ORGANISATION FOR ECONOMIC CO-OPERATION AND DEVELOPMENT CALL FOR TENDERS
ORGANISATION FOR ECONOMIC CO-OPERATION AND DEVELOPMENT CALL FOR TENDERS 100001082 Competition Assessment of Laws and Regulations in Romania The deadline date for the receipt of Tenders is Wednesday, 17th December 2014, 3PM time. (Paris time) 1|Page INSTRUCTIONS TO TENDERERS The OECD brings together the governments of countries committed to democracy and the market economy from around the world to: • • • • • • Support sustainable economic growth Boost employment Raise living standards Maintain financial stability Assist other countries' economic development Contribute to growth in world trade The OECD also shares expertise and exchanges views with more than 100 other countries and economies, from Brazil, China, and India to the least developed countries in Africa. Fast facts Established: 1961 Location: Paris, France Membership: 34 countries Budget: EUR 357 million (2014) Secretariat staff: 2 500 Secretary-General: Angel Gurría Publications: 250 new titles/year Official languages: English/French Monitoring, analysing and forecasting For over 50 years, the OECD has provided statistical, economic and social data comparable with the most important and most reliable in the world. In addition to its collection of data, the OECD monitors trends, analysis, and forecasts economic developments. The Organisation studies changes and developments in trade, environment, agriculture, technology, taxation and more. The Organisation provides a setting where governments can compare their experiences in developing public policies, seek answers to common problems, identify good practices and coordinate both domestic and international policies. Enlargement and enhanced engagement In May 2007, OECD countries agreed to invite Chile, Estonia, Israel and Slovenia to open discussions for membership of the Organisation and offered enhanced engagement to Brazil, China, India, Indonesia and South Africa. While enhanced engagement is distinct from accession to the OECD, it has the potential in the future to lead to membership. In 2010, Chile, Slovenia, Israel and Estonia became OECD member countries. In 2013, OECD countries agreed to invite Colombia and Latvia to open discussions for membership of the Organisation. Publishing The OECD is one of the world's largest publishers in the fields of economics and public policy. OECD publications are a prime vehicle for disseminating the Organisation's intellectual output, both on paper and online. Publications are available through the Online Information System (OLIS) for government officials, through OECD iLibrary for researchers and students in institutions, corporate, subscribed to our online library and through the Online Bookshop for individuals who wish to browse titles free-of-charge and to buy publications. 2 INSTRUCTIONS TO TENDERERS ARTICLE 1 - PURPOSE AND OBJECT OF THE CALL FOR TENDERS The OECD is issuing this Call for Tenders with a view to sourcing services for a Competition Assessment of Laws and Regulations in Romania. ARTICLE 2 - TERMS AND CONDITIONS OF THE CALL FOR TENDERS 2.1 Composition of the Call for Tenders The documentation relating to the Call for Tenders includes the following parts: a) b) c) 2.2 Instructions to Tenderers and their Annex; Terms of Reference; Minimum General Conditions for OECD Contracts. Tenders All Tenders will be treated as contractually binding for the Tenderer and the Tenderer shall consequently issue in response to this Call for Tenders a Letter of Application dated and signed including all the provisions set out in clause 3.2 below. 2.3 Duration of Tender validity Tenders shall remain valid for one hundred and twenty (120) calendar days, as from the deadline for receipt of Tenders. 2.4 Additional information Should any problems of interpretation arise in the course of drawing up the Tender documents, Tenderers may submit their questions to [email protected], no later than five (5) calendar days before the deadline for the receipt of Tenders. All Tenderers will be advised of the answers given to such questions. 3 INSTRUCTIONS TO TENDERERS 2.5 Acceptance and rejection of Tenders There is no commitment on the part of the Organisation to accept any Tender or part thereof that is received in response to the Call for Tenders. The OECD reserves the right: 2.6 To accept Tenders with non-substantial defects To reject Tenders received after the deadline for receipt of Tenders, without indemnity or justification. Modification or cancellation of Call for Tenders The Organisation reserves the right to modify or cancel all or part of the Call for Tenders, should the need arise, without having to justify its actions and without such action conferring any right to compensation on Tenderers. 2.7 Partnerships. Partnerships must jointly meet the administrative requirements set out in the Call for Tenders. Each partner must also meet full requirements individually. 2.8 Extension of the deadline for receipt of Tenders The OECD reserves the right to extend the deadline for receipt of the Tenders. In that case, all the Tenderer’s and Organisation’s rights and duties and in particular Article 2.3 above will be subject to this new deadline. 2.9 Expenses Tenders are not paid. No reimbursement of expenses related to the preparation of any Tender will be made by the OECD. 2.10 Confidentiality The Call for Tenders and any further information communicated to the Tenderer or which come to his knowledge in the course of the Call for Tenders and the performance of the work, are confidential and are strictly dedicated to the purpose of the Call for Tenders. The OECD reserves the right to have all material returned at the end of the Call for Tenders process. 4 INSTRUCTIONS TO TENDERERS ARTICLE 3 - PRESENTATION, SUBMISSION AND CONTENTS OF TENDERS 3.1 Tender presentation and conditions for submission Tenders shall be entirely drafted English and shall be received by the Organisation: Before the deadline date: 17 December 2014 In three paper copies and one electronic version (e.g. USB Key): In an envelope bearing the words: « NE PAS OUVRIR par le service courrier Appel d’Offres n 100001082 » To the following address: OECD EXD/PBF/CPG To the attention of Sabrina Traskos/ Central Purchasing Group 2 rue André Pascal 75775 Paris Cedex 16 FRANCE Tenders which are received after the deadline for receipt specified above as well as Tenders which do not fully comply with the Technical Specifications, may be rejected. 3.2 Contents of the Tender The Tender in three copies and one electronic version (e.g. USB Key); A Letter of Application, signed by the Tenderer, confirming the following:: All the elements of the offer are contractually binding; That the person signing the offer does have the authority to commit the Tenderer to a legally binding offer That the Tenderer accepts all of the Minimum General Terms and Conditions without any modification. If there is an exception, please state the exception and the rationale for that exception. That the Tenderer, or each of the partners in the case of a partnership, have fulfilled all its legal obligations with regards to tax declarations and payments in its home country and must supply all the requisite certificates to that effect; That the Tenderer has not granted and will not grant, has not sought and will not seek, has not attempted and will not attempt to obtain, and has not accepted and will not accept any advantage, 5 INSTRUCTIONS TO TENDERERS financial or in kind, to or from any party whatsoever, constituting an illegal practice or involving corruption, either directly or indirectly, as an incentive or reward relating to the award or the execution of the Contract; Moreover, the Tenderer shall provide, to the extent possible and where applicable, certificate(s) identifying the Tenderer, including its name, legal form, address, registration number or equivalent, date founded, areas of activity and number of employees ; The signed Declaration detailed in Annex to these Instructions to Tenderers. Please note that the Tenderer, should it be shortlisted, will be asked to provide the following: Any relevant existing agreements with intermediaries or third parties; Financial information for the last three (3) years Proof of completed legal obligations with regards to tax declarations and payments in its home country and all the requisite certificates to that effect; 3.2.2 Financial Conditions Prices quoted must include everything necessary for the complete execution of an eventual contract (insurance, transport, guarantees). Charges for items essential to execution of the contract and not identified in the Tender will be borne by the Tenderer. 6 INSTRUCTIONS TO TENDERERS ARTICLE 4 - INTERVIEWS The Organisation reserves the right to organise interviews and request the Tenderers to specify the content of their Tenders. ARTICLE 5 – SELECTION CRITERIA Main criteria for Tenderer selections are as follows: 40% Relevant Experience 10% Methodology 20% Qualifications 10% Capacity 20% Financial Proposal ARTICLE 6 - INFORMATION TO TENDERERS All Tenderers will be informed, whenever possible, of the decision taken on their Tenders. 7 INSTRUCTIONS TO TENDERERS Annex Declaration Call for Tenders n° 100001082 As part of the offer in response to the OECD call for Tenders n° 100001082, the Tenderer (company or individual) declares on oath the following: - That it is not bankrupt or being wound up, is not having its affairs administered by the courts, has not entered into an arrangement with creditors, has not suspended business activities, is not the subject of proceedings concerning those matters, and is not in any analogous situation arising from a similar procedure provided for in national legislation or regulations; - That it has not been convicted of an offence concerning its professional conduct by a judgment which has the force of res judicata; - That it has not been the subject of a judgment which has the force of res judicata for fraud, corruption, involvement in a criminal organisation or any other illegal activity detrimental to the financial interests of the OECD, its members or its donors; - That it is not guilty of misrepresentation in supplying the information required as a condition of participation in this call for Tenders or fail to supply this information; - That it is not subject to a conflict of interest; - That its employees and any person involved in the execution of the work to be performed under the present Call for Tenders are regularly employed according to national laws to which it is subject and that it fully complies with laws and regulations in force in terms of social security and labor law. I, the undersigned, …………………………………. on behalf of the company …………………., understand and acknowledge that the OECD may decide not to award the contract to a Tenderer who is one of the situations indicated above. I further recognise that the Organisation may terminate for default any contract awarded to a Tenderer who during the award procedure had been guilty of misrepresentation in supplying, or fail to supply, the information requested above. The .. / .. / .. Signature 8 TECHNICAL SPECIFICATIONS Terms of Reference for Competition Assessment of Laws and Regulations in Romania About the Project The Competition Division of the Directorate for Finances and Enterprise Affairs (DAF) of the OECD is undertaking a global Project on competition assessment of laws and regulations in Romania in 3 different sectors: Food processing; Construction (with a focus on building materials and tenders); Transport (with a focus on land and water transport of freight). 1. The Objectives of the Project are to: Screen laws and regulations in three key sectors of the Romanian economy in order to identify unnecessary regulatory restrictions to competition and propose changes to improve the regulatory environment and stimulate growth. Provide assistance in building up the Romanian administration’s competition assessment capabilities to evaluate and measure competition burdens in regulation. 2. The Impacts of the Project Independent policy assessment: The OECD will perform an assessment based on the OECD Competition Assessment Toolkit1, which will help to develop beneficial reforms by identifying shortcomings in the regulatory or policy environment that hinder the efficient functioning of markets, damaging long-term growth and preventing the markets from functioning in a beneficial manner for both corporate and household consumers. Capacity building: This project will provide Romanian officials with effective capacity-building that will help them in conducting competition assessments in line with international best practices. In the course of the project, officials from the Romanian Competition Council (RCC) and Romanian Public Administration will gain knowledge of techniques and methods of measuring competition restrictions. Once this project is complete, they will be able to continue their work on competition assessment and will become champions of competition assessment in their respective institutions. 3. Organisation of project 1 See www.oecd.org/competition/toolkit for the toolkit and further information on the methodology including a link to past competition assessment projects of the OECD. 9 TECHNICAL SPECIFICATIONS The project will involve regular interactions between various parties who, in addition to the OECD, will include the RCC, a High-Level Committee, ministerial experts. The OECD will be responsible for quality control of intermediary and final reports of the screening prepared project. Reports and outputs of contractors will be prepared for the OECD. 4. The Key results of the policy assessment A detailed report assessing competition restrictions in laws and regulations related to each of the three sectors will be completed. The report will include: The mapping and the assessment of competition restrictions in laws and regulations affecting each sector; Quantitative assessment of the competitive harm resulting from assessed regulations, and the likely benefits of their removal (to the extent possible); Recommendations proposing specific alternatives and less competition-restricting means to achieve the policy objective. 5. The Stages of the Project The project will be implemented in five stages which are detailed below. Capacity building will take place throughout the project duration. Stage 1. Collection of sector relevant laws and regulations. Overview of all regulations potentially affecting competition in the sectors. Kick off meeting: description of project plan, including key steps and outputs; Overall description of the economic situation in the 3 selected sectors, including descriptive statistics; After consultation with the RCC, the OECD will identify the scope of each selected sector to be covered by the project. Compilation and synthesis in a report, and presentation of the sector ‘mapping’ to the High Level Committee. Stage 2. Initial scan of mapped regulations based on the competition assessment checklist, looking for indications of obstacles to competition. Identification of key regulations that could hinder competition in the sectors; Selection of regulations for in-depth assessment. 10 TECHNICAL SPECIFICATIONS Stage 3. In-depth analysis of selected regulations. Assessment of harm to competition, (e.g. entry barriers), and documentation of reasoning for concern; Qualitative (and where feasible) quantitative assessment of the gains from removing the hindrance to competition (the quantitative analysis is subject to availability of suitable data and methodological approaches); Presentation (PowerPoint) in front of the High-Level Committee on the harm identified, including quantification where feasible. (The High Level Committee is composed of representatives of the RCC and institutions within the Romanian Public Administration); Stage 4. Formulation of recommendations for redesigning or abolishing regulations. Assessment of alternatives to existing regulations, taking into account the purpose of the regulation. Identification of purpose of the regulation for assessment of alternatives; Drafting alternatives to the anti-competitive regulations where required or if relevant; Draft report of recommendations and alternatives where required. Internal OECD review. Stage 5. Final report Draft final report of approximately 200 pages (5 chapters) of written content with an annex of 100 pages containing the methodology and legislation by sector. 6. Deliverables and anticipated timeline All written material will be subject to OECD input and approval during the whole process. 11 TECHNICAL SPECIFICATIONS Stage 1 Months 1-2 Deliverables An analytical report describing the main economic features in Romania of the sectors considered in the project, e.g. price and demand trends, key players, import trends, etc. A table listing relevant regulations, laws, decrees, etc. An analytical report containing a literature review of the benefits of removing obstacles to competition on these or similar sectors, drawing from international examples. A list of potential restriction in Competition by regulation. An analytical report containing a qualitative and/or quantitative estimate of the potential benefits (in terms of higher productivity and faster economic growth, for example) arising from removing restrictions to competition in the three sectors, and describing in detail the methodology used to derive such estimate, plus any sensitivity checks Stage 2 Months 3-4 Stage 3 Months 5-7 Stage 4 Months 8-10 x x x x x x Draft chapters for an integrated report of all findings and recommendations for public release. x x A table listing relevant regulations that restrict competition and recommendations for revisions or deletion, when appropriate x x x x Provide feedback and advice on the screening work carried out by the experts, on the basis of evidence on the economic characteristics of these sectors in Romania Final Draft Stage 5 Months 11-12 x x x All outputs will be subject to OECD input and approval. 7. Organisation and structure of the project The Project Team will be composed of a team of experts. There will be three separate project teams, each one dedicated to a different sector. Each team will need to provide research capabilities, legal and economic expertise. This team will collaborate with one lawyer and one economist who will be appointed by the RCC. In addition, sector experts from the relevant line ministries will also collaborate with the team. This approach brings together the international experience and technical knowledge of the OECD with the realities in Romania, and also creates a basis for capacity-building in Romania. The project team will maintain a consistent presence in Bucharest for the duration of the project. The OECD will provide quality control and strategic direction from OECD staff based in Paris. 12 TECHNICAL SPECIFICATIONS Involvement of stakeholders in business sector and academia During the project, the Project Team will also discuss the regulatory conditions in the sectors with Romanian stakeholders from businesses, business associations and research institutions active in the selected sectors. Correspondence and language All correspondence between the Project Team and both the RCC and Romanian Public Administration will be in English. All documents and reports of the project will be in English. 8. Duties and deliverables to be carried out by the contractor(s) The OECD is issuing this Call for Tenders with a view to sourcing consultants to support the project to assess competition laws and regulations in Romania for Food processing; Construction (with a focus on building materials and tenders); Transport (with a focus on land and water transport of freight). The Call for Tenders is being divided into different Lots. Bidders are invited to bid on one or more than one lot. Bidders will be allocated to 1 sector and they will be expected to carry out the various stages of the project. For lots 1, 2 and 3, a bid can focus on the lot within 1 sector and does not need to cover the lot for all sectors. It is also expected that the sector teams would interact as appropriate. Should bidders decide to bid on more than one Lot, their proposals would have to demonstrate the synergies and the efficiencies which would benefit the Organisation in case it decides to award more than one Lot to one bidder. The Lots are: Lot 1 – Research capabilities - searching for and identifying potential competitive effects laws Lot 2 – Economic expertise – Provide the necessary economic input to the project notably on the following aspects: Assessment of harm to competition, (e.g. entry barriers), and documentation of reasoning for concern; Qualitative (and where feasible) quantitative assessment of the gains from removing the hindrance to competition (the quantitative analysis is subject to availability of suitable data and methodological approaches); Lot 3 – Legal expertise – Provide the necessary legal input to the project notably on the following aspects: Assessment of harm to competition, (e.g. entry barriers), and documentation of reasoning for concern; Qualitative (and where feasible) quantitative assessment of the gains from removing the hindrance to competition (the quantitative analysis is subject to availability of suitable data and methodological approaches); Identification of purpose of the regulation for assessment of alternatives; Drafting alternatives to the anti-competitive regulations where required or if relevant; Identify relative importance of potential recommendations with a view to prioritizing recommendations at the final stage. Draft report of recommendations and alternatives where required 13 TECHNICAL SPECIFICATIONS Lot 4 – Interpreter/Translator - Simultaneously interpret from English to Romanian or Romanian to English. Translate documents as required. The interpreter/translator will facilitate effective communication between the OECD Project Team and others in the following settings: i. Daily interpretation for OECD staff; ii. Large conferences and formal meetings; iii. Business functions such as smaller meetings. Lot 5 –Logistical support– the team assistant will ensure the smooth running of the Bucharest office. They will also provide secretarial assistance to the Project Team including: diary/time management, screening telephone calls, ensuring that the OECD member of the Competition Division has the necessary briefs prior to meetings, draft letters and electronic communications from the Project Team; manage the electronic and paper filing, including appropriate registration, record keeping and archiving for all important decisions; ensure that deadlines are met and correspondence answered on time; follow up on matters that do not require the direct attention of the Head of the Project Team. As stated earlier, each sector will have a team that is expected to include the necessary research capabilities and economic and legal expertise. Each team will collaborate with lawyers and economists appointed by the Romanian Competition Council. The Project Team as a whole will be responsible for searching for and identifying potential competitive effects laws, regulations and any other comparable government acts in the given sectors and developing alternatives and recommendations for those occasions in which a restriction on competition is substantial. The exact structure and assignments of each team will vary depending on the sector, its relative difficulty and complexity of different sub-sectors. Bids should quote daily rates. Presence in Bucharest is required for the duration of the project. The contractor(s) will contribute to the following deliverables: a) An analytical report describing the main economic features in Romania of the sectors considered in the project, e.g. price and demand trends, key players, import trends, etc. (due in Month 2) ; b) An analytical report containing a literature review of the benefits of removing obstacles to competition on these or similar sectors, drawing from international examples (due in Month 3); c) An analytical report containing a qualitative and/or quantitative estimate of the potential benefits (in terms of higher productivity and faster economic growth, for example) arising from removing restrictions to competition in the three sectors, and describing in detail the methodology used to derive such estimate, plus any sensitivity checks (due in Month 8). 14 TECHNICAL SPECIFICATIONS d) An integrated report of all findings and recommendations for public release (due in Month 11). On an ongoing basis, the contractor will also : e) Review and contribute to the work of the OECD Project Team in the elaboration of recommendations to increase competition and improve economic performance in the three sectors considered in the project; f) Provide feedback and advice on the screening work carried out by the OECD experts, on the basis of evidence on the economic characteristics of these sectors in Romania (due 1st October 2015); g) Accompany and assist OECD experts at meetings and events organised to plan and review the project internally, as well as to present and discuss the project externally, with a particular emphasis on the growth, employment and other benefits for the Romanian economy resulting from the study. The engagement of each Lot will be distributed through the project as follows – high, medium and low refers to the intensity of the workload: ROLE Stage 1 Months 1-2 Lot 1 Research capabilities Lot 2 Economic expertise Lot 3 Legal expertise Lot 4 Interpreter Stage 4 Months 8-1210 Stage 5 11-12 Stage 2 Months 3-4 Stage 3 Months 5-7 High High High High High High High High High Medium None High Medium High Medium High High High High High High High High High High Lot 5 Logistical Support 9. Timeline The project is expected to start in January 2015, with flexibility around the beginning and start date for each consultant, and last until the end of November/December 2015, and run concurrently with the preparation of the reports listed in section 7 above. 10. What we are looking for We are looking for Consultants for each lot as detailed in Section 7 above. Each consultant must be able to commit a significant amount of their time to the project and maintain a consistent presence in Bucharest for the duration of the project. The required expertise for each lot is as follows: 15 TECHNICAL SPECIFICATIONS Lot 1 – Research capabilities – The Contractor, who will be fluent in English and with a good command of Romanian, will have the capacity to undertake the following tasks, and can show his/her capacity to perform such tasks from his/her background, in both English and Romanian: Collect legislation, regulation, decrees or other governmental frameworks in the sectors of concern. Examine legislation for competitive effects. Write reports, or parts of reports, on sectors (in English). Collect and analyse microeconomic data. Maintain effective working relationships with OECD staff involved in the project, other consultants and with stakeholders. Participate in meetings with stakeholders to better understand the sectors of focus and potential competitive restrictions within these sectors (in Romanian). The Contractor will have excellent oral and written communication skills in English and a good working knowledge of Romanian. Lot 2 – Economic expertise - The Contractor will have the expertise necessary to perform the following tasks, and can show his/her capacity to perform such tasks from his/her background, in both English and Romanian: 1. Analysis and policy advice Take a lead role in the economic analysis of competitive effects of regulatory policies in Romania in at least one of the three selected sectors, using the methodology developed in the OECD’s Competition Assessment Toolkit. Develop policy proposals to promote competition taking into account best practices within OECD members. Use existing economic and legal research as a basis for developing sound analyses of regulations and policy options. Provide detailed technical analyses. 2. Research and reports Write reports, or parts of reports, on competition assessment (in English). 16 TECHNICAL SPECIFICATIONS Prepare economic analysis including empirical analysis that measures or predicts impacts of competitive restrictions in at least one of the three selected sectors. Gather data necessary for evaluation of at least one of the three selected sectors. Collect legislation, regulation, decrees or other governmental frameworks in the sectors of concern. 3. Co-ordination Maintain effective working relationships with OECD staff involved in the project, other consultants and with stakeholders. Participate in meetings with stakeholders to better understand the sectors of focus and potential competitive restrictions within these sectors (in Romanian). The Contractor will have excellent oral and written communication skills in English and a good working knowledge of Romanian. Lot 3 – Legal expertise - The Contractor will have the expertise necessary to perform the following tasks, and can show his/her capacity to perform such tasks from his/her background, in both English and Romanian: 1. Analysis and policy advice Take a lead role in the legal analysis of competitive effects of regulatory policies in Romania in at least one of the three selected sectors, using the methodology developed in the OECD’s Competition Assessment Toolkit. Develop policy proposals to promote competition taking into account best practices within OECD members. Use existing legal and economics research as a basis for developing sound analyses of regulations and policy options. Provide detailed technical analyses. 2. Research and reports Write reports, or parts of reports, on competition assessment (in English). 17 TECHNICAL SPECIFICATIONS Collect legislation, regulation, decrees or other governmental frameworks in the sectors of concern. 3. Co-ordination Maintain effective working relationships with OECD staff involved in the project, other consultants and with stakeholders. Participate in meetings with stakeholders to better understand the sectors of focus and potential competitive restrictions within these sectors (in Romanian). The Contractor will have excellent oral and written communication skills in English and a good working knowledge of Romanian. Lot 4 – Interpreter/translator – The Contractor will have the expertise necessary to perform the following tasks, and can show his/her capacity to perform such tasks from his/her background, in both English and Romanian: Simultaneously interpret technical conversations, with a high level of accuracy and clear use of language, for extended periods. Accompany OECD staff as they meet with Romanian speakers. Translate selected documents from Romanian to English or English to Romanian.The Contractor will have excellent oral and written communication skills in both English and Romanian. Lot 5 –Logistical Support – The Contractor will have the training and expertise necessary to perform the following tasks, and can show his/her capacity to perform such tasks from his/her background, in both English and Romanian: Prepare and format documents. Use Microsoft Office Suite and other software as needed Draft correspondence. Take and make phone calls. Take messages. The Contractor will have excellent oral and written communication skills in both English and Romanian. 18 TECHNICAL SPECIFICATIONS Working language Excellent oral and written communications skills in English and a good working knowledge of Romanian are required. All types of entities - Individuals, companies, organisations or consortiums are eligible to bid. The offer should include: A letter of interest from the bidder (individual or team), including CV (or CVs). The demonstration of the bidder’s understanding of the OECD Competition Assessment Toolkit and how it will best apply to the assessment of the Romanian regulatory framework. Details on how the team member (or team) would efficiently undertake the duties required under this contract and work within the proposed team structure, including any suggestions as to the sequencing of tasks that the bidder sees better fit for the project. A list of relevant projects in the field of applied economic research / economic consulting carried out on behalf of private and government clients (such as ministries, regulators, etc.) by the contractor(s). A quote detailing the daily rate per Consultant as well as a lump sum price for the entire project. The offer shall include a detailed breakdown of the number of days necessary to complete the different deliverables. Prices quoted must include everything necessary for the complete execution of an eventual contract (insurance, transport, travelling to/from and staying in Bucharest, etc.). Charges for items essential to execution of the contract and not identified in the quote will be borne by the contractor(s). 19 MINIMUM GENERAL CONDITIONS The following articles constitute of the minimum general conditions of the contract to be signed between the OECD and the Contractor to whom the Call for Tenders would have been awarded (the “Contract”). These minimum general conditions are not exclusive and could, as the case may be, be modified and/or complemented with additional conditions in the Contract. ARTICLE 1 – GOODS OR SERVICES The goods and/or services provided under the Contract (hereinafter “The Work”) shall strictly comply with the standards mentioned in the Terms of Reference. It is expressly agreed that the Contractor shall perform the Work in strict accordance with all Standards or, where no such standards have yet been formulated, the authoritative standards of the profession will be the applicable norms. ARTICLE 2 - PRICES Prices charged by the Contractor for the Work shall not vary from the prices quoted by the Contractor in its Tender, with the exception of any price adjustment authorised in the Contract. ARTICLE 3 - PAYMENTS AND TAXES Payment will be made in Euros. In case the Contractor is located outside of France, the Organisation is exempt from taxation, including from sales tax and value added tax (V.A.T.). Therefore, the Contractor shall not charge any such tax to the Organisation. All other taxes of any nature whatsoever are the responsibility of the Contractor. ARTICLE 4 - DELAY IN EXECUTION The Contractor shall perform the Work in accordance with the time schedule and the terms specified in the Contract, this being an essential element of the Contract. Any delay will entitled the Organisation to claim the payment of penalties as negotiated between the Contractor and the Organisation. ARTICLE 5 - ACCESS TO THE PREMISES If the Work requires at any time the presence of the Contractor and/or of the Contractor’s employees, agents or representatives (“Personnel”) on the premises of the Organisation, they shall observe all applicable rules of the Organisation, in particular security rules, which the Organisation may enforce by taking any measures that it considers necessary. 20 MINIMUM GENERAL CONDITIONS ARTICLE 6 - IMPLEMENTATION OF THE WORK The Contractor undertakes that the Work shall be performed by the individual(s) named in the Contract or otherwise agreed in writing by the Organisation. The Contractor may not replace said individual(s) by others, without the prior written consent of the Organisation. ARTICLE 7 - AUTHORITY The Contractor hereby declares having all rights and full authority to enter into the Contract and to be in possession of all licences, permits and property rights, in particular intellectual property rights, necessary for the performance of the Contract. ARTICLE 8 - LIABILITY The Contractor shall be solely liable for and shall indemnify, defend and hold the Organisation and its personnel harmless from and against any and all claims, losses, damages, costs or liabilities of any nature whatsoever, including those of third parties and Contractor’s Personnel, arising directly or indirectly out of or in connection with Contractor’s performance or breach of the Contract. It is the responsibility of the Contractor to possess adequate insurances to cover such risks, including any risks related to the execution of the Contract. ARTICLE 9 - REPRESENTATIVES Neither the Contractor nor any of its Personnel: shall in any capacity be considered as members of the staff, employees or representatives of the Organisation; shall have any power to commit the Organisation in respect of any obligation or expenditure whatsoever; shall have any claim to any advantage, payment, reimbursement, exemption or service not stipulated in the Contract. In particular and without limitation, it is understood that neither the Contractor, nor any of the Contractor’s Personnel may in any manner claim the benefit of the privileges and immunities enjoyed by the Organisation or by its personnel. ARTICLE 10 - INTELLECTUAL PROPERTY The copyright and any other intellectual property rights arising from the Work carried out in performance of this Contract, including the intermediate and final results thereof, shall, on an exclusive and worldwide basis, automatically vest in the Organisation as the Work is created, or be assigned to the Organisation, as the case may be under any applicable legal theory. The 21 MINIMUM GENERAL CONDITIONS price agreed between the the Contractor and the Organisation is deemed to include this transfer of rights. The Contractor undertakes not to use the Work for any purpose whatsoever that is not directly necessary to the performance of the Contract, except with the prior written consent of the Organisation. The Contractor shall ensure that the Contractor’s Personnel are expressly bound by and respect the provisions of the present clause. ARTICLE 11 - TRANSFER OF RIGHTS OR OBLIGATIONS The Contractor shall not transfer to any third party any rights or obligations under this Contract, in whole or in part, or sub-contract any part of the Work, except with the prior written consent of the Organisation. ARTICLE 12 - TERMINATION Without prejudice to any other remedy for breach of Contract the Organisation may claim, the Organisation reserves the right to terminate the Contract without any prior notice or indemnity: i) in the event of failure by the Contractor to comply with any of its obligations under the Contract; and/or ii) if the Contractor, in the judgment of the Organisation, has engaged in corrupt or fraudulent practices in competing for or in executing the Contract. The Organisation may also, by written notice sent through registered mail with recorded delivery to the Contractor, terminate the Contract, in whole or in part, at any time for its convenience. The notice shall specify that termination is for the Organisation's convenience, the extent to which Work of the Contractor under the Contract has been completed, and the date upon which such termination becomes effective. The Work that is complete on receipt of notice by the Contractor shall be accepted by the Organisation, at the Contract terms and prices. For the remaining, the Organisation may elect: i) To have any portion completed at the Contract terms and prices; and/or; ii) To cancel the remainder and pay to the Contractor the amount corresponding to the completed work. ARTICLE 13 – FINANCIAL INFORMATION During the Contract and at least seven years after its termination, the Contractor shall : i). keep financial accounting documents concerning the Contrat and the Work ; 22 MINIMUM GENERAL CONDITIONS ii). make available to the Organisation or any other entity designated by the Organisation, upon request, all relevant financial information, including statements of accounts concerning the Contrat and the Work, whether they are executed by the Contractor or by its any of its subcontractors. The Organisation or any other entity designated by the Organisation may undertake, including on the spot, checks related to the Contrat and/or the Work. ARTICLE 14 - ARBITRATION CLAUSE Given the status of the Organisation as an international organisation, the rights and obligations of the Contractor and the Organisation shall be governed exclusively by the terms and conditions of the Contract. Any dispute arising out of the interpretation or implementation of the Contract, which cannot be settled by mutual agreement, shall be referred for decision to an arbitrator chosen by agreement between the Organisation and the Contractor or, failing such agreement on the choice of the arbitrator within three months of the request for arbitration, to an arbitrator appointed by the First President of the Court of Appeal of Paris at the request of either Party. The decision of the arbitrator shall be final and not subject to appeal. The arbitration shall take place in Paris, France. All proceedings and submissions shall be in the English language. Nothing in the Contract shall be construed as a waiver of the Organisation’s immunities and privileges as an international organisation. ARTICLE 15 – CONFIDENTIALITY Any information, on any medium whatsoever, sent to the Contractor to which the Contractor obtains access on account of the Contract, shall be held confidential. In consequence, the Contractor shall not disclose such information without the written prior consent of the Organisation. The Contractor shall ensure that the Contractor’s Personnel is expressly bound by and respect the provisions of the present clause. ARTICLE 16 - DURATION OF THE CONTRACT Unless otherwise stated in the Call For Tenders, the duration of the Contract shall be for one year. It may be renewed twice by tacit agreement for periods of one year, but the total duration may not exceed three years. 23 MINIMUM GENERAL CONDITIONS 24
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