads 159 Yigal Alon, Tel Aviv 6744367, Israel Edo Ben Zvi Roads

Kobi Vatenberg Traffic and transportation Kav – Trafiic Engineering Ltd., 48 Bar Ilan. Raanana 43701, Israel

Noam Livne Structure design Noam Livne Engineering Ltd, 3 Brandes, Haifa 34455, Israel

Moshik Levin Geo-engineering 244 Yuvalim, Misgav 2014200 Israel

Israel Keisar Foundation G.y.a. Soil and foundation engineering ltd., yuvalim, misgav 2014200 Israel

Udi Kirshenboim Foundation A. Geomechanics ltd, 35 Habrosh, Binyamina Givat Ada, 3055138 Israel

Ariel Tibi Structure design 45 Derech Hayam, Haifa

Micha Wertheim Architecture Micha Wertheim Architects Ltd., 28 Tavas, Hod Hasharon, 4521955 Israel

Itzik Abulafia Landscape design Michmanim, Beit Hakerem Valley, 20106 Israel

Danny Elmaliach Agronomy 27 Jerusalem st., Karkur 37076 Israel

Irit Ben Zion Irrigation Agmon 3, Ramat Efal 52960 Israel

Uri Marinov Environment 8 Tzamarot, Ramat Hasharon, 47131 Israel

Yossi Landan Lighting - Electricity - Jolan - engineering & Communication consulting co. Ltd., 35 Givati, Ramat Gan, 5210902 Israel

Yuri Sofrin General safety and tunnels Isratim, 1 Bashan, Reut, 71908 Israel

Tzvika Zilbershmit Rails, railway stations "Interance" - Tzurit, Misgav, 20104 Israel

Yochi Agranov Integration and status control Kibbutz Gezer Shimshon, 997860 Israel

Eitan Shifron Engineering Consultant 4 Tibunim, Jerusalem

Yefe Nof Transportation Bialik 3, Haifa, 3311210 Infrastructure and Israel Constructions ltd

Doctor Doron Balsa Ltd Project Manager

Itzik Fornstein Design Manager of the interurban segment

Tadmor & Co. Yuval Levy & Legal Advisors 132 Begin Road, Tel Aviv Co. 6701101, Israel

Zeev Amit - Zvi Yosha Expropriation Managers 81 Yehoshua B.Nun, Tel Urban Planning Ltd Aviv-Jaffa 6249713

M.L.G.R – urban Expropriation Managers Kfar Saba, 4442513 transportation & infrastructure planning & projects management ltd

BLK & Co Financial and Strategic 26 HaMasger St Advisors Tel Aviv-Yafo, Israel

ANNEX “D(1)” THRESHOLD REQUIREMENTS FOR THE LEAD DESIGN FIRM

1. GENERAL THRESHOLD REQUIREMENTS 1.1. It is duly organized and validly existing under the laws of the jurisdiction in which it is organized; 1.2. It is not and shall not be register in a country which does not have diplomatic relations with the State or a country which does not have full trade relations with the State; 1.3. it and any interested party thereof have not been convicted in an Offense, and no criminal proceedings with respect to an Offence are held against it and/or any interested party thereof 1.4. To the extent required by law, it complies with the requirements of section 2B of the Public Entities Transactions Law, 5736-1976, including with regard to compliance with the provisions of the Minimum Wage Law, 5747-1987, and the Foreign Workers Law (Prohibition of Illegal Employment and Assurance of Fair Conditions), 5751-1991, concerning the payment of the minimum wage and the lawful employment of foreign workers. 1.5. No action has been taken against the Lead Design Firm and, to the best of its knowledge, no action shall be taken whose purpose or possible outcome is liquidation, bankruptcy, receivership, appointment of trustee, liquidator or commencement of a similar insolvency proceeding. 2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Lead Design Firm The Lead Design Firm must demonstrate that it has Prepared, as a Main Designer, the Design of at least three (3) Light Rail Train Projects or Metro Projects, in which the accumulative length of rail in such projects was at least thirty (30) km, and provided further that: 2.1.1. at least one (1) Light Rail Train Project was Prepared for a Public Employer and the said project included a rail of at least nine (9) km; and 2.1.2. at least one (1) Light Rail Train Project was Prepared by the Lead Design Firm as a Main Designer in charge of the overall Design; and 2.1.3. The Design of at least one (1) Light Rail Train Project or Metro Project was at a Detailed Design level; and 2.1.4. The Design of at least one (1) Light Rail Train Project or Metro Project was at a ENTSI Standard. 2.1.5. For the purposes of this Clause ‎2.1: 2.1.5.1. The term Completed means (1) for design at a Design Build level - the Design Build Tender was published, or the Design Build agreement was signed (2) for design at a Detailed Design level, the execution of the works based on the Detail Design have begun.

2.1.5.2. The term Design means: (1) design for a Design Build Tender or a Design Build agreement or (2) design at a Detailed Design level, provided further that the design (both (1) and (2) above) was Completed during the period commencing on January 1, 2003, and ending on the Submission Date. 2.1.5.3. The term Design Build means a project delivery system in which the design and construction services are contracted by a single entity. 2.1.5.4. The term Detailed Design means design which includes a detailed specification for each component, thoroughly describing interfaces and functions provided by each component, and which will serve as the basis for implementation. 2.1.5.5. The term Main Designer means (A) with respect to a Light Rail Project - a design firm in charge of the overall Design or a design firm who designed at least one of the following design disciplines: alignment, tracks or systems; (B) with respect to a Metro Project - a design firm in charge of the overall Design or a design firm who designed at least one of the following design disciplines: alignment, tracks or systems. 2.1.5.6. The term Metro means rapid transit systems with electric railways that operate on an exclusive right-of-way, which cannot be accessed by pedestrians or other vehicles of any sort, and which is often grade separated in tunnels or on elevated railways. 2.1.5.7. The term Metro Project means a project for the design, construction and operation of a Metro. 2.1.5.8. The term Public Employer means a government or municipal authority (including, inter alia, Governmental or municipal owned company). 2.1.5.9. The term Prepared means acted as the Main Designer for the entire period of preparation of the Design or during at least the last two (2) years prior to its Completion. 2.1.5.10. The term Light Rail Train means an electrical railway system characterized by its ability to operate single or multiple car consist along exclusive rights-of-way at ground level, on aerial structures, in subways or in streets, able to board and discharge passengers at station platforms or at streets, track or car-flow level and normally powered by overhead electrical wire. 2.1.5.11. The term Light Rail Train Project means a project for the design, construction and operation of a Light Rail Train which includes the construction of railway tracks, systems, signaling and purchase of rolling stock and ancillary equipment. 2.1.5.12. The term Tender means a request for proposals issued by a Public Employer.

3. FINANCIAL THRESHOLD REQUIREMENTS 3.1. Annual Turnover The Lead Design Firm is required to have an average annual turnover of at least four hundred million (NIS 400,000,000) New Israeli Shekels (or the equivalent thereof), calculated based on the values stated below, for its three (3) latest financial statements which shall not be earlier than 2015. 3.2. Going Concern Notice The Lead Design Firm is required to demonstrate that it is not under any voluntary or involuntary bankruptcy (liquidation or reorganization), or receivership, or commencement of a similar insolvency proceeding, and the Lead Design Firm latest compiled or certified financial statement does not include a going concern notice. 3.3. Currencies Conversion All Financial Threshold Requirements included in the Tender Forms shall be in NIS only. If the Financial Threshold Requirements is presented in US$, EUR, or GBP, the Participant shall convert such amount into NIS according to the average exchange rate for that year, as published by the Central Bureau of Statistics, and in accordance with the exchange rates specify in the table below:

Year Currency NIS (₪)

1 US Dollar (US$) 3.8869 January 1, 2015 until 1 Euro (€) 4.3144 December 31, 2015 1 British Pound (£) 5.9412

1 US Dollar (US$) 3.8406 January 1, 2016 until 1 Euro (€) 4.2495 December 31, 2016 1 British Pound (£) 5.2064

1 US Dollar (US$) 3.5998 January 1, 2017 until 1 Euro (€) 4.0613 December 31, 2017 1 British Pound (£) 4.6345

3.4. Each Participant shall submit within its Proposal a duly executed Tender Form B“1A” (Financial Threshold Requirements for the Lead Design Firm), completed in accordance with its terms, in order to demonstrate compliance with the threshold requirements with respect to the financial abilities of the Lead Design Firm (the "Lead Design Firm Financial Threshold Requirements"). 3.5. The Company will determine if the Participant is in compliance with the Lead Design Firm Financial Threshold Requirements, by analyzing the executed Tender Form B“1A”(Financial Threshold Requirements for the Lead Design Firm) as well as any other part of the Proposal in general.

ANNEX “D(2)” THRESHOLD REQUIREMENTS FOR THE LOCAL DESIGN FIRM

1. GENERAL THRESHOLD REQUIREMENTS 1.1. It is duly organized and validly existing under the laws of the State; 1.2. It has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted; 1.3. The Local Design Firm must demonstrate compliance with the requirements of and provide all approvals and affidavits required pursuant to the Public Entities Transactions Law 1976. 2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Local Design Firm must demonstrate that: 2.1.1. It has at least fifteen (15) years of experience in design of Transportation Projects. 2.1.2. The Local Design Firm must demonstrate that it has Prepared, as a Main Designer, the Design of at least two (2) Railway Projects in Israel, the accumulative length of rail in such projects was at least twenty (20) km, and provided that at least one (1) of the said Railway Projects included a rail of at least nine (9) km and the Design of such project was Prepared for a Public Employer. 2.1.3. For the purposes of this Clause 2.1: 2.1.3.1. The term Completion means (1) for design at a Design Build level - the Design Build Tender was published, or the Design Build agreement was signed (2) for design at a Detailed Design level, the execution of the works based on the Detail Design have begun. 2.1.3.2. The term Design means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm) . 2.1.3.3. The term Main Designer means the design firm who was "or "lead designer (מתכנן ראשי) "designated as the "main designer .by the employer )מתכנן מוביל) 2.1.3.4. The term Prepared means acted as the Main Designer for the entire period of preparation of the Design or during at least the last two (2) years prior to its Completion. 2.1.3.5. The term Public Employer means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm) . 2.1.3.6. The term Railway Project means a project for the design of heavy, metro or light rail tracks. 2.1.3.7. The term Transportation Project mean project in Israel that includes inter-urban roads (roads under the responsibility of Netivei Israel - the National Transportation Infrastructure Company Ltd. at

the level of one or two digits), Highway 6, Netivey Ayalon and three-digit suburban highway, railroad tracks, tunnels and works approved by the Company in advance and in writing as a transportation project, within a Request for Clarification.

3. FINANCIAL THRESHOLD REQUIREMENTS 3.1. Annual Turnover The Local Design Firm is required to have an average annual turnover of at least twenty million (NIS 20,000,000) New Israeli Shekels (or the equivalent thereof, in accordance with the exchange rates specify in the table under Annex “D(1)” (Threshold Requirements for the Lead Design Firm)), for its three (3) years latest financial statements which shall not be earlier than 2015. 3.2. Going Concern Notice The Local Design Firm is required to demonstrate that it is not under any voluntary or involuntary bankruptcy (liquidation or reorganization), or receivership, or commencement of a similar insolvency proceeding and the Local Design Firm latest Compiled or Certified Financial Statement does not include a Going Concern Notice. 3.3. Each Participant shall submit within its Proposal a duly executed Tender Form B“2A” (Local Design Firm Financial Threshold Requirements), completed in accordance with its terms, in order to demonstrate compliance with the threshold requirements with respect to the financial abilities of the Local Design Firm (the "Local Design Firm Financial Threshold Requirements"). 3.4. The Company will determine if the Participant is in compliance with the Local Design Firm Financial Threshold Requirements, by analyzing the executed Tender Form B“2A” (Local Design Firm Financial Threshold Requirements) as well as any other part of the Proposal in general.

ANNEX “D(3)” THRESHOLD REQUIREMENTS FOR THE CHIEF DESIGNER

1. GENERAL THRESHOLD REQUIREMENTS 1.1. The Chief Designer not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.2. The Chief Designer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted; 2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Chief Designer must demonstrate that: 2.1.1. At the Submission Date the Chief Designer holds an engineer's certificate, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) UK. 2.1.2. The Chief Designer has at least fifteen (15) years’ experience in design of Railway Projects. 2.1.3. The Chief Designer has Prepared, as a Head Designer, the Design of at least two (2) Light Rail Train Projects or Metro Projects, and provided that at least one (1) of the said projects is a Light Rail Train Project and the length of rail in such project was at least nine (9) km, and the rail in the second project was at least three (3) km. 2.1.4. For the purposes of this Clause 2.1: 2.1.4.1. The term Completed means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm) . 2.1.4.2. The term Design means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.3. The term Head Designer means lead or headed the design team or design firm who acted as the Main Designer of the applicable project. 2.1.4.4. The term Light Rail Train Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.5. The term Main Designer means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.6. The term Metro means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.7. The term Metro Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm).

2.1.4.8. The term Prepared means acted as the Head Designer for the entire period of preparation of the Design or during at least the last two (2) years prior to its Completion.

ANNEX “D(4)” THRESHOLD REQUIREMENTS FOR THE DEPUTY CHIEF DESIGNER

1. GENERAL THRESHOLD REQUIREMENTS 1.1. The Deputy Chief Designer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.2. The Deputy Chief Designer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted; 2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Deputy Chief Designer must demonstrate that: 2.1.1. At the Submission Date the Deputy Chief Designer holds a Certified registered in the Registrar of ,(תעודת מהנדס רישוי) Engineer Certificate Engineers and Architects in Israel. 2.1.2. The Deputy Chief Designer has at least fifteen (15) years’ experience in design of Transportation Projects. 2.1.3. The Deputy Chief Designer has Prepared, as a Head Designer, the Design of at least one (1) Railway Project in Israel, in which the length of rail in such Railway Project was at least nine (9) km. 2.1.4. For the purposes of this Clause 2.1: 2.1.4.1. The term Completed means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.2. The term Design means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.3. The term Head Designer means lead or headed the design team or design firm who acted as the Main Designer of the applicable project. 2.1.4.4. The term Main Designer means as provided under Annex “D(2)” (Threshold Requirements for the local Design Firm). 2.1.4.5. The term Prepared means as provided under Annex “D(2)” (Threshold Requirements for the local Design Firm). 2.1.4.6. The term Railway Project means as provided under Annex “D(2)” (Threshold Requirements for the local Design Firm).

2.1.4.7. The term Transportation Project means as provided under Annex “D(2)” (Threshold Requirements for the local Design Firm).

ANNEX “D(5)” THRESHOLD REQUIREMENTS FOR THE OPERATION AND MAINTENANCE EXPERT

1. GENERAL THRESHOLD REQUIREMENTS 1.1. The Operations and Maintenance Expert is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.2. The Operations and Maintenance Expert has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted;

2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Operations and Maintenance Expert must demonstrate that: 2.1.1. The Operations and Maintenance Expert has at least ten (10) years experience in railway operation and maintenance. 2.1.2. The Operations and Maintenance Expert has Prepared, as a Head Designer, the Operation and Maintenance Design of at least two (2) Light Rail Train Projects or Metro Projects which were Completed on January 1, 2008, or onwards, and provided further that: 2.1.2.1. at least one (1) of the said projects is a Light Rail Train Project and the length of rail in such project was at least nine (9) km; and 2.1.2.2. at least one (1) of the said projects is a Light Rail Train Project and the Operations and Maintenance Expert designed the operations and maintenance specification; and 2.1.2.3. at least one (1) of the said projects included a fleet of at least twenty (20) vehicles. 2.1.3. For the purposes of this Clause 2.1: 2.1.3.1. The term Completed means (1) for design at a Design Build level - the Design Build Tender was published, or the Design Build agreement was signed; (2) for design at a Detailed Design level - a permit to operate or similar document certifying that the said project is ready for commercial use was issued. 2.1.3.2. The term Detailed Design means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.3.3. The term Head Designer means the senior designer in charge of the Operation and Maintenance Design.

2.1.3.4. The term Light Rail Train means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.3.5. The term Light Rail Train Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.3.6. The term Metro means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.3.7. The term Metro Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.3.8. The term Operation and Maintenance Design means: Service planning including production of timetables operation simulations, vehicle and crew schedules, staff rosters and plans for special events and holidays; and Design of all activities and repair of failed assets (infrastructure, vehicles, systems) to restore the normal operating condition to meet the required standard, including the repair or replacement of failed systems, subsystems or components. 2.1.3.9. The term Prepared means acted as the Head Designer for the entire period of preparation of the Operation and Maintenance Design or during at least the last two (2) years prior to its Completion.

ANNEX “D(6)” THRESHOLD REQUIREMENTS FOR THE SYSTEMS ENGINEER

1. GENERAL THRESHOLD REQUIREMENTS 1.1. The Systems Engineer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.2. The Systems Engineer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted;

2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Systems Engineer must demonstrate that: 2.1.1. At the Submission Date the Systems Engineer holds an engineer's certificate, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) or Incorporated Engineer UK. 2.1.2. The Systems Engineer has at least ten (10) years experience in railway Systems. 2.1.3. The Systems Engineer has Prepared, as a Head Designer, the design of the Systems of at least two (2) Light Rail Train Projects or Metro Projects which were Completed on January 1, 2008, or onwards, and provided further that: 2.1.3.1. at least one (1) of the said projects is a Light Rail Train Project and the length of rail in such project was at least nine (9) km; and 2.1.3.2. at least one of the said projects included a fleet of at least twenty (20) vehicle. 2.1.4. For the purposes of this Clause 2.1: 2.1.4.1. The term Completed means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.2. The term Head Designer means the senior designer in charge of the design of the railway Systems. 2.1.4.3. The term Light Rail Train means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.4. The term Light Rail Train Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.5. The term Metro means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm).

2.1.4.6. The term Metro Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.7. The term Prepared means prepared the entire Systems design. 2.1.4.8. The term Systems means: i. Track and alignment, including all trackwork components; or ii. Signaling and train control system (S&TC); or iii. Electrical power system (EPS) and the catenary system (OHLE).

ANNEX “D(7)” THRESHOLD REQUIREMENTS FOR THE ROLLING STOCK ENGINEER

1. GENERAL THRESHOLD REQUIREMENTS 1.1. The Rolling Stock Engineer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.2. The Rolling Stock Engineer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted; 2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Rolling Stock Engineer must demonstrate that: 2.1.1. At the Submission Date the Rolling Stock Engineer holds an engineer's certificate, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) or Incorporated Engineer UK. 2.1.2. The Rolling Stock Engineer has at least ten (10) years experience in design of railway rolling stock. 2.1.3. The Rolling Stock Engineer has Prepared, as a Head Designer, the Rolling Stock Design of at least two (2) Light Rail Train Projects or Metro Projects which were Completed on January 1, 2008, or onwards, and provided that at least one (1) of the said projects is a Light Rail Train Project and such project included a fleet of at least twenty (20) vehicle. 2.1.4. For the purposes of this Clause 2.1: 2.1.4.1. The term Completed means as provided under Annex “D(5)” (Threshold Requirements for the Operations and Maintenance Expert). 2.1.4.2. The term Head Designer means the senior designer in charge of the Rolling Stock Design of the applicable Project. 2.1.4.3. The term Light Rail Train Projects means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.4. The term Light Rail Train Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.5. The term Metro means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm).

2.1.4.6. The term Metro Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.7. The term Prepared means acted as the Head Designer of the light rail vehicles, including during testing and commissioning of the light rail vehicles to PTO 2.1.4.8. The term Rolling Stock Design means design of light rail vehicle, setting the requirements, specifications and performance indexes, ending with preparing tender documents for procuring light rail vehicle.

ANNEX “D(8)” THRESHOLD REQUIREMENTS FOR THE TRACK ENGINEER

1. GENERAL THRESHOLD REQUIREMENTS 1.1. The Track Engineer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.2. The Track Engineer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted; 2. PROFESSIONAL THRESHOLD REQUIREMENTS 2.1. The Track Engineer must demonstrate that: 2.1.1. At the Submission Date the Track Engineer holds an engineer's certificate, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) or Incorporated Engineer UK. 2.1.2. The Track Engineer has at least ten (10) years experience in design of Railway Track. 2.1.3. The Track Engineer has Prepared, as a Head Designer, the Track Design of at least two (2) Light Rail Train Projects or Metro Projects which were Completed on January 1, 2008, or onwards, and provided further that at least one (1) of the said projects is a Light Rail Train Project and the length of rail in such project was at least nine (9) km; 2.1.4. For the purposes of this Clause 2.1: 2.1.4.1. The term Completed means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.2. The term Head Designer means the senior designer in charge of the Track Design aspects in the applicable project. 2.1.4.3. The term Light Rail Train means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.4. The term Light Rail Train Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.5. The term Metro means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.1.4.6. The term Metro Project means as provided under Annex “D(1)” (Threshold Requirements for the Lead Design Firm).

2.1.4.7. The term Prepared means prepared the Track Design of Light Rail Train Projects or Metro Projects, including testing and commissioning of the tracks to PTO. The term Track Design shall include provision for all necessary associated equipment including: i. Drainage system; ii. Ducts for power supply, signaling and telecommunications cables; iii. Traction earth and stray current protection system; iv. High level of parts reliability and availability; v. Modularity; vi. Ease of connectivity and integration with other related components of the system such as signals, electrical elements, communications, vehicles, and civil structures; vii. Minimal impact to the surrounding environment, including noise and vibration. 2.1.4.8. The term Railway Track means as defined by International Union of Railways (UIC) codes

ANNEX “E” THE QUALITY PROPOSAL

1. The score of the Quality Proposals The score awarded for the quality proposals detailed hereunder shall not exceed one hundred (100) points, according to the breakdown specified below: 1.1. The Quality Proposal for the Lead Design Firm – up to seventeen (17) points; 1.2. The Quality Proposal for the Local Design Firm – up to thirteen (13) points; 1.3. The Quality Proposal for the Chief Designer – up to fourteen (14) points; 1.4. The Quality Proposal for the Deputy Chief Designer – up to twelve (12) points; 1.5. The Quality Proposal for the Operations and Maintenance Expert – up to five (5) points; 1.6. The Quality Proposal for the Systems Engineer – up to ten (10) points; 1.7. The Quality Proposal for the Rolling Stock Engineer – up to five (4) points; 1.8. The Quality Proposal for the Track Designer – up to five (5) points; 1.9. Interview – up to twenty (20) points. 2. Display of the data The Participant shall not be allowed to present projects which were presented in Tender Forms “B1” – “B8” in order to demonstrate compliance with the requirements in Tender Forms “C1” – “C8”. 3. Content and Criteria for scoring the Quality Proposals 3.1. The Lead Design Firm The Participant shall submit the Lead Design Firm past design experience and will be evaluated and scored based on the following: 3.1.1. For Preparation, as a Main Designer, the Design of a Light Rail Train Project or Metro Project, which included at least one (1) of the following disciplines: railway design, railway system design (such as signaling and electrical system), the following score will be allocated, based on such projects rail length: 3.1.1.1. Up to five (5) km (“Small Project”) - one (1) point; 3.1.1.2. five (5) km to twenty (20) km (“Medium Project”) - two (2) points. 3.1.1.3. More than twenty (20) km (“Large Project”) - three (3) points. 3.1.2. Each Small Project which also included a Depot will receive one (1) additional point. 3.1.3. Each Medium Project or Large Project which also included a Depot will entitle the Participant for two (2) additional points. 3.1.4. The score given under the provisions of this Section ‎3.1 shall not exceed seventeen (17) points.

3.1.5. The terms appearing in this Section ‎3.1 shall have the meanings given to them in Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 3.1.6. The Lead Design Firm will be permitted to present projects it Design itself, or as part of a joint venture, provided that all the following cumulative conditions have been fulfilled (hereinafter in this section: the “Attribution Projects"): 3.1.6.1. The Lead Design Firm held directly at least thirty-five percent (35%) of the rights in the joint venture that design the Attribution Projects, and the joint venture was established specifically for the sole purpose of design the Attribution Projects; and 3.1.6.2. The members of the joint venture were jointly and severally responsible for the execution of the applicable project (at least to the extent of its share in the joint venture). 3.1.7. The Participant shall present the experience required under this Section ‎3.1 by submitting Tender Form C“1” (Quality Proposal for the Lead Design Firm). 3.2. The Local Design Firm The Participant shall submit the Local Design Firm past design experience and will be evaluated and scored based on the following: 3.2.1. For the Preparation, as a Main Designer, of the Design of a Railway Projects in Israel, the following score will be allocated, based on such projects rail length: 3.2.1.1. six (6) km to ten (10) km (“Medium Project”) - one (1) point. 3.2.1.2. more than ten (10) km (“Large Project”) - two (2) points 3.2.2. Each Medium Project that constitutes a Light Railway Project will entitle the Participant for one (1) additional point. 3.2.3. Each Large Project that constitutes a Light Railway Project will entitle the Participant for two (2) additional points. 3.2.4. The score given under the provisions of this Section ‎3.2 shall not exceed thirteen (13) points. 3.2.5. The terms appearing in this Section ‎3.2 shall have the meanings given to them in Annex “D(2)” (Threshold Requirements for the Local Design Firm). 3.2.6. The Local Design Firm will be permitted to present projects it Designed itself, or as part of a joint venture, provided that all the following cumulative conditions have been fulfilled (hereinafter in this section: the “Attribution Projects"): 3.2.6.1. The Local Design Firm held directly at least thirty-five percent (35%) of the rights in the joint venture that design the Attribution Projects, and the joint venture was established specifically for the sole purpose of design the Attribution Projects; and 3.2.6.2. The members of the joint venture were jointly and severally responsible for the execution of the applicable project (at least to the extent of it share in the joint venture). 3.2.7. The Participant shall present the experience required under this Section 3.2 by submitting Tender Form C“2” (Quality Proposal for the Local Design Firm).

3.3. The Chief Designer The Participant shall submit the Chief Designer past design experience and will be evaluated and scored based on the following: 3.3.1. For the Preparation, as a Head Designer, of the Design of a Light Rail Train Projects or Metro Projects, the following score will be allocated, based on such projects rail length: 3.3.1.1. Up to five (5) km (“Small Project”) - one (1) point; 3.3.1.2. five (5) km to twenty (20) km (“Medium Project”) - two (2) points. 3.3.1.3. More than twenty (20) km (“Large Project”) - three (3) points. 3.3.2. Each Small Project which also included a Depot will receive one (1) additional. 3.3.3. Each Medium Project or Large Project which also included a Depot will entitle the Participant for two (2) additional points. 3.3.4. The score given under the provisions of this Section ‎3.3 shall not exceed fourteen (14) points. 3.3.5. The terms appearing in this Section ‎3.3 shall have the meanings given to them in Annex D“3” (Threshold Requirements for the Chief Designer). 3.3.6. The Participant shall present the experience required under this Section ‎3.3 by submitting Tender Form C“3” (Quality Proposal for the Chief Designer). 3.4. The Deputy Chief Designer The Participant shall submit the Deputy Chief Designer past design experience and will be evaluated and scored based on the following: 3.4.1. For the Preparation, as a Head Designer, of the Design of a Railway Projects in Israel, the following score will be allocated, based on such projects rail length: 3.4.1.1. six (6) km to ten (10) km (“Medium Project”) - one (1) point. 3.4.1.2. More than ten (10) km (“Large Project”) - two (2) points 3.4.2. Each Medium Project that constitutes a Light Railway Project will entitled the Participant for one (1) additional point. 3.4.3. Each Large Project that constitutes a Light Railway Project will entitled the Participant for two (2) additional points. 3.4.4. The score given under the provisions of this Section ‎3.4 shall not exceed twelve (12) points. 3.4.5. The terms appearing in this Section 3.4 shall have the meanings given to them in Annex D"4" (Threshold Requirements for the Deputy Chief Designer). 3.4.6. The Participant shall present the experience required under this Section 3.4 by submitting Tender Form C“4” (Quality Proposal for the Deputy Chief Designer). 3.5. The Operations and Maintenance Expert The Participant shall submit the Operations and Maintenance Expert past experience and will be evaluated and scored based on the following:

3.5.1. For the Preparation, as a Head Designer, of the Operation and Maintenance Design of Light Rail Train Projects or Metro Projects, the following score will be allocated, based on such projects rail length: 3.5.1.1. For a Metro Project which included up to twenty (20) km of rail - one (1) point. 3.5.1.2. For Metro Project which included more than twenty (20) km of rail - two (2) points 3.5.1.3. For Light Rail Train Project which included up to twenty (20) km of rail - one (2) point. 3.5.1.4. For Light Rail Train Project which included more than twenty (20) km of rail - three (3) points 3.5.2. The score given under the provisions of this Section ‎3.5 shall not exceed five (5) points. 3.5.3. The terms appearing in this Section ‎3.5 shall have the meaning given to them in Annex D“5” (Threshold Requirements for the Operations and Maintenance Expert). 3.5.4. The Participant shall present the experience required under this Section 3.5 by submitting Tender Form C“5” (Quality Proposal for the Operations and Maintenance Expert). 3.6. The Systems Engineer The Participant shall submit the Systems Engineer past design experience and will be evaluated and scored based on the following: 3.6.1. For the Preparation, as a Head Designer, of the Systems Design of Light Rail Train Projects or Metro Projects, which included at least one of the following disciplines: power, signaling, control & communication, the following score will be allocated, based on such projects rail length: 3.6.1.1. For Metro Project which included up to twenty (20) km of rail - one (1) point. 3.6.1.2. For Metro Project which included more than twenty (20) km of rail - two (2) points 3.6.1.3. For Light Rail Train Project which included up to twenty (20) km of rail - one (2) point. 3.6.1.4. For Light Rail Train Project which included more than twenty (20) km of rail - three (3) points 3.6.2. The score given under the provisions of this Section ‎3.6 shall not exceed ten (10) points. 3.6.3. The terms appearing in this Section ‎3.6 shall have the meaning given to them in Annex D“6” (Threshold Requirements for the Systems Engineer). 3.6.4. The Participant shall present the experience required under this Section ‎3.6 by submitting Tender Form C“6” (Quality Proposal for the Systems Engineer).

3.7. The Rolling Stock Engineer The Participant shall submit the Rolling Stock Engineer past design experience and will be evaluated and scored based on the following: 3.7.1. For the Preparation, as a Head Designer, of the Rolling Stock Design of Light Rail Train Projects or Metro Projects, the following score will be allocated, based on the fleet size in such projects: 3.7.1.1. For Metro Project which included up to thirty (30) vehicles - one (1) point. 3.7.1.2. For Metro Project which included more than thirty (30) vehicles - two (2) points 3.7.1.3. For Light Rail Train Project which included up to thirty (30) vehicles - one (2) point. 3.7.1.4. For Light Rail Train Project which included more than thirty (30) vehicles - three (3) points 3.7.2. The score given under the provisions of this Section ‎3.7 shall not exceed four (4) points. 3.7.3. The terms appearing in this Section ‎3.7 shall have the meaning given to them in Annex D“7” (Threshold Requirements for the Rolling Stock Engineer). 3.7.4. The Participant shall present the experience required under this Section ‎3.7 by submitting Tender Form C“7” (Quality Proposal for the Rolling Stock Engineer). 3.8. The Track Designer The Participant shall submit the Track Designer past design experience and will be evaluated and scored based on the following: 3.8.1. For the Preparation, as a Head Designer, of the Track Design of Light Rail Train Projects or Metro Projects, the following score will be allocated, based on such projects rail length: 3.8.1.1. For Metro Project which included up to twenty (20) km of rail - one (1) point. 3.8.1.2. For Metro Project which included more than twenty (20) km of rail - two (2) points 3.8.1.3. For Light Rail Train Project which included up to twenty (20) km of rail - one (2) point. 3.8.1.4. For Light Rail Train Project which included more than twenty (20) km of rail - three (3) points 3.8.2. The score given under the provisions of this Section ‎3.8 shall not exceed five (5) points. 3.8.3. The terms appearing in this Section 3.8 shall have the meaning given to them in Annex D“8” (Threshold Requirements for the Track Designer). 3.8.4. The Participant shall present the experience required under this Section 3.8 by submitting Tender Form C“8” (Quality Proposal for the Track Designer).

3.9. Interview 3.9.1. As part of the Evaluation Process the Company shall interview the Lead Design Firm representative, the Local Design Firm representative, the Chief Designer, the Deputy Chief Designer, the Operations and Maintenance Expert, the Systems Engineer, the Rolling Stock Engineer and the Track Designer on behalf of the Participant (“Interviewee(s)”), on such date(s) and at a place to be determined by the Company (“Interview”). The Company will be entitled to hold more than one (1) Interview with each Participant. 3.9.2. The Participant shall be required to invite and make sure that the Interviewee(s) attend the Interview. 3.9.3. Without derogating from its rights pursuant to the provisions of the Tender Documents or under Law, the Company may disqualify a Proposal of a Participants whose Interviewee(s) failed to attend the Interview. 3.9.4. The Company shall keep protocols of all Interviews which will form an integral part of the Proposals. 3.9.5. Notwithstanding the foregoing, a Participant shall not be permitted to deviate, condition or qualify its obligations pursuant to the Tender Documents, and even if such is suggested or inferred by a Participant during an Interview, such will be deemed null and void. 3.9.6. The Company shall not carry out additional obligations beyond the obligations specified in the Tender Documents due to the Interviews. 3.9.7. Without derogating from the provisions of Section 2.8 (Cost of Participation in the Tender Process) to the Invitation, all costs and expenses incurred with respect to the participation at the Interview will be borne by the Participant. The Company shall not be responsible in any respect to any loss or damage whatsoever suffered by any Entity or Participant, their employees, officers, agents, or any other persons for whom any Entity or Participant may be contractually or legally responsible or accountable due to the Interview, and shall not be required to compensate the Entity or the Participant, their employees, officers, agents, or any other persons for whom the Entity or Participant may be contractually or legally responsible or accountable. 3.9.8. The score for the interview will be given based on the following factors: 3.9.8.1. the impression of the interviewing team on the manner in which the Interviewee(s) are presented; 3.9.8.2. presentation of a work plan, including methodology for shortening the time for completion of the following stages: 1. Project Preliminary & Final Design; 2. Infra 1 Detail Design; 3. Infra 1 Construction; 4. Infra 2 Design for tender, all as specified under Annex “C” (Preliminary Schedule) to the Agreement; and 3.9.8.3. the Participant and the Interviewee(s) control in the details of the Project and their understanding of the Company's needs in connection with the Project;

3.9.9. The score given under the provisions of this Section ‎3.9 shall not exceed twenty (20) points.

ANNEX “F” MANDATORY INDUSTRIAL COOPERATION [attached separately]

INVITATION FORM A“1”

PROPOSAL LETTER

(To be completed by the Participant)

To: Cross Israel Highway Company Ltd. 65 Yigal Alon (Toyota Tower), 6744316 Tel-Aviv

Re: Invitation for Selecting the Project Designer to a Tender for The Light Railway Project in the Haifa Metropolitan Area, between Haifa and Nazareth

(the "Invitation")

1. Pursuant to the provisions of the invitation in the said tender (the “Tender”), which was published by Cross Israel Highway Ltd. (the “Company”) on ______, 2018, the undersigned, whose details are specified below (the “Participant"), pleased to submit its proposal for the Tender. 2. A term not specifically defined in this letter shall have the meaning ascribed thereto in Annex “A” (Definitions) to the Invitation. 3. The details of the Participant are as follows: [The unnecessary clause should be deleted] a. The Participant is an unincorporated, special purpose joint venture ("JV") which consists of members as follows: (1) ______(name of the Lead Design Firm) from ______(address of the Lead Design Firm) (the “Lead Design Firm”) who holds [the percentage of the Lead Design Firm rights and interests in the JV] (__%) and (2) ______(name of the Local Design Firm) from ______(address of the Local Design Firm) (the “Local Design Firm”) who holds [the percentage of the Local Design Firm rights and interests in the JV] (__%), by virtue of an agreement signed between the Lead Design Firm and the Local Design Firm (together: "the Members of the JV" and each of them: "a Member of the JV") from ______[The date of signing of the agreement by the members of the JV] the provisions of which include, without reservation, any of the following provisions: - the Lead Design Firm holds at least fifty-one percent (51%) of all rights and interests in the JV, and the Local Design Firm holds the rest of the rights and interests in the JV. The holdings of the JV shall remain unchanged, unless otherwise approved by the Company in accordance with the provisions of the Agreement; - the JV is unincorporated, and will not be incorporated as a limited liability company or as a limited partnership; - each of the members of the JV, will bear joint and several responsibility and liability towards the Company to the extent of it share in the JV (including any representative

thereof or any person acting on its behalf), and towards any third party for any act or omission of the Participant or anyone acting on its behalf in connection with the participation in this Tender Process, and subsequently, if declared as the Successful Participant. b. The Participant is ______(name of the Lead Design Firm) from ______(address of the Lead Design Firm). 4. The Participant hereby declares and undertakes as follows: 4.1. The submission of its Proposal was duly approved by the Participant, and in the case where the Participant is a JV, by all the Members of the JV, and constitutes a valid and binding Proposal of the Participant, and of each members of the JV, as applicable; 4.2. The Participant has all the powers required to perform its obligations under the Agreement; 4.3. The Participant received the Tender Documents, read them thoroughly and carefully and understood them, and it accept the terms and condition included therein (including any clarification and Addenda to be issued in the future by the Company), in particular the powers given to the Company, without any reservation; 4.4. This Proposal submitted after the Participant examine and verify, as an expert, at its own cost and expense, all aspects of the Project and the Tender Documents, including any legal, organizational, operational, technical or financial aspect relevant to the Proposal, the execution of the Project and the performance of the Services; 4.5. The Participant is not a resident of or domiciled in a country which does not have diplomatic relations with the State of Israel; 4.6. The Participant and any interested party therein have not been convicted of an offense, except as detailed below: ______

4.7. All the data, representations and declarations included in the Proposal on behalf of the Participant are true, complete, accurate and up-to-date as of the Submission Date, and no details that may affect the discretion of the Company in connection with the Tender have been omitted from the Proposal. 5. This Proposal Letter constitutes an integral part of the Tender Documents. 6. For the avoidance of doubt, it is hereby clarified that the declarations detailed in this form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last name Position Holder in Signature Date the Participant

Stamp and Signature of the Participant

Attorney's approval I hereby confirm with my signature:

1. I, the undersigned, ______, attorney-at-law, hereby confirm that on First and last name Stamp and Signature ______, Mr./Mrs. ______, I.D. No. ______, appeared before me, and after being cautioned that he/she is required to state the truth, and that if he/she fails to do so he/she shall Attorney license Date be liable to the punishments prescribed number by law, signed this statement in my presence. 2. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM A“2”

THE AUTHORIZED REPRESENTATIVE (to be completed by the Participant)

The undersigned, the Participant, hereby declares that the representative on behalf of the Participant, the details of whom are set forth below, shall be authorized to contact the Company on behalf of the Participant and to receive notices and instructions for the Participant and on behalf of the Participant.

Participant name:

Authorized Representative name:

Address of the Authorized Representative:

Phone number of the Authorized Representative:

Additional phone number of the Authorized Representative

Facsimile number of the Authorized Representative

E-mail address of the Authorized Representative

This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Participant

Stamp and Signature of the Participant

Attorney's approval 1. I, the undersigned, ______, attorney-at-law, hereby confirm that First and last Stamp and on ______, name Signature Mr./Mrs. ______, I.D. No. ______, appeared before me, and after being cautioned that he/she is required to state the truth, Attorney license Date and that if he/she fails to do so number he/she shall be liable to the punishments prescribed by law, signed this statement in my presence. 2. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM A“3” DECLARATION WITH RESPECT TO NO CONFLICT OF INTEREST (Capitalized terms shall have the meaning ascribed to them in the Invitation)

Date: ______To: Cross Israel Highway Company Ltd. 65 Yigal Alon (Toyota Tower) Tel-Aviv

Re: Tender for The Light Railway Project in the Haifa Metropolitan Area, between Haifa and Nazareth - Declaration with respect to No Conflict of Interest

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country), hereby solemnly declare and undertake by ______[Participant name] (the “Participant”), in addition to the obligations and prohibitions applicable by law, including the Penal Law, 5737-1977, as follows:

1. The Participant declares and undertakes that during the course of the Tender, there will be no conflict of interest of any kind, business or personal relations or other relationships or any other matter that may place it in a situation of conflict of interest or concern about the existence of a conflict of interest in which it is related (“Conflict of Interest").

2. The Participant undertakes to refrain from any activity that involves a conflict of interest between fulfilling it functions, directly or indirectly, including refraining from providing service to any body or other Entity that may place it in a situation of Conflict of Interest or concern regarding a Conflict of Interest with respect to the Company. The Participant undertakes to notify the Company of any concern regarding a Conflict of Interest immediately upon becoming aware of them, and in any stage of the engagement with the Company.

3. The decision regarding the existence of a Conflict of Interest shall be examined by the legal advisors of the Company and the Participant undertakes to accept the legal advisors’ decision in this matter.

4. Nothing in this section above shall derogate from the duty of the Participant to refrain from Conflict of Interest or any concern regarding a Conflict of Interest.

5. Without derogating from the generality of the aforesaid, if the Participant has a personal or business connection that may place it in a situation of Conflict of Interest with respect to the Company, the Participant shall immediately notify the Legal Advisors of the Company regarding such personal or business relationship.

6. Without derogating from the generality of the foregoing, the Participant undertakes not to be in a situation of Conflict of Interests during the entire period of the Services and any extension of such period.

7. the Participant declare it was made clear to it and that it is aware that as long as its Proposal is valid it is forbidden to perform by it any work, directly or indirectly, for any of those involved in the Project other than the Company.

8. This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Participant

Stamp and Signature of the Participant

Attorney's approval 1. I, the undersigned, ______, First and Last Stamp and attorney-at-law, hereby confirm that name Signature on ______, Mr./Mrs. ______, I.D. No. ______, appeared before Attorney license Date me, and after being cautioned that number he/she is required to state the truth, and that if he/she fails to do so he/she shall be liable to the punishments prescribed by law, signed this statement in my presence. 2. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM A“4”

COMMERCIAL AND PROFESSIONAL CONFIDENTIALITY (to be completed by the Participant)

Below are details of the sections of the Proposal which, according to our claim, constitute commercially sensitive or confidential nature, as defined in Section 4.2 to the Invitation:

______

This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Participant

Stamp and Signature of the Participant

Attorney's approval 1. I, the undersigned, ______,

attorney-at-law, hereby confirm that on ______, First and last Stamp and Mr./Mrs. ______, I.D. name Signature No. ______, appeared before

me, and after being cautioned that he/she is required to state the truth, and that if he/she fails to do so he/she shall be liable to the Attorney license Date punishments prescribed by law, number signed this statement in my presence. 2. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM B“1”

THRESHOLD REQUIREMENTS FOR THE LEAD DESIGN FIRM

(to be completed by the Lead Design Firm)

I, the undersigned ______[full name], holder of passport No*. ______issued by ______(name of country), in my capacity as [CEO / CFO] at ______[the Lead Design Firm name], [public company / private company] No*. ______[company number], having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. The Lead Design Firm is duly organized and validly existing under the laws of ______[the jurisdiction in which it is organized]. 1.2. [The unnecessary clause should be deleted] 1.2.1. The Lead Design Firm is the Participate. 1.2.2. The Lead Design Firm is a member in a joint venture (the “JV”) together with the Local Design Firm, in accordance with the provisions of Section 3.1 of the Invitation, and the JV is the Participate. The Lead Design Firm holds ______of the JV rights. 1.3. To the extent required by law, it complies with the requirements of section 2B of the Public Entities Transactions Law, 5736-1976, including with regard to compliance with the provisions of the Minimum Wage Law, 5747-1987, and the Foreign Workers Law (Prohibition of Illegal Employment and Assurance of Fair Conditions), 5751-1991, concerning the payment of the minimum wage and the lawful employment of foreign workers. 1.4. No action has been taken against the Lead Design Firm and, to the best of its knowledge, no action shall be taken whose purpose or possible outcome is liquidation, bankruptcy, receivership, appointment of trustee, liquidator or commencement of a similar insolvency proceeding. 1.5. It is not and shall not be register in a country which does not have diplomatic relations with the State or a country which does not have full trade relations with the State; 1.6. The Lead Design Firm and any interested party thereof have not been convicted in an offense, and no criminal proceedings with respect to an Offence are held against the Lead Design Firm and/or any interested party thereof, except as follows: ______

2. PROFESSIONAL THRESHOLD REQUIREMENTS

The Lead Design Firm meets each of the Threshold Requirements set forth in Annex “D(1)” (Threshold Requirements for the Lead Design Firm) to the Invitation, as describe in the table below: Project 1 Project 2 Project 3

The name of the project and The name of the project and The name of the project and a general description: a general description: a general description: ______. ______. ______.

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Light Rail The project was a Light Rail The project was a Light Rail Train Project; Train Project; Train Project;

The project was a Metro The project was a Metro The project was a Metro Project; Project; Project;

Please mark accordingly: Please mark accordingly: Please mark accordingly:

the design firm was in the design firm was in the design firm was in charge of the overall Design charge of the overall Design charge of the overall Design

with respect to a Light Rail with respect to a Light Rail with respect to a Light Rail Project - the design firm Project - the design firm Project - the design firm designed at least one of the designed at least one of the designed at least one of the following design following design disciplines: following design disciplines: Alignment, Alignment, Tracks or disciplines: Alignment, Tracks or Systems Systems Tracks or Systems

with respect to a Metro with respect to a Metro with respect to a Metro Project - the design firm Project - the design firm Project - the design firm designed at least one of the designed at least one of the designed at least one of the following design following design disciplines: following design disciplines: Alignment, Alignment, Tracks or disciplines: Alignment, Tracks or Systems Systems Tracks or Systems

The accumulative length of The accumulative length of The accumulative length of rail in such project (in km): rail in such project (in km): rail in such project (in km): ______. ______. ______.

The date of commencement The date of commencement The date of commencement

of the design stage of the of the design stage of the of the design stage of the project: ______. project: ______. project: ______.

The date of commencement The date of commencement The date of commencement of the construction stage of of the construction stage of of the construction stage of the project: ______. the project: ______. the project: ______.

Please mark accordingly: Please mark accordingly: Please mark accordingly: with respect to design at a with respect to design at a with respect to design at a Design Build level - the Design Build level - the Design Build level - the Design Build Tender was Design Build Tender was Design Build Tender was published, or the Design published, or the Design published, or the Design Build agreement was Build agreement was signed. Build agreement was signed. signed.

with respect to design at a with respect to design at a Detailed Design level, the with respect to design at a Detailed Design level, the execution of the works Detailed Design level, the execution of the works based on the Detail Design execution of the works based on the Detail Design have begun. based on the Detail Design have begun. have begun.

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was Prepared The project was Prepared The project was Prepared for a Public Employer and for a Public Employer and for a Public Employer and the said project included a the said project included a the said project included a rail of at least nine (9) km rail of at least nine (9) km rail of at least nine (9) km

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Design of the project The Design of the project The Design of the project was at a Detailed Design was at a Detailed Design was at a Detailed Design level. level. level.

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Design of the project The Design of the project The Design of the project was at a ENTSI Standard. was at a ENTSI Standard. was at a ENTSI Standard.

The Lead Design Firm The Lead Design Firm The Lead Design Firm Prepared the Design itself or Prepared the Design itself or Prepared the Design itself or as part of a joint venture: as part of a joint venture: as part of a joint venture:

itself. itself. itself.

As part of a joint As part of a joint As part of a joint venture; And it venture; And it venture; And it held __% of the held __% of the held __% of the rights and rights and rights and interests in the interests in the interests in the Joint Venture. Joint Venture. Joint Venture.

Client Details: Client Details: Client Details: ______. ______. ______.

Contact person on behalf of Contact person on behalf of Contact person on behalf of the client: the client: the client: ______. ______. ______.

3. MISCELLANEOUS

3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Lead Design Firm

Stamp and Signature of the Lead Design Firm

INVITATION FORM B“1A”

FINANCIAL THRESHOLD REQUIREMENTS FOR THE LEAD DESIGN FIRM

(This form will be signed by the Lead Design Firm’s Auditor)

1. FINANCIAL THRESHOLD REQUIREMENTS

1.1. The average annual turnover of the Lead Design Firm, as noted in its three (3) latest financial statements which preceding the Submission Date is as detailed in the table below:

Fiscal year 2015 2016 2017 Average Annual Turnover

Turnover (in NIS)

(the Turnover amount shall be converted in accordance with the conversion rates detailed in Annex D”1”‎ (Threshold Requirements for the Lead Design Firm)

1.2. The Lead Design Firm Independent Auditor declares that the Lead Design Firm latest compiled or certified financial statement does not include a going concern notice.

2. MISCELLANEOUS

2.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 2.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 2.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

First and Last Position Signature Date name

INVITATION FORM B“2” THRESHOLD REQUIREMENTS FOR THE LOCAL DESIGN FIRM (to be completed by the Local Design Firm)

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[passport number] issued by ______(name of country), in my capacity as [CEO / CFO], at ______[the Local Design Firm name], [public company / private company] No*. ______[company number], having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. It is duly organized and validly existing under the laws of the State. 1.2. [The unnecessary clause should be deleted]  The Local Design Firm entered into an agreement with the Participant.  The Local Design Firm is a member in a joint venture (the “JV”) together with the Lead Design Firm, in accordance with the provisions of Section 3.1 of the Invitation and the JV is the Participate. The Local Design Firm holds ______of the JV rights. 1.3. [The unnecessary clause should be deleted]  The Local Design Firm holds a valid certificate from a tax assessor or accountant regarding reporting to the tax assessor on its income and to the VAT manager on transactions that are taxed under the Value Added Tax Law, 5735-1975 (the certificate must be attached).  The Local Design Firm is not required under the Value Added Tax Law, 5735-1975 to hold the approval of a tax assessor or accountant regarding reporting to the tax assessor on its income and to the VAT Manager on taxable transactions. 1.4. [The unnecessary clause should be deleted]  The Local Design Firm meets the requirements of Section 2B of the Public Entities Transactions Law, 5736-1976, including with regard to compliance with the provisions of the Minimum Wage Law, 5747-1987 and the Foreign Workers Law (Prohibition on Illegal Employment and Assurance of Fair Conditions), 5751-1991, in connection with the payment of the minimum wage and the lawful employment of foreign workers.  The Local Design Firm is not required to comply with the requirements of Section 2B of the Public Entities Transactions Law, 5736-1976, including with regard to compliance with the provisions of the Minimum Wage Law, 5747-1987 and the Foreign Workers Law (Prohibition on Illegal Employment and Assurance of Fair Conditions), 5751-1991 in

connection with the payment of the minimum wage and the lawful employment of foreign workers. 1.5. No action has been taken against the Local Design Firm and, to the best of its knowledge, no action shall be taken whose purpose or possible outcome is liquidation, bankruptcy, receivership, appointment of trustee, liquidator or commencement of a similar insolvency proceeding. 1.6. The Local Design Firm and any interested party thereof, including officers involved in the Tender or in the Project, are not and will not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State. 1.7. The Local Design Firm and any interested party therein have not been convicted in an Offense, and no criminal proceedings with respect to an Offence are held against the Local Design Firm and any interested party thereof, except as follows: ______2. PROFESSIONAL THRESHOLD REQUIREMENTS The Local Design meets each of the Threshold Requirements set forth in Annex “D(2)” (Threshold Requirements for the Local Design Firm) to the Invitation, as follows. Project 1 Project 2

The name of the Railway Project and a The name of the Railway Project and a general description: general description: ______

Please mark accordingly: Please mark accordingly:

The project was carried out in Israel The project was carried out in Israel

The accumulative length of rail in such The accumulative length of rail in such project (in km): project (in km): ______Please mark accordingly: Please mark accordingly:

The Local Design Firm act as the Main The Local Design Firm act as the Main Designer Designer

The date of commencement of the design The date of commencement of the design stage of the project: ______. stage of the project: ______.

The date of commencement of the The date of commencement of the construction phase of the project: construction stage of the project: ______. ______.

Please mark accordingly: Please mark accordingly:

The Design of the Railway Project was The Design of the Railway Project was Prepared for a Public Employer and the said Prepared for a Public Employer and the said project included a rail of at least nine (9) km project included a rail of at least nine (9) km

Please mark accordingly: Please mark accordingly:

With respect to design at a Design Build With respect to design at a Design Build level - the Design Build Tender was level - the Design Build Tender was published, or the Design Build agreement published, or the Design Build agreement was signed. was signed.

With respect to design at a Detailed Design With respect to design at a Detailed Design level, the execution of the works based on level, the execution of the works based on the Detail Design have begun. the Detail Design have begun.

The Local Design Firm act as the Main The Local Design Firm Prepared the Design Designer itself or as part of a joint venture: itself or as part of a joint venture:

itself. itself.

As part of a joint As part of a joint venture; And it venture; And it held __% of the held __% of the rights and rights and interests in the interests in the Joint Venture. Joint Venture.

Client Details: Client Details: ______. ______.

Contact person on behalf of the client: Contact person on behalf of the client: ______. ______.

3. MISCELLANEOUS 3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents.

3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “E(2)” (Threshold Requirements for the Local Design Firm). 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Local Design Firm

Stamp and Signature of the Local Design Firm

Attorney's approval 3. I, the undersigned, ______, attorney-at-law, hereby confirm that on ______, First and Last Stamp and Mr./Mrs. ______, I.D. name Signature No. ______, appeared before me, and after being cautioned that he/she is required to state the truth, Attorney license Date and that if he/she fails to do so number he/she shall be liable to the punishments prescribed by law, signed this statement in my presence. 4. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM B“2A” FINANCIAL THRESHOLD REQUIREMENTS FOR THE LOCAL DESIGN FIRM (This form will be signed by the Local Design Firm’s Auditor)

1. FINANCIAL THRESHOLD REQUIREMENTS 1.1. The average annual turnover of the Local Design Firm, as noted in its three (3) latest financial statements which preceding the Submission Date is as detailed in the table below:

Fiscal year 2015 2016 2017 Average Annual Turnover

Turnover (in NIS)

(the Turnover (NIS) amount shall be converted in accordance with the conversion rates detailed in Annex D”1”‎ (Threshold Requirements for the Lead Design Firm)

1.2. The Local Design Firm Auditor declares that the Local Design Firm latest compiled or certified financial statement does not include a going concern notice.

2. MISCELLANEOUS 2.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 2.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(2)” (Threshold Requirements for the Local Design Firm). 2.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

First and Last Position Signature Date name

INVITATION FORM B“3” THRESHOLD REQUIREMENTS FOR THE CHIEF DESIGNER (to be completed by the Chief Designer)

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country), By virtue of my candidacy for the position of Chief Designer on behalf of the participant, having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. At the Submission Date the Chief Designer holds an engineer's certificate in ______, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) or Incorporated Engineer in the United Kingdom. 1.2. The Chief Designer has at least twenty (20) years of experience in design of Railway Projects. 1.3. As of the Submission Date the Chief Designer is in compliance with at least one (1) of the following conditions: [The unnecessary clause should be deleted]  The Chief Designer employed by the Lead Design Firm; or  The Chief Designer entered into an agreement with the Lead Design Firm, according to which The Chief Designer undertakes to provide the respective Services required therein, in accordance with the Tender Documents. 1.4. The Chief Designer not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State. 1.5. The Chief Designer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted, except as follows; ______

2. PROFESSIONAL THRESHOLD REQUIREMENTS The Chief Designer meets each of the threshold requirements set forth in Annex “D(3)” (Threshold Requirements for the Chief Designer), as describe in the table below: Project 1 Project 2

The name of the project and a general The name of the project and a general description: description: ______

Please mark accordingly: Please mark accordingly:

The project was a Light Rail Train Project; The project was a Light Rail Train Project;

The project was a Metro Project; The project was a Metro Project;

Please mark accordingly: Please mark accordingly:

The Chief Designer has Prepared, as a Head The Chief Designer has Prepared, as a Designer, the Design of the project. Head Designer, the Design of the project.

The accumulative length of rail in such The accumulative length of rail in such project (in km): project (in km): ______

The date of commencement of the design The date of commencement of the design stage of the project: ______. stage of the project: ______.

The date of commencement of the The date of commencement of the construction phase of the project: construction phase of the project: ______. ______.

Client Details: Client Details: ______. ______.

Contact person on behalf of the client: Contact person on behalf of the client: ______. ______.

3. MISCELLANEOUS 3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(3)” (Threshold Requirements for the Chief Designer) 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

Attorney's approval 5. I, the undersigned, ______, attorney-at-law, hereby confirm that on ______, First and Last Stamp and Mr./Mrs. ______, I.D. name Signature No. ______, appeared before me, and after being cautioned that he/she is required to state the truth, Attorney license Date and that if he/she fails to do so number he/she shall be liable to the punishments prescribed by law, signed this statement in my presence. 6. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM B“4” THRESHOLD REQUIREMENTS FOR THE DEPUTY CHIEF DESIGNER (to be completed by the Deputy Chief Designer)

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country), By virtue of my candidacy for the position of Deputy Chief Designer on behalf of the participant, having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. The Deputy Chief Designer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.2. At the Submission Date the Deputy Chief Designer holds a Certified Engineer registered in the Registrar of Engineers and ,(תעודת מהנדס רישוי) Certificate Architects in Israel. 1.3. The Deputy Chief Designer has at least fifteen (15) years of experience in design of Transportation Projects. 1.4. As of the Submission Date the Deputy Chief Designer is in compliance with at least one of the following conditions: [The unnecessary clause should be deleted]  the Deputy Chief Designer employed by the Lead Design Firm; or  the Deputy Chief Designer entered into an agreement with the Lead Design Firm, according to which the Deputy Chief Designer undertaken to provide the respective Services required therein, in accordance with the Tender Documents. 1.5. The Deputy Chief Designer has not been convicted in an Offense, and no criminal proceedings with respect to an Offence are being conducted, except as follows: ______2. PROFESSIONAL THRESHOLD REQUIREMENTS The Deputy Chief Designer meets each of the threshold requirements set forth in Annex “D(4)” (Threshold Requirements for the Deputy Chief Designer), as describe in the table below: Project 1 Project 2

The name of the Railway Project and a The name of the Railway Project and a general description: general description: ______

______

The accumulative length of rail in such The accumulative length of rail in such project (in km): project (in km): ______

Please mark accordingly: Please mark accordingly:

The Deputy Chief Designer has Prepared, The Deputy Chief Designer has Prepared, as a Head Designer, the Design of the as a Head Designer, the Design of the Railway Project. Railway Project.

Please mark accordingly: Please mark accordingly:

The Railway Project was carried out in The Railway Project was carried out in Israel. Israel.

The date of commencement of the design The date of commencement of the design stage of the project: stage of the project: ______

The date of commencement of the The date of commencement of the construction phase of the project: construction phase of the project: ______

Client Details: Client Details: ______. ______.

Contact person on behalf of the client: Contact person on behalf of the client: ______. ______.

3. Miscellaneous 3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(4)” (Threshold Requirements for the Deputy Chief Designer). 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

Attorney's approval 7. I, the undersigned, ______, First and Last Stamp and attorney-at-law, hereby confirm that name Signature on ______, Mr./Mrs. ______, I.D. No. ______, appeared before Attorney license Date me, and after being cautioned that number he/she is required to state the truth, and that if he/she fails to do so he/she shall be liable to the punishments prescribed by law, signed this statement in my presence. 8. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM B“5” THRESHOLD REQUIREMENTS FOR THE OPERATIONS AND MAINTENANCE EXPERT (to be completed by the Operations and Maintenance Expert)

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country), By virtue of my candidacy for the position of Operations and Maintenance Expert on behalf of the Participant, having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. The Operations and Maintenance Expert has at least ten (10) years of experience in railway operation and maintenance. 1.2. As of the Submission Date the Operations and Maintenance Expert is in compliance with at least one of the following conditions: [The unnecessary clause should be deleted]  the Operations and Maintenance Expert employed by the Lead Design Firm; or  the Operations and Maintenance Expert entered into an agreement with the Lead Design Firm, according to which the Operations and Maintenance Expert undertaken to provide the respective Services required therein, in accordance with the Tender Documents. 1.3. The Operations and Maintenance Expert is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.4. The Operations and Maintenance Expert has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted except as follows: ______2. PROFESSIONAL THRESHOLD REQUIREMENTS The Operations and Maintenance Expert meets each of the threshold requirements set forth in Annex “D(5)” (Threshold Requirements for the Operations and Maintenance Expert), as describe in the table below: Project 1 Project 2

The name of the project and a general The name of the project and a general description: description: ______

______

Please mark accordingly: Please mark accordingly:

The project was a Light Rail Train Project; The project was a Light Rail Train Project;

The project was a Metro Project; The project was a Metro Project;

Please mark accordingly: Please mark accordingly:

The Operations and Maintenance Expert The Operations and Maintenance Expert has has Prepared, as a Head Designer, the Prepared, as a Head Designer, the Design of Design of the project. the project.

Please mark accordingly: Please mark accordingly:

The project Completed on January 1, 2008, The project Completed on January 1, 2008, or onwards or onwards

The accumulative length of rail in such The accumulative length of rail in such project (in km): project (in km):

______

Please mark accordingly: Please mark accordingly: the Operations and Maintenance Expert the Operations and Maintenance Expert design the operations and maintenance design the operations and maintenance specification. specification.

Please mark accordingly: Please mark accordingly: the project included a fleet of at least the project included a fleet of at least twenty twenty (20) vehicles (20) vehicles

The date of commencement of the design The date of commencement of the design stage of the project: stage of the project: ______

The date of commencement of the The date of commencement of the construction phase of the project: construction phase of the project: ______.

Client Details: Client Details: ______

Contact person on behalf of the client: Contact person on behalf of the client: ______

3. Miscellaneous 3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(5)” (Threshold Requirements for the Operations and Maintenance Expert). 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM B“6” THRESHOLD REQUIREMENTS FOR THE SYSTEMS ENGINEER (to be completed by the Systems Engineer)

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country), By virtue of my candidacy for the position of Systems Engineer on behalf of the participant, having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. At the Submission Date, the Systems Engineer holds an engineer's certificate, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) or Incorporated Engineer UK. 1.2. The Systems Engineer has at least ten (10) years of experience in railway Systems. 1.3. As of the Submission Date the Systems Engineer is in compliance with at least one of the following conditions: [The unnecessary clause should be deleted]  the Systems Engineer employed by the Lead Design Firm; or  the Systems Engineer entered into an agreement with the Lead Design Firm, according to which Systems Engineer has undertaken to provide the respective Services required therein, in accordance with the Tender Documents. 1.4. The Systems Engineer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.5. The Systems Engineer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted except as follows: ______

2. PROFESSIONAL THRESHOLD REQUIREMENTS The Systems Engineer meets each of the threshold requirements set forth in Annex “D(6)” (Threshold Requirements for the Systems Engineer), as describe in the table below: Project 1 Project 2

The name of the project and a general The name of the project and a general description: description: ______

Please mark accordingly: Please mark accordingly:

The project was a Light Rail Train Project; The project was a Light Rail Train Project;

The project was a Metro Project; The project was a Metro Project;

Please mark accordingly: Please mark accordingly:

The Systems Engineer has Prepared, as a The Systems Engineer has Prepared, as a Head Designer, the Design of the Systems Head Designer, the Design of the Systems.

Please mark accordingly: Please mark accordingly:

The project Completed on January 1, 2008, The project Completed on January 1, 2008, or onwards or onwards

The accumulative length of rail in such The accumulative length of rail in such project (in km): project (in km): ______. ______

Please mark accordingly: Please mark accordingly: the project included a fleet of at least the project included a fleet of at least twenty twenty (20) vehicles (20) vehicles

The date of commencement of the design The date of commencement of the design stage of the project: stage of the project: ______

The date of commencement of the The date of commencement of the construction phase of the project: construction phase of the project:

______

Client Details: Client Details: ______

Contact person on behalf of the client: Contact person on behalf of the client: ______

3. MISCELLANEOUS 3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(6)” (Threshold Requirements for the Systems Engineer). 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM B“7” THRESHOLD REQUIREMENTS FOR THE ROLLING STOCK ENGINEER (to be completed by the Rolling Stock Engineer)

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country), By virtue of my candidacy for the position of Rolling Stock Engineer on behalf of the participant, having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. At the Submission Date the Rolling Stock holds an engineer's certificate, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) or Incorporated Engineer UK. 1.2. The Rolling Stock Engineer has at least ten (10) years’ experience in design of railway rolling stock. 1.3. As of the Submission Date the Rolling Stock Engineer is in compliance with at least one of the following conditions: [The unnecessary clause should be deleted]  The Rolling Stock Engineer employed by the Lead Design Firm; or  The Rolling Stock Engineer entered into an agreement with the Lead Design Firm, according to which the Rolling Stock Engineer undertaken to provide the respective Services required therein, in accordance with the Tender Documents. 1.4. The Rolling Stock Engineer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State; 1.5. The Rolling Stock Engineer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted except as follows; ______

2. PROFESSIONAL THRESHOLD REQUIREMENTS The Rolling Stock Engineer meets each of the threshold requirements set forth in Annex “D(7)” (Threshold Requirements for the Rolling Stock Engineer), as describe in the table below:

Project 1 Project 2

The name of the project and a general The name of the project and a general description: description: ______

Please mark accordingly: Please mark accordingly:

The project was a Light Rail Train Project; The project was a Light Rail Train Project;

The project was a Metro Project; The project was a Metro Project;

Please mark accordingly: Please mark accordingly:

The Rolling Stock Engineer has Prepared, The Rolling Stock Engineer has Prepared, as a Head Designer, the Rolling Stock as a Head Designer, the Rolling Stock Design. Design.

Please mark accordingly: Please mark accordingly:

The project Completed on January 1, 2008, The project Completed on January 1, 2008, or onwards or onwards

Please mark accordingly: Please mark accordingly: the project included a fleet of at least the project included a fleet of at least twenty twenty (20) vehicles (20) vehicles

The date of commencement of the design The date of commencement of the design stage of the project: stage of the project: ______

The date of commencement of the The date of commencement of the construction phase of the project: construction phase of the project: ______

Client Details: Client Details: ______

Contact person on behalf of the client: Contact person on behalf of the client: ______

3. MISCELLANEOUS 3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(7)” (Threshold Requirements for the Rolling Stock Engineer). 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement. This is my name, below is my signature and the content of my affidavit is true,

First and Last name Signature Date

INVITATION FORM B“8” THRESHOLD REQUIREMENTS FOR THE TRACK DESIGNER (to be completed by the Track Designer)

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country)], By virtue of my candidacy for the position of a Track Designer on behalf of the participant, having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: 1. GENERAL 1.1. At the Submission Date the Track Engineer holds an engineer's certificate, which corresponds to the certificate of an authorized engineer according to the Engineers and Architects Law, such as P.E. (Professional Engineer) in the United States; CEng (Chartered Engineer) or Incorporated Engineer UK. 1.2. The Track Engineer has at least ten (10) years’ experience in design of Railway Track. 1.3. As of the Submission Date the Track Engineer is in compliance with at least one of the following conditions: [The unnecessary clause should be deleted]  the Track Engineer employed by the Lead Design Firm; or  the Track Engineer entered into an agreement with the Lead Design Firm, according to which the Track Engineer undertaken to provide the respective Services required therein in accordance with the Tender Documents. 1.4. The Track Engineer is not and shall not be a resident of or domiciled in a country which does not have diplomatic relations with the State or of a country which does not have full trade relations with the State ; 1.5. The Track Engineer has not been convicted in an Offence, and no criminal proceedings with respect to an Offence are being conducted, except as follows: ______

2. MEETING THE THRESHOLD CONDITIONS FOR PROFESSIONAL EXPERIENCE The Track Engineer meets each of the threshold requirements set forth in Annex “D(8)” (Threshold Requirements for the Track Engineer), as describe in the table below:

Project 1 Project 2

The name of the project and a general The name of the project and a general description: description: ______

Please mark accordingly: Please mark accordingly:

The project was a Light Rail Train Project; The project was a Light Rail Train Project;

The project was a Metro Project; The project was a Metro Project;

Please mark accordingly: Please mark accordingly:

The Track Engineer has Prepared, as a The Track Engineer has Prepared, as a Head Head Designer, the Track Design. Designer, the Track Design.

Please mark accordingly: Please mark accordingly:

The project Completed on January 1, 2008, The project Completed on January 1, 2008, or onwards or onwards

The accumulative length of rail in such The accumulative length of rail in such project (in km): project (in km): ______

The date of commencement of the design The date of commencement of the design stage of the project: stage of the project: ______

The date of commencement of the The date of commencement of the construction phase of the project: construction phase of the project: ______

Client Details: Client Details: ______. ______.

Contact person on behalf of the client: Contact person on behalf of the client: ______. ______.

3. MISCELLANEOUS 3.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 3.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(8)” (Threshold Requirements for the Track Designer). 3.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM C“1” QUALITY PROPOSAL FOR THE LEAD DESIGN FIRM (to be completed by the Lead Design Firm)

The name of the ______project and a ______general ______. ______. ______. description:

The location of ______the project: ______. ______. ______.

Please mark accordingly: Please mark accordingly: Please mark accordingly: The project included the The project included the The project included the following disciplines: following disciplines: following disciplines:

railway design railway design railway design

railway system railway system railway system design (such as design (such as design (such as signaling and signaling and signaling and electrical electrical electrical system) system) system)

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Light The project was a Light The project was a Light Rail Train Project; Rail Train Project; Rail Train Project;

The project was a Metro The project was a Metro The project was a Metro Project; Project; Project;

Please mark accordingly: Please mark accordingly: Please mark accordingly: the design firm was in the design firm was in the design firm was in charge of the overall charge of the overall charge of the overall Design Design Design with respect to a Light Rail with respect to a Light Rail with respect to a Light Rail Project - the design firm Project - the design firm Project - the design firm designed at least one of the designed at least one of the designed at least one of the following design following design following design disciplines: Alignment, disciplines: Alignment, disciplines: Alignment, Tracks or Systems Tracks or Systems Tracks or Systems with respect to a Metro with respect to a Metro with respect to a Metro Project - the design firm Project - the design firm Project - the design firm designed at least one of the designed at least one of the designed at least one of the following design following design following design disciplines: Alignment, disciplines: Alignment, disciplines: Alignment, Tracks or Systems Tracks or Systems Tracks or Systems

Please mark accordingly: Please mark accordingly: Please mark accordingly: The accumulative length of The accumulative length of The accumulative length of rail in such project was (in rail in such project was (in rail in such project was (in km): km): km):

Up to five (5) Up to five (5) Up to five (5) km km km

Between five Between five Between five (5) to twenty (5) to twenty (5) to twenty (20) km (20) km (20) km

More than More than More than twenty (20) km. twenty (20) km. twenty (20) km. the project included a the project included a the project included a Depot: Depot: Depot: Yes Yes Yes No No No

The Lead Design Firm itself. itself. itself.

Prepared the As part of a As part of a As part of a Design itself or joint venture; joint venture; joint venture; as part of a joint And it held And it held And it held venture: __% of the __% of the __% of the rights and rights and rights and interests in the interests in the interests in the Joint Venture. Joint Venture. Joint Venture.

If the Lead The Lead Design Firm was The Lead Design Firm was The Lead Design Firm was Design Firm jointly and severally jointly and severally jointly and severally Prepared the responsible for the responsible for the responsible for the Design as part execution of the applicable execution of the applicable execution of the applicable of a joint project (at least to the project (at least to the project (at least to the venture: extent of its share in the extent of its share in the extent of its share in the joint venture): joint venture): joint venture): Yes Yes Yes No No No

Client Details: Client Details: Client Details: ______. ______. ______.

Contact person on behalf of Contact person on behalf of Contact person on behalf of the client: the client: the client: ______. ______. ______.

MISCELLANEOUS

1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(1)” (Threshold Requirements for the Lead Design Firm). 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Lead Design Firm

Stamp and Signature of the Lead Design Firm

INVITATION FORM C“2” QUALITY PROPOSAL FOR THE LOCAL DESIGN FIRM (to be completed by the Local Design Firm)

Below is a detailed description of the Local Design Firm experience: Details Project 1 Project 2 Project 3

The name of the ______Railway Project ______and a general ______description: ______. ______. ______.

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Design of the Railway The Design of the Railway The Design of the Railway Project was Prepared by Project was Prepared by Project was Prepared by the Local Design Firm as a the Local Design Firm as a the Local Design Firm as a Main Designer. Main Designer. Main Designer.

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was carried The project was carried The project was carried out in Israel out in Israel out in Israel

Please mark accordingly: Please mark accordingly: Please mark accordingly: The accumulative length The accumulative length The accumulative length of rail in such project was of rail in such project was of rail in such project was (in km): (in km): (in km):

Between six Between six Between six (6) to ten (10) (6) to ten (10) (6) to ten (10) km km km

More than ten More than ten More than ten (10) km. (10) km. (10) km.

Please mark accordingly: Please mark accordingly: Please mark accordingly: The project constitutes a The project constitutes a The project constitutes a Light Rail Train Project: Light Rail Train Project: Light Rail Train Project: Yes Yes Yes No No No

The Local itself. itself. itself. Design Firm

Prepared the As part of a joint As part of a joint As part of a joint Design itself or venture; And it venture; And it venture; And it as part of a joint held __% of the held __% of the held __% of the venture: rights and rights and rights and interests in the interests in the interests in the Joint Venture. Joint Venture. Joint Venture.

If the Local The Local Design Firm The Local Design Firm The Local Design Firm Design Firm was jointly and severally was jointly and severally was jointly and severally Prepared the responsible for the responsible for the responsible for the Design as part execution of the applicable execution of the applicable execution of the applicable of a joint project (at least to the project (at least to the project (at least to the venture: extent of it share in the extent of it share in the extent of it share in the joint venture): joint venture): joint venture): Yes Yes Yes No No No

Client Details: ______. ______. ______.

Contact person ______on behalf of the ______client: ______. ______. ______.

MISCELLANEOUS 1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(2)” (Threshold Requirements for the Local Design Firm). 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Local Design Firm

Stamp and Signature of the Local Design Firm

INVITATION FORM C“3” QUALITY PROPOSAL FOR THE CHIEF DESIGNER (to be completed by the Chief Designer)

Details Project 1 Project 2 Project 3

The name of the ______project and a ______general ______. ______. ______. description:

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Light The project was a Light The project was a Light Rail Train Project; Rail Train Project; Rail Train Project;

The project was a Metro The project was a Metro The project was a Metro Project; Project; Project;

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Design of the project The Design of the project The Design of the project was Prepared by the Chief was Prepared by the Chief was Prepared by the Chief Designer as a Head Designer as a Head Designer as a Head Designer. Designer. Designer.

Up to five (5) Up to five (5) Up to five (5) km km km

Between five Between five Between five (5) to twenty (5) to twenty (5) to twenty (20) km (20) km (20) km

More than More than More than twenty (20) twenty (20) twenty (20) km. km. km.

the project included a the project included a the project included a Depot? Depot? Depot? Yes Yes Yes No No No

Client Details: ______. ______. ______.

Contact person ______on behalf of the ______client: ______. ______. ______.

MISCELLANEOUS 1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(3)” (Threshold Requirements for the Chief Designer) 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

Attorney's approval 1. I, the undersigned, ______, attorney-at-law, hereby confirm that on ______, First and Last Stamp and Mr./Mrs. ______, I.D. name Signature No. ______, appeared before me, and after being cautioned that he/she is required to state the truth, Attorney license Date and that if he/she fails to do so number he/she shall be liable to the punishments prescribed by law, signed this statement in my presence. 2. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM C“4” QUALITY PROPOSAL FOR THE DEPUTY CHIEF DESIGNER (to be completed by the Deputy Chief Designer)

Details Project 1 Project 2 Project 3

The name of the ______project and a ______general ______. ______. ______. description:

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Design of the project The Design of the project The Design of the project was Prepared by the was Prepared by the was Prepared by the Deputy Chief Designer as Deputy Chief Designer as Deputy Chief Designer as a Head Designer. a Head Designer. a Head Designer.

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Railway The project was a Railway The project was a Railway Projects Projects Projects

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was carried The project was carried The project was carried out in Israel out in Israel out in Israel

Between six Between six Between six (6) to ten (10) (6) to ten (10) (6) to ten (10) km km km

More than ten More than ten More than ten (10) km. (10) km. (10) km.

Client Details: ______. ______. ______.

Contact person ______on behalf of the ______client: ______. ______. ______.

MISCELLANEOUS 1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(4)” (Threshold Requirements for the Deputy Chief Designer). 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM C“5” QUALITY PROPOSAL FOR THE OPERATIONS AND MAINTENANCE EXPERT (This form will be completed by the Operations and Maintenance Expert)

Details Project 1 Project 2 Project 3

The name of the ______project and a ______general ______. ______. ______. description:

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Light The project was a Light The project was a Light Rail Train Project; Rail Train Project; Rail Train Project;

The project was a Metro The project was a Metro The project was a Metro Project; Project; Project;

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Operation and The Operation and The Operation and Maintenance Design was Maintenance Design was Maintenance Design was Prepared by the Prepared by the Prepared by the Operations and Operations and Operations and Maintenance Expert as a Maintenance Expert as a Maintenance Expert as a Head Designer. Head Designer. Head Designer.

Up to twenty Up to twenty Up to twenty (20) km (20) km (20) km

More than More than More than twenty (20) km twenty (20) km twenty (20) km

Client Details: ______. ______. ______.

Contact person ______on behalf of the ______client: ______. ______. ______.

MISCELLANEOUS 1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(5)” (Threshold Requirements for the Operations and Maintenance Expert). 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM C“6” QUALITY PROPOSAL FOR THE SYSTEMS ENGINEER (to be completed by the Systems Engineer)

Details Project 1 Project 2 Project 3

The name of the ______project and a ______general ______. ______. ______. description:

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Light The project was a Light The project was a Light Rail Train Project; Rail Train Project; Rail Train Project;

The project was a Metro The project was a Metro The project was a Metro Project; Project; Project;

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The design of the Systems The design of the Systems The design of the Systems was Prepared by the was Prepared by the was Prepared by the Systems Engineer as a Systems Engineer as a Systems Engineer as a Head Designer. Head Designer. Head Designer.

power power power

signaling signaling signaling

control & control & control & communication communication communication

Please mark accordingly: Please mark accordingly: Please mark accordingly: The accumulative length The accumulative length The accumulative length of rail in such project was: of rail in such project was: of rail in such project was:

Up to twenty Up to twenty Up to twenty (20) km (20) km (20) km

Mort then Mort then Mort then twenty (20) km twenty (20) km twenty (20) km

Client Details: ______. ______. ______.

Contact person ______on behalf of the ______client: ______. ______. ______.

MISCELLANEOUS 1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(6)” (Threshold Requirements for the Systems Engineer). 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM C“7” QUALITY PROPOSAL FOR THE ROLLING STOCK ENGINEER (This form will be completed by the Rolling Stock Engineer)

Details Project 1 Project 2 Project 3

The name of the ______project and a ______general ______. ______. ______. description:

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Light The project was a Light The project was a Light Rail Train Project; Rail Train Project; Rail Train Project;

The project was a Metro The project was a Metro The project was a Metro Project; Project; Project;

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Rolling Stock Design The Rolling Stock Design The Rolling Stock Design was Prepared by the was Prepared by the was Prepared by the Rolling Stock Engineer as Rolling Stock Engineer as Rolling Stock Engineer as a Head Designer. a Head Designer. a Head Designer.

Please mark accordingly: Please mark accordingly: Please mark accordingly: The fleet size in such The fleet size in such The fleet size in such project was: project was: project was:

Up to thirty Up to thirty Up to thirty (30) vehicles (30) vehicles (30) vehicles

More than More than More than thirty (30) thirty (30) thirty (30) vehicles vehicles vehicles

Client Details: ______. ______. ______.

Contact person ______on behalf of the ______client: ______. ______. ______.

MISCELLANEOUS 1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(7)” (Threshold Requirements for the Rolling Stock Engineer). 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM C“8” QUALITY PROPOSAL FOR THE TRACK DESIGNER (to be completed by the Track Designer)

Details Project 1 Project 2 Project 3

The name of the ______project and a ______general ______. ______. ______. description:

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The project was a Light The project was a Light The project was a Light Rail Train Project; Rail Train Project; Rail Train Project;

The project was a Metro The project was a Metro The project was a Metro Project; Project; Project;

Please mark accordingly: Please mark accordingly: Please mark accordingly:

The Track Design was The Track Design was The Track Design was Prepared by the Track Prepared by the Track Prepared by the Track Designer as a Head Designer as a Head Designer as a Head Designer. Designer. Designer.

Please mark accordingly: Please mark accordingly: Please mark accordingly: The accumulative length The accumulative length The accumulative length of rail in such project was: of rail in such project was: of rail in such project was:

Up to twenty Up to twenty Up to twenty (20) km (20) km (20) km

More than More than More than twenty (20) km twenty (20) km twenty (20) km

Client Details: ______. ______. ______.

Contact person ______on behalf of the ______client: ______. ______. ______.

MISCELLANEOUS 1.1. This Form, along with all attachments, constitutes an integral part of the Tender Documents. 1.2. Terms not specifically defined in this form shall have the meaning given to them in Annex “D(8)” (Threshold Requirements for the Track Designer). 1.3. For the avoidance of doubt, it is hereby clarified that the declarations in this Form shall not derogate from the Participant's declarations and representations in the Agreement.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Signature Date name

INVITATION FORM “D” PRICE PROPOSAL

I, the undersigned ______[full name], identity card No*. ______[identity card number] / holder of passport No*. ______[identity card number] issued by ______(name of country), in my capacity as [CEO / CFO], at ______[the Participant name], [public company / private company] No*. ______[company number], the Participant, having been cautioned that I required to state the truth and that if I fails to do so I shall be liable to the punishments prescribed by law, hereby declare in writing as follow: The full, final and total consideration offered by ______[the name of the Participant] for the performance of the full Services under the Agreementt, Equal to the base price, With addition of ______[the rate of the addition in whole percentages, from 0% to 20% at most] on the base price. Or With discount of ______[the rate of the discount in whole percentages, from 0% to 20% at most] on the base price. Where the base price is ______. linkage: The price proposal will be paid in accordance with the following and will be linked as specified in the table below:

Israeli New Shekel Euro (linked to the US Dollar (Linked (Linked to the HICP index) to the US CPI Consumer Price Index) Index) [not less than 70%]

Percentage of the total consideration

It is clarified that the table should not contain negative values This Form, along with all attachments, constitutes an integral part of the Tender Documents.

This is my name, below is my signature and the content of my affidavit is true,

First and Last Position Holder in Signature Date name the Participant

Stamp and Signature of the Participant

Attorney's approval I hereby confirm with my signature:

1. I, the undersigned, ______, attorney-at-law, hereby confirm that First and last Stamp and on ______, name Signature Mr./Mrs. ______, I.D. No. ______, appeared before me, and after being cautioned that he/she is required to state the truth, Attorney license Date and that if he/she fails to do so number he/she shall be liable to the punishments prescribed by law, signed this statement in my presence. 2. In addition, I, ______, attorney-at-law, hereby do attest and confirm that ______is authorized to sign on behalf of ______, and to commit it for the purposes and intents of this Form.

INVITATION FORM “E” LETTER OF UNDERTAKING FOR INDUSTRIAL COOPERATION

[attached separately]