Part B-RFP-Muzizi OE Final

German Financial Cooperation with Uganda
Muzizi Hydropower Project

(Project BMZ No. 2013.65.865 )
UEGCL/CONS/2018 - 19/20377
Request for Qualification & Proposals
for
Consulting Services as Owner’s Engineer (OE)

for the Muzizi Hydropower Project
Employer:
Uganda Electricity Generation Company Limited (UEGCL)
Block C, Victoria Office Park, Plot 6-9 Ben Kiwanuka Okot
Close, Bukoto, Kampala, Uganda
November 2020
PART B – REQUEST FOR PROPOSAL
Overview:
Section I – Instructions to Consultants (ITC)

Section II – Data Sheet
Section III – Technical Proposal - Standard Forms
Section IV – Financial Proposal - Standard Forms
Section V – Eligibility Criteria
Section VI – KfW Policy – Sanctionable Practice –
Social and Environmental Responsibility
Section VII – Terms of Reference
Section VIII – Conditions of Contract and Contract Form
3
Section I. Instructions to Consultants
Table of Clauses
A. GENERAL PROVISIONS ...................................................................................................................... 5
1. Scope of Proposals and Definitions .......................................................................................... 5
2. Source of Funds, Responsibilities ............................................................................................. 6
3. Sanctionable Practice .............................................................................................................. 6
4. Eligible Consultants and Eligible Materials, Equipment, and Services ....................................... 7
5. Conflict of Interest ................................................................................................................... 7
6. Unfair Competitive Advantage ................................................................................................. 8
B. PREPARATION OF PROPOSALS ..................................................................................................... 8
7. General Considerations ........................................................................................................... 8
8. Cost of Preparation of Proposal ............................................................................................... 9
9. Language ................................................................................................................................. 9
10. Documents Comprising the Proposal ..................................................................................... 9
11. Only One Proposal, Sub-Consultants, Key Experts ................................................................. 9
12. Proposal Validity ................................................................................................................... 9
13. Clarification and Amendment of RFP ................................................................................... 10
14. Preparation of Proposals – Specific Considerations ............................................................. 10
15. Technical Proposal Format and Content .............................................................................. 11
16. Financial Proposal ............................................................................................................... 11
C. SUBMISSION, OPENING AND EVALUATION ........................................................................... 12
17. Submission, Sealing, and Marking of Proposals ................................................................... 12
Cons-RfP-2stage-2env-Jan2019-EN
Part B – Request for Proposals
Section I. – Instructions to Consultants 4
18. Confidentiality .................................................................................................................... 13
19. Opening of Technical Proposals ........................................................................................... 13
20. Proposals Evaluation ........................................................................................................... 14
21. Evaluation of Technical Proposals ....................................................................................... 14
22. Opening and Evaluation of Financial Proposals ................................................................... 15
23. Evaluation of Financial Proposals ........................................................................................ 15
24. Taxes .................................................................................................................................. 15
25. Conversion to Single Currency ............................................................................................. 15
26. Combined Evaluation of Technical and Financial Proposals ................................................. 16
27. Qualification of the Consultant ........................................................................................... 16
28. Employer’s Right to Reject All Proposals ............................................................................. 16
D. NEGOTIATIONS AND AWARD ........................................................................................................ 16
29. Negotiations ....................................................................................................................... 16
30. Conclusion of Negotiations ................................................................................................. 17
31. Award of Contract, Information of Consultants ................................................................... 17

5 Section I. – Instructions to Consultants
Section I. Instructions to Consultants

A. General Provisions
1. Scope of 1.1 The Employer named in the Data Sheet intends to select a Consultant
Proposals and from those, which are eligible via the Post-qualification procedure (Part A of the
Definitions tender Documents, in accordance with the method of selection specified in the
Data Sheet.
1.2 Throughout these Request for Proposal the following definitions apply:
(a) “Affiliate(s)” means an entity that directly or indirectly controls, is
controlled by, or is under common control with the Consultant.
(b) “Applicable Law” means the laws and any other instruments having the
force of law in the Employer’s country, or in such other country as may
be specified in the Data Sheet, as they may be issued and in force
from time to time.
(c) “Consultant” means a legally-established professional consulting firm or
an entity that may provide or provides the Services to the Employer
under a Contract. The terms “Consultant” and “Bidder” are used in this
document interchangeably.
(d) “Contract” means a legally binding written agreement signed between
the Employer and the Consultant, which includes all the attached
documents listed in its Clause 1 (the General Conditions (GC), the
Special Conditions (SC), and the Appendices).
(e) “Data Sheet” means an integral part of the Instructions to Consultants
(ITC) Section II that is used to reflect specific country and assignment
conditions to supplement the provisions of the ITC. In case of conflict
between the ITC and the Data Sheet, the Data Sheet shall prevail.
(f) “Day” means a calendar day.
(g) “Employer” means the contracting party that legally concludes the
Contract for the Services with the selected Consultant notwithstanding
the representation by KfW in case of an agency contract.
(h) “Experts” means, collectively, Key Experts, other experts, or any other
personnel of the Consultant, Sub-consultant or Joint Venture
member(s).
(i) “Government” means the government of the Employer’s country.
(j) “Guidelines” means Guidelines for the Procurement of Consulting
Services, Works, Plant, Goods and Non-Consulting Services in
Financial Cooperation with Partner Countries available at www.kfw-
entwicklungsbank.de.
(k) “ITC” (Section II of this RFP) means the Instructions to Consultants that
provides the Eligible/Qualified Consultants with all information needed
to prepare their Proposals.
(l) “Joint Venture (JV)” means an association with or without a legal
personality distinct from that of its members, of more than one
Consultant where one member has the authority to conduct all
business for and on behalf of any and all the members of the JV, and
where the members of the JV are jointly and severally liable to the
Employer for the performance of the Contract. The terms Joint Venture
and Consortium can be used interchangeably.

(m) “Key Expert(s)” means an individual professional whose skills,
qualifications, knowledge and experience are critical to the
performance of the Services under the Contract and whose CV is taken
into account in the technical evaluation of the Consultant’s Proposal.
(n) “LOI” (Section 1 of this RFP) means the Letter of Invitation being sent
by the Employer to the Eligible/Qualified Consultant
(o) “Proposal” means the Technical Proposal and the Financial Proposal of
the Consultant.
(p) “RFP” means the Request for Proposals to be prepared by the
Employer for the selection of Consultants.
(q) “Services” means the work to be performed by the Consultant pursuant
to the Contract.
(r) “Sub-consultant” means an entity to which the Consultant intends to
subcontract any part of the Services while remaining responsible to the
Employer during the performance of the Contract.
(s) “TOR” (Section VII of this RFP) means the Terms of Reference that
explain the objectives, scope of work, activities, and tasks to be
performed, respective responsibilities of the Employer and the
Consultant, and expected results and deliverables of the assignment.
1.3 The Eligible/Qualified Consultants are invited to submit a Technical
Proposal and a Financial Proposal for consulting services required for the
assignment named in the Data Sheet. The Proposal will be the basis for
negotiating and ultimately signing the Contract with the selected Consultant.
1.4 The Consultants should familiarize themselves with the local conditions
and take them into account in preparing their Proposals; including attending a
pre-proposal conference if one is specified in the Data Sheet. Attending any
such pre-proposal conference is at the Consultants’ expense.
1.5 The Employer will timely provide, at no cost to the Consultants, the
inputs, relevant project data, and reports required for the preparation of the
Consultant’s Proposal as specified in the Data Sheet.
2. Source of 2.1 The Employer as indicated in the Data Sheet has applied or received
Funds, financing (hereinafter called “funds”) from KfW Development Bank (hereinafter
Responsibilities called “KfW”) towards the cost of the project named in the Data Sheet. The
Employer intends to apply a portion of the funds to eligible payments under the
contract(s) resulting from this procurement process.
2.2 The procurement process is the responsibility of the Employer. KfW
shall verify that the procurement process is fair, transparent, economical, free of
discrimination and according to the provisions in this document. KfW exercises
its monitoring function on the basis of the contractual arrangements with the
Employer and the Applicable Guidelines detailing the requirement for KfW’s
approval and no objection. No contractual relationship between KfW and any
third party shall be deemed to exist other than with the Employer.
3. Sanctionable 3.1 KfW requires compliance with its policy in regard to Sanctionable
Practice Practice as defined and set forth in Section VI.
3.2 In further pursuance of this policy, Consultants shall permit and shall
cause its agents to provide information and permit KfW or an agent appointed by
KfW to inspect on site all accounts, records and other documents relating to bid
submission and contract performance (in the case of award), and to have them
audited by auditors or agents appointed by KfW.
4. Eligible 4.1 A Consultant may be a firm that is a private entity, a government-owned

Consultants and entity — subject to ITC 4.3 — or a combination of such entities in the form of a
Eligible Materials, joint venture (“JV”) under an existing JV Agreement or with the intent to enter
Equipment, and into such an agreement supported by a Letter of Intent to execute a JV
Services Agreement, in accordance with ITC 11.2. In the case of a JV, all members shall
be jointly and severally liable for the execution of the Contract in accordance
with the Contract terms. The Consultant shall nominate an authorized
representative who shall have the authority to conduct all business for and on
behalf of the Bidder and any and all its members, if the Consultant is a JV,
during tendering and contract execution (in the event the Consultant is awarded
the Contract). The authorization shall be in the form of a written power of
attorney attached to the Technical Proposal. Unless specified in the Data Sheet,
there is no limit on the number of members in a JV.
4.2 It is the Consultant’s responsibility to ensure that its Experts, joint
venture members, Sub-consultants, agents (declared or not), sub-contractors,
service providers, suppliers and/or their employees meet the requirements of
eligibility and conflict of interest as established hereunder.
4.3 KfW’s eligibility criteria to bid are described in Section V, Eligibility
Criteria.
4.4 This tendering procedure is open only to Eligible/Qualified Consultants.
4.5 A Consultant shall provide such evidence of eligibility satisfactory to the
Employer, as specified in Clause 4.3 or as the Employer shall reasonably
request.
4.6 The materials, equipment and services to be supplied under the
Contract and financed by the KfW may have their origin in any country subject to
the restrictions specified in Section V, Eligibility Criteria, and all expenditures
under the Contract will not contravene such restrictions. At the Employer’s
request, Consultants may be required to provide evidence of the origin of
materials, equipment and services.
5. Conflict of 5.1 The Consultant is required to provide professional, objective, and

Interest impartial advice, at all times holding the Employer’s interests paramount, strictly
avoiding conflicts with other assignments or its own corporate interests, and
acting without any consideration for future work.
5.2 Bidders shall be disqualified if they:
(a) are an affiliate controlled by the PEA or a shareholder controlling the
PEA, unless the stemming conflict of interest has been brought to
the attention of KfW and has been fully resolved to the satisfaction
of KfW;
(b) have a business or a family relationship with a PEA's staff involved
in the tender process or the supervision of the resulting Contract,
unless the stemming conflict of interest has been brought to the
attention of KfW and resolved to its satisfaction;
(c) are controlled by or do control another Bidder or are under common
control with another Bidder, receive from or grant subsidies directly
or indirectly to another Bidder, have the same legal representative
as another Bidder, maintain direct or indirect contacts with another
Bidder which allow them to have or give access to information
contained in the respective applications, to influence them or

influence the decisions of the PEA;
(d) are engaged in a services activity which, by its nature, may be in
conflict with the assignment that they would carry out for the PEA;
(e) were directly involved in drawing up the terms of reference or other
relevant information for the tender process. This shall not apply to
consultants who have produced preparatory studies for the project
or who were involved in a preceding project phase, insofar as the
information they prepared, especially feasibility studies, was made
available to all Bidders and the preparation of the terms of reference
was not part of the activity.
(f) were during the last 12 months prior to publication of the tender
process indirectly or directly linked to the project in question through
employment as a staff member or advisor to the PEA, and are or
were able in this connection to influence the award of contract.
(g) are state-owned entities, which are not able to provide evidence that
(a) they are legally and financially autonomous and (b) they do
operate under commercial laws and regulations.
5.3 The Consultant has an obligation to disclose to the Employer any
situation of actual or potential conflict that impacts its capacity to serve the best
interest of its Employer. Failure to disclose such situations may lead to the
disqualification of the Consultant or the termination of its Contract.
6. Unfair 6.1 Fairness and transparency in the selection process require that the
Competitive Consultants or their Affiliates competing for a specific assignment do not derive
Advantage a competitive advantage from having provided consulting services related to the
assignment in question or have otherwise been involved in the preparation of
this tender procedure. To that end the Employer shall indicate in the Data Sheet
and make available to all Eligible/Qualified Consultants together with this RFP all
information that would in that respect give such Consultants any unfair
competitive advantage over competing Consultants. Subject to aforementioned
provision Consultants who have produced preparatory studies for the
assignment or who were involved in the preceding phase may participate,
except when they have prepared the Terms of Reference.
B. Preparation of Proposals
7. General 7.1 In preparing the Proposal, the Consultant is expected to examine the
Considerations RFP in detail.
7.2 A substantially responsive Proposal is one that conforms to the terms,
conditions, and specifications of the RFP without material deviation or
reservation which are likely to jeopardize the achievement of the objective of this
assignment and which by their nature are beyond the pure technical evaluation
as per ITC 21.1. A material deviation or reservation is one that:
a) affects in any substantial way the scope, quality, or performance of
the Services; or
b) limits in any substantial way, inconsistent with the RFP, the
Employer’s rights or the Consultant’s obligations under the Contract;
or
c) if rectified would unfairly affect the competitive position of other
Consultants presenting substantially responsive Proposals.
Substantially non-responsive Proposals shall be rejected by the Employer.
8. Cost of 8.1 The Consultant shall bear all costs associated with the preparation and
Preparation of submission of its Proposal, and the Employer shall not be responsible or liable
Proposal for those costs, regardless of the conduct or outcome of the selection process.
The Employer is not bound to accept any Proposal, and reserves the right to
annul the selection process at any time prior to Contract award, without thereby
incurring any liability to the Consultant.
9. Language 9.1 The Proposal, as well as all correspondence and documents relating to
the Proposal exchanged between the Consultant and the Employer shall be
written in the language(s) specified in the Data Sheet.
10. Documents 10.1 The Proposal shall comprise the documents and forms listed in the Data
Comprising the Sheet.
Proposal
10.2 The Consultant shall include a Declaration of Undertaking in the format
provided in Form TECH-2 (Section III).
10.3 The Consultant shall furnish all information on commissions, gratuities,
and fees, if any, paid or to be paid to agents, or any other party relating to this
Proposal and, if awarded, Contract execution, as requested in the Financial
Proposal submission form (Section IV).
11. Only One 11.1 The Consultant (including the individual members of any Joint Venture)
Proposal, Sub- shall submit only one Proposal, either in its own name or as part of a Joint
Consultants, Key Venture in another Proposal. If a Consultant, including any Joint Venture
Experts member, submits or participates in more than one Proposal, all such Proposals
shall be rejected. Sub-consultants may participate in more than one Proposal
unless ITC 11.2 applies and if not otherwise stipulated in the Data Sheet.
11.2 A Sub-consultant whose qualification was taken into account during the
Qualification Process along with the one of a Consultant shall only participate in
the Proposal of this Consultant. The ladder shall integrate services from the
respective Sub-Consultant into the Proposal as indicated in the qualification
Process and/or in the Data Sheet.
1
11.3 Individuals (regular staff or temporarily engaged freelance experts)
shall not participate as Key Experts in more than one Proposal unless when
circumstances justify and if stated in the Data Sheet.
12. Proposal 12.1 The Data Sheet indicates the period during which the Consultant’s
Validity Proposal must remain valid after the Proposal submission deadline. During this
period, the Consultant shall maintain its original Proposal without any change,
including the availability of the Key Experts, the proposed rates and the total
price.
12.2 A replacement of Key Experts in the initial Proposal validity period is
acceptable only for duly justified reasons beyond the control of the Consultant
(e.g. sickness or accident). The Consultant shall propose an alternative expert
with an equal or better qualification. If the replacement Key Expert’s qualification
1
An individual (natural person) which is not part of the regular staff (“freelancer”) but engaged temporarily as Key
Expert for the relevant Contract shall not be considered as Sub-Consultant (subcontractor) in this context.
is not equal or better than the qualification of the initial candidate or the
justification for replacement is unsubstantiated the Proposal shall be rejected.
Extension of 12.3 The Employer will make its best effort to complete the evaluation within
Validity Period the Proposal’s validity period. However, should the need arise, the Employer
may request, in writing, all Eligible/Qualified Consultants who submitted
Proposals prior to the submission deadline to extend the Proposals’ validity
period.
12.4 If the Consultant agrees to extend the validity period of its Proposal, it
shall be done without any change in the original Proposal and with the
confirmation of the availability of the Key Experts.
12.5 The Consultant has the right to refuse to extend the validity period of its
Proposal in which case such Proposal will not be further evaluated.
Substitution of 12.6 If any of the Key Experts becomes unavailable during the extended
Key Experts at validity period, the Consultant shall provide a written substitution request to the
Validity Employer.
Extension
12.7 The replacement Key Expert shall have equal or better qualifications
than the Key Expert being replaced. If the Consultant fails to provide a
replacement Key Expert with equal or better qualification, such a Proposal will
be rejected.
12.8 Substitution requests shall not delay the evaluation process.
Sub-Contracting 12.9 The Consultant shall not subcontract the whole of the Services to one or
more Sub-Consultants.
13. Clarification and 13.1 The Consultant may request a clarification of any part of the RFP until
Amendment of RFP the deadline indicated in the Data Sheet. Any request for clarification must be
sent in writing, or by standard electronic means, to the Employer’s address
indicated in the Data Sheet. The Employer will respond in writing, or by standard
electronic means, and will send written copies of the response (including an
explanation of the query but without identifying its source) to all Eligible/Qualified
Consultants not later than ten (10) days prior to the deadline for the submission
of Proposals. Should the Employer deem it necessary to amend the RFP as a
result of a clarification, it shall do so following the procedure described below:
13.1.1 At any time before the Proposal submission deadline, the Employer
may amend the RFP by issuing an amendment in writing or by
standard electronic means. The amendment shall be sent to all
Eligible/Qualified Consultants and will be binding on them.
13.1.2 If the amendment is substantial, the Employer may extend the
Proposal submission deadline to give the Eligible/Qualified
Consultants reasonable time to take an amendment into account in
their Proposals.
13.2 The Consultant may submit a modified Proposal or a modification to any
part of it at any time prior to the Proposal submission deadline. No modifications
to the Technical or Financial Proposal shall be accepted after the deadline.
14. Preparation of 14.1 While preparing the Proposal, the Consultant must give particular
Proposals – attention to the following:
Specific
14.1.1 To establish that the Consultant continues to meet the eligibility and
Considerations
qualification criteria used at the time of Qualification, the Consultant
shall submit the Form E/QUAL, as stipulated in the Section III –

Technical Proposal Forms, and updated information on any
assessed aspect that changed from that time.
14.1.2 If a Eligible/Qualified Consultant considers that associating with
other Consultants in the form of a Joint Venture or as Sub-
consultants may enhance its expertise for the assignment, it may do
so with either (a) non-qualified Consultant(s), or (b) Eligible/Qualified
Consultants with prior approval of the Employer, and only if
sufficient competition continues to be guaranteed. Association with
a non-qualified Consultant shall be subject to approval of the
Employer. When associating with non-qualified firms in the form of a
joint venture or a sub-consultancy, the Eligible/Qualified Consultant
shall be the Lead Consultant. If Eligible/Qualified Consultants
associate with each other, any of them can be the Lead Consultant.
14.1.3 The Employer may indicate in the Data Sheet the estimated Key
Experts’ time-input or the Employer’s estimated total cost of the
assignment, but not both. This estimate is indicative and the
Proposal shall be based on the Consultant’s own estimates.
14.1.4 If so required in the Data Sheet, the Consultant shall include in its
Proposal at least the minimum time-input (in the same units)
required from the Key Experts. If the Consultant includes a lower
time input, the Employer shall adjust the respective Financial
Proposal to make it comparable with the other Proposals in
accordance with the method in the Data Sheet.
14.1.5 If the evaluation method as stipulated in the Data Sheet is not
standard quality – cost based evaluation but fixed budget selection,
the estimated time-input of the Key Experts shall not be disclosed,
but the Data Sheet shall provide the total available budget for the
assignment with an indication of whether taxes are included or are
not included in this amount.
15. Technical 15.1 The Technical Proposal shall not include financial information. A
Proposal Format Technical Proposal containing material financial information shall be declared
and Content non-responsive.
15.2 The Consultant shall not propose Key Experts inconsistent with the Key
Experts profiles described in the TOR (Section VII). Only one CV shall be
submitted for each Key Expert position.
15.3 The Technical Proposal shall be prepared using the Standard Forms
provided in Section III of this RFP.
16. Financial 16.1 The Consultant shall submit a Financial Proposal based on the
Proposal requirement as described in the TOR (Section VII) and taking into account the
remuneration mode as specified in the Data Sheet. If a contract period is
provided in the Data Sheet the Consultant shall assume this contract period in
the preparation of the Financial Proposal. The Financial Proposal shall contain
the information and be structured as detailed in Section IV.
Price 16.2 For assignments with a duration exceeding 24 months, a price

Adjustment adjustment provision for foreign and/or local inflation for remuneration rates shall
apply in line with the provisions stated in the Data Sheet.
Taxes 16.3 The Consultant, its Sub-consultants and Experts are responsible for
meeting all tax liabilities and public duties in connection with the Contract
according to Applicable Law in the Employer’s country, unless they are

exempted from such payments. The details of the applicable regime are
indicated in the Data Sheet. In any case taxes, duties, levies and fees payable
by the Consultant, its Sub-consultants and Experts outside the Employer’s
country shall be considered to be included in the overhead fees..
Currency of 16.4 The Consultant may express the price for its Services in Euro unless
Proposal otherwise stated in the Data Sheet. If indicated in the Data Sheet, the portion of
the price representing local cost shall be stated in the national currency.
Currency of 16.5 Payments under the Contract shall be made in the currency or
Payment and currencies in which the payment is requested in the Proposal.
Payment
16.6 The Consultant shall calculate the Financial Proposal on the basis of the
Conditions
general payment conditions as per model Contract for consulting services
attached under Section VIII if not otherwise stated in the Data Sheet.
Contributions by 16.7 The Consultant shall assume in the financial Proposal that the Employer
the Employer shall make the following contributions:
16.7.1 provide the Consultant with all the information, documents, maps,
aerial photographs, etc. in his possession and necessary for the
completion of his services, free of charge, for the duration of the
project;
16.7.2 ensure that the Consultant has all the necessary permits to obtain
further documents, maps and aerial photographs;
16.7.3 support the Consultant in obtaining all the necessary working
permits, residence permits and import licenses;
16.7.4 provide other contributions as stipulated in the Data Sheet.
C. Submission, Opening and Evaluation

17. Submission, 17.1 The Consultant shall submit a signed and complete Proposal comprising
Sealing, and the documents and forms in accordance with ITC 10 (Documents Comprising
Marking of Proposal). The submission can be done by mail (postal or courier service) or by
Proposals hand.
17.2 The authorized representative of the Consultant according to ITC 4.1.
shall sign the original submission letters in the required format for both the
Technical Proposal and the Financial Proposal.
17.3 A Proposal submitted by a Joint Venture shall be signed by all members
so as to be legally binding on all members, or shall be signed by the authorized
representative according to ITC 4.1 who has a written power of attorney from
each member signed by the member’s authorized representative and attached
to the Technical Proposal.
17.4 Any modifications, revisions, interlineations, erasures or overwriting
shall be valid only if they are signed or initialized by the persons signing the
Proposal.
17.5 The signed Proposal shall be marked “Original”, and its copies marked
“Copy” as appropriate. The number of copies and recipients are indicated in the
Data Sheet. All copies shall be made from the signed original. If there are
discrepancies between the original and the copies, the original shall prevail.
17.6 The original and all the copies of the Technical Proposal shall be placed
inside of a sealed envelope clearly marked “Technical Proposal”, “[Name of the
Assignment]“, reference number, name and address of the Consultant, and with
a warning “Do Not Open until [insert the date and the time of the Technical
Proposal submission deadline].”
17.7 Similarly, the original and all copies of the Financial Proposal (if required
for the applicable selection method) shall be placed inside of a sealed envelope
clearly marked “Financial Proposal” followed by the name of the assignment,
reference number, name and address of the Consultant, and with a warning “Do
Not Open With The Technical Proposal.”
17.8 The sealed envelopes containing the Technical and Financial Proposals
shall be placed into one outer envelope and sealed. This outer envelope shall
bear the submission address, RFP reference number, the name of the
assignment, Consultant’s name and the address, and shall be clearly marked
“Do Not Open Before [insert the time and date of the submission deadline
indicated in the Data Sheet]”.
17.9 If the envelopes and packages with the Proposal are not sealed and
marked as required, the Employer will assume no responsibility for the
misplacement, loss, or premature opening of the Proposal.
17.10 The original of the Proposal or its modifications must be sent to the
address indicated in the Data Sheet and received no later than the deadline
indicated in the Data Sheet, or any extension to this deadline. Any Proposal or
its modification received after the deadline shall be declared late and rejected,
and promptly returned unopened. The timely receipt of the original of the
Proposal at the address and date indicated in the Data Sheet is decisive for the
timely submission of the Proposal.
17.11 The Consultant may be requested to send additional copies of the
Proposal to other recipients as indicated in the Data Sheet. In this case the
same requirements for envelopes and packages apply as for the original of the
Proposal. The receipt of such copies shall not be decisive for the timely
submission.
18. Confidentiality 18.1 From the time the Proposals are opened to the time the Contract is
awarded, the Consultant shall not contact the Employer on any matter related to
its Technical and/or Financial Proposal. Information relating to the evaluation of
Proposals and award recommendations shall not be disclosed to the
Consultants who submitted the Proposals or to any other party not officially
concerned with the process, until the Contract is awarded.
18.2 Any attempt by Eligible/Qualified Consultants or anyone on behalf of the
Consultant to influence improperly the Employer in the evaluation of the
Proposals or Contract award decisions may result in the rejection of its Proposal.
19. Opening of 19.1 The Employer’s evaluation committee shall proceed with the opening of
Technical the Proposals shortly after the submission deadline as indicated in the Data
Proposals Sheet and establish and sign an opening protocol as per ITC 19.4.
19.2 The Employer’s evaluation committee shall be composed of at least
three members unless otherwise detailed in the Data Sheet. One member of the
Evaluation committee shall not be staff from the Employer’s administration or
organisation. However, if a tender agent conducts the selection procedure on
behalf of the Employer as indicated in the Data Sheet the opening of Proposals
shall be done by the tender agent in presence of a witness and both shall sign
the opening protocol as per ITC 19.4
19.3 The envelopes with the Financial Proposal shall remain sealed and shall
be securely stored until they are opened in accordance with ITC 22.
19.4 At the opening of the Technical Proposals the following shall be
recorded in the opening protocol: (i) the presence or absence of a signed
Technical Proposal Submission Form (TECH-1) and the name and business
address of the Consultant or, in case of a Joint Venture, the name and business
address of the Joint Venture, the name and business address of the lead
member and the names and business addresses of all members as stated in
TECH-1; (ii) the presence or absence of a duly sealed envelope with the
Financial Proposal; (iii) the presence or absence of the Declaration of
Undertaking (TECH-2), (iv) any modifications to the Proposal submitted prior to
the Proposal submission deadline; and (v) any other information deemed
appropriate or as indicated in the Data Sheet.
20. Proposals 20.1 The evaluation of the Technical Proposals shall be conducted in
Evaluation conformity with the provisions below. The report shall include all clarifications
with Consultants during the technical evaluation and be signed by all members
of the Evaluation committee, pursuant to ITC 19.2.
20.2 The Consultant is not permitted to alter or modify its Proposal in any
way after the Proposal submission deadline except as permitted in accordance
with ITC 12.6. While evaluating the Proposals, the Employer will conduct the
evaluation only on the basis of the submitted Technical and Financial Proposals.
20.3 Services or items that the Consultant is required to offer as an option as
per the TOR shall not be included in the technical and financial evaluation,
unless otherwise explicitly stated in the Data Sheet.
20.4 Alternative offers will not be taken into consideration unless permitted in
the Data Sheet.
21. Evaluation of 21.1 The Employer shall evaluate the Technical Proposals on the basis of the
Technical criteria and point system set out in the Data Sheet. Each responsive Proposal
Proposals will be given a technical score. A Proposal shall be rejected at this stage if it is
determined to be non-responsive in accordance with ITC 7.2 or if it fails to
achieve the minimum technical score of 75 % of the maximum score in
accordance with ITC 22.1. If specified in the Data Sheet a minimum score may
be applied not only to the overall technical score but also to the achievement of
the ESHS minimum score.
21.2 For the purposes of scoring individual sub-criteria the following
qualitative approach may be applied:,
a) 100% of the max. score: Excellent, no errors or omissions at all are
noted. Exhaustive, conclusive, comprehensive, precise and further
leading suggestion / idea / offering with respect to the sub-criterion.
b) 75% of the max. score: Good, minimal errors or omissions noted.
Exhaustive, conclusive, comprehensive and precise with respect to
the sub-criterion.
c) 50% of the max. score: Unsatisfactory, major errors or omissions
noted not comprising the fulfilment of the sub-criterion, basically
meets the requirement of the respective sub-criterion.
d) 25% of the max. score: Poor, major errors or omissions are noted
comprising the fulfilment of the sub-criterion, substantially deviates
from or indicates misunderstanding of the requirement of the
respective sub-criterion.
e) 0 % of the max. score: Insufficient / Fail, does not meet the

requirement of the respective sub-criterion at all or does not provide
any information regarding the requirement of the sub-criterion.
22. Opening and 22.1 The Financial Proposals of those Consultants which have achieved the
Evaluation of minimum score in accordance with ITC 21.1 shall be opened. The Financial
Financial Proposals of those Consultants below the minimum score shall not be opened
Proposals and returned unopened after completing the selection process and Contract
signing.
22.2 The opening of the Financial Proposals shall be done in accordance
with ITC 19.2 and ITC 19.3.
23. Evaluation of 23.1 The Financial Proposals shall be assessed using the total price after
Financial correcting any arithmetical errors.
Proposals
Time Based
23.2 If a Time-Based contract form is included in the RFP, the Employer’s
contracts
evaluation committee will (a) correct any computational or arithmetical errors, (b)
adjust the prices if they fail to reflect the duration of the contract in accordance
with ITC 14.1.3, and (c) adjust the prices if they fail to reflect all inputs, which, in
accordance with the RFP have to be indicated and priced separately, using the
highest rates for the corresponding items indicated in the Financial Proposals of
competing Bids, determined to be responsive in accordance with ITC 7.2. In
case of discrepancy between (i) a partial amount (sub-total) and the total
amount, or (ii) between the amount derived by multiplication of unit price with
quantity and the total price, or (iii) between words and figures, the former will
prevail. In case of discrepancy between the Technical and Financial Proposals
in indicating quantities of input, the Technical Proposal prevails and the
Employer’s evaluation committee shall correct the quantification indicated in the
Financial Proposal so as to make it consistent with that indicated in the
Technical Proposal, apply the relevant unit price included in the Financial
Proposal to the corrected quantity, and correct the total Proposal cost.
Lump Sum
23.3 If a Lump-Sum contract form is included in the RFP, the Consultant is
contracts
deemed to have included all prices in the Financial Proposal, therefore no price
adjustments shall be made. The total price, net of taxes understood as per
Clause ITC 25 below, specified in the Financial Proposal (Form FIN-1) shall be
considered as the offered price.
23.4 Notwithstanding the above, the offered price may be adjusted for
reimbursable items to allow for comparison, but only for such items explicitly
requested to be offered in the RFP. Reimbursable items will be either
considered or not considered for all Bidders.
23.5 In case of a mixed contract containing parts with Lump Sum

remuneration (i.e. for project design) and Time Based remuneration (i.e. project
supervision) corrections to the respective parts of the Proposal shall be applied
according to the applicable provisions in ITC 23.2 and ITC 23.3.
24. Taxes 24.1 The Employer’s evaluation of the Consultant’s Financial Proposal shall
exclude customs and excise duties, taxes and levies in the Employer’s country,
directly attributable to the Contract, if not otherwise specified in the Data Sheet.
25. Conversion to 25.1 For the evaluation purposes, prices shall be converted to a single
Single Currency currency using the selling rates of exchange, source and date indicated in the
Data Sheet.
26. Combined 26.1 The Proposal Score shall be calculated by weighting the Technical
Evaluation of Score with 80% and the Financial Score with 20% and adding them as per the
Technical and formula and instructions in the Data Sheet.
Financial
26.2 A final evaluation report shall be established by the Evaluation
Proposals
committee with the result of the combined evaluation and including the
verification of the qualification as per ITC 27. The Consultant with the highest
Proposal Score shall be declared the winner and invited for negotiations.
26.3 An Invitation to clarification and/or negotiation is not a contract award.
27. Qualification of 27.1 The Employer shall determine to its satisfaction whether the Consultant,
the Consultant whose Proposal has achieved the highest Proposal score in accordance with
ITC 26.1 continues to meet the eligibility and qualifying criteria specified at the
qualification/application stage. The determination shall be based upon an
examination of Form E/QUAL as provided in Section 3, Technical Proposal
Forms.
27.2 An affirmative determination shall be a prerequisite for award of the

Contract to the Consultant. A negative determination shall result in
disqualification of the Proposal, in which event the Employer shall proceed to the
Proposal, which has achieved the next-highest Proposal score to make a similar
determination of that Consultant’s eligibility and qualifications to perform
satisfactorily.
28. Employer’s 28.1 The Employer reserves the right to annul the bidding process and reject
Right to Reject All all Proposals at any time prior to contract award, without thereby incurring any
Proposals liability to Consultants
D. Negotiations and Award

29. Negotiations 29.1 The Employer shall conduct contract negotiations with the Consultant
who has attained the highest Proposal Score in accordance with ITC 26.
29.2 The Employer shall prepare minutes of negotiations, which shall be
signed by the Employer and the Consultant’s authorized representative.
Availability of 29.3 The invited Consultant shall confirm the availability of all Key Experts
Key Experts included in the Proposal as a pre-requisite to the negotiations, or, if applicable, a
replacement in accordance with Clause 12 of the ITC. Failure to confirm the Key
Experts’ availability shall result in the rejection of the Consultant’s Proposal, in
which case the Employer shall proceed to negotiate the Contract with the next-
ranked Consultant.
29.4 Notwithstanding the above, the substitution of Key Experts at the
negotiations may be considered if due solely to circumstances outside the
reasonable control of and not foreseeable by the Consultant, including but not
limited to death or medical incapacity. In such case, the Consultant shall offer a
substitute Key Expert within the period of time specified in the letter of invitation
to negotiate the Contract, who shall have equivalent or better qualifications and
experience than the original candidate.
Technical 29.5 The scope of the contract negotiations shall be limited to the following
Negotiations points:
a) clarifying the work and the methods to be used, where necessary
adjusting the staffing schedule;
b) clarifying any counterpart services to be provided by the Employer
Such negotiations shall be limited to items identified in the evaluation report and
shall not be subject to material changes.
Financial 29.6 Fees and unit prices for incidental costs and for all services that were to
Negotiations be offered on a lump-sum basis pursuant to the invitation to tender are in
principle not subject to negotiation, as they were already taken into account
during the evaluation of the Financial Proposal.
29.7 All terms and conditions of the Contract, including the payment
schedule, shall be strictly in accordance with the terms and conditions set out in
the contract form provided in Section VIII. For the avoidance of doubt, the
Contract terms and conditions shall not be subject to any material changes in
the course of negotiations.
30. Conclusion of 30.1 The negotiations are concluded with a review of the finalized draft
Negotiations Contract, which then shall be initialled by the Employer and the Consultant’s
authorized representative.
30.2 If the negotiations fail, the Employer shall inform the Consultant
immediately in writing of all pending issues and disagreements and provide a
final opportunity to the Consultant to respond. If disagreement persists, the
Employer shall terminate the negotiations informing the Consultant of the
reasons for doing so and invite the next-ranked Consultant to negotiate the
Contract. Once the Employer commences negotiations with the next-ranked
Consultant, the Employer shall not reopen the earlier negotiations.
31. Award of 31.1 After completing the negotiations with the Consultant the Employer shall
Contract, promptly inform all Eligible/Qualified Consultants on the outcome of the selection
Information of procedure. The information sent to the Consultants shall contain the name and
Consultants the contract amount of the winning Consultant, the combined Proposal Score of
the winner and the respective Consultant. Additional requirements for the
publication of the results of the selection procedure are indicated in the Data
Sheet, if any.
31.2 In case a Consultant requests additional information on the result of the
evaluation in writing to the Employer, the Employer shall promptly provide a
debriefing to the Consultant informing on the weaknesses of the Proposal in
relation to the winning Consultant. No additional information shall be disclosed.
31.3 Subject to KfW’s no-objection to the draft Contract the Employer shall
sign the Contract. The Consultant is expected to commence the assignment on
the date and at the location specified in the Data Sheet.
Section II. – Data Sheet 18
Section II. Data Sheet
A. General
ITC Clause
Reference
1.1
The name of the Employer is Uganda Electricity Generation Company Limited
(UEGCL)
Based on the results of the qualification process described in Part A. The proposals
of the Eligible/Qualified Consultants approved by the lender will be evaluated.
The method of selection is the quality - cost based selection method
The Employer is supported during the selection procedure by Helmut Ferrari as

tender agent.
1.2. (n) - Not applicable for this procurement
1.3 The name of the assignment is Consulting Services as Owner’s Engineer for Muzizi
Hydropower Project.
1.4 A pre-be meeting will be held for all interested consultants.
Due to Corvid-19 a face to face visit pre-bid conference is not possible, instead a
videoconference is planned as virtual Pre-Bid Meeting. It will be held to allow
clarifications of open topics and questions. The meeting will be set up by use of
WebEx, Zoom or other communication software.
Further details for the meeting will be given to interested and registered Bidders later
on.
The attendance to the pre-bid meeting is mandatory to the bidders.
The Project Manager is expected to attend at the pre-bid meeting
Non attendance at the videoconference will lead for disqualification
1.5 The Employer will provide the following inputs to facilitate the preparation of the
Proposals:
see Section VII, Chapter 10 TOR
The download link will be provided in the invitation letter
2.0
The Republic of Uganda has received financing for the Muzizi HPP from KfW
Development Bank (“KfW"), the French Development Agency (AFD) and the
European Union (EU) .KfW is the lead financier for this project
The procurement of the requested services is based on the KfW „Guidelines for the
Procurement of Consulting Services, Works, Plant, Goods and Non- Consulting
19 Section II. – Data Sheet
Services in Financial Cooperation with Partner Countries“ available at www.kfw-

entwicklungsbank.de.
6. Please refer to Section VII, Chapter 9 for all Studies undertaken so far.
B. Preparation of Proposals
9.1 Proposals shall be accepted in the English language, which shall be the governing
language of the Contract.
All correspondence exchange shall be in English language.
10.1 The Proposal shall be submitted together with the Qualification envelope
described in PART A (envelope no 1).
This means this Proposal documents will be number 2 and 3 out of three envelopes
The Proposal documents of PART B (Technical and financial) shall be sealed and
submitted in two separate envelopes comprise the following documents:
Second envelope: Technical Proposal Envelope:

(1) Power of Attorney to sign the Proposal
(2) TECH-1 Technical Proposal Submission Form
(3) TECH-2 Declaration of Undertaking
(4) TECH-3 Comments or Suggestions on the TOR and Counterpart Staff
(5) TECH-4 Description of the Approach, Methodology, and Work Plan
(6) TECH-5 Work Schedule
(7) TECH-6 Personnel Schedule
Third envelope: Financial Proposal Envelope:

(1) FIN-1 Financial Proposal Submission Form
(2) FIN-2 Financial Proposal – Cost Breakdown
11.1 Sub-consultants shall not participate in more than one Proposal

Sub-Consultants, whose qualifications were not used in the evaluation of any
Qualification, may participate in more than one proposal.
Proposals submitted in violation of this procedure will all be rejected.
12.1 Proposals shall remain valid for 180 days after the Proposal submission deadline.
13.1 The deadline for clarifications by Consultants is 20 days prior to the submission date
as per Clause 17.9
The address for any clarifications regarding is as follows:
The Head Procurement and Disposal Unit
[email protected]
and CC to:
[email protected]
and
Mr Helmut Ferrari (Tender Agent)
[email protected]
14.1.1 FORM E/QUAL Is not applicable -

as the Consultant shall submit all the information for his ability to meet the eligibility
and qualification requirements already with his Qualification Part A
14.1.2 Not applicable

as the Consultant shall already form for the Qualification (Part A of this entire tender)
his JV/sub-consultant/expert selection.
14.1.3 - Not applicable -

Please refer to Section VII: Terms of Reference
(several chapters for timelines of key staff and general project assignment timelines,
which are phased (see as well here in Section II, Data Sheet 16.1)
14.1.4 - Not applicable -
14.1.5 Not applicable
16.1 The indicative contract period shall be up to 90 months (7,5 years):

The contract period is split in to the main 4 phases (I-IV):
I: up to 6 months for project start activities also including provisional

scope for contract closure with the Contractor, if applicable
II: 42 months construction/commissioning period only
III: 36 months for the defects liability period - DLP
IV: up to 6 months for the project closure activities
The Financial Proposal shall be calculated under the assumption that services will
be remunerated on a lump sum basis for the start
activities/construction/commissioning period (Phase I&II) and the project closure
activities (Phase IV).
The services for the support during defects liability period (Phase III), will be paid on
actual cost and request by the Employer.
The Bidder shall include additional equipment / miscellaneous items (Items 8 and 9
in the Detailed Cost Calculation in FIN-2) in the Financial Proposal, which are all
items he requires to fulfil his services in accordance with the Section VII -ToR and
not included in this section or provided by the Employer or by the contractor (on site
infrastructure as camp, vehicles, accommodation…).
The mentioned items shall be deemed to be included in the overall lump sum price
of the offer.
The number of working days per week on site shall be six (6)
The underground works will be on a 24/7 basis
16.2 The following method shall apply to the adjustment of unit prices in foreign currency.
The rates shall be fixed for the contract period as per ITC 16.1 or for a period of 36
months whichever is shorter. For services beyond this period, the rates shall be
adjusted as follows:
Pn = Po * (0.15 + 0.85 * In / Io) where,
Pn = new revised unit price

Po = original unit price valid at the date of expiry of the Proposal Validity as
per ITC 12 or in case of consecutive amendments at the date of expiry
of the fixed rate period of the previous amendment
In = new index prevailing one month after expiry of the fixed rate and which
shall be valid for 12 (twelve) month. If no official index is available at this
time the latest available index before this date shall be used
Io = original index applicable at the date of the original unit price above.
I is defined as the Index of the Harmonised Index of Consumer Prices in Germany

as published by the German Federal Statistics Office (Statistisches Bundesamt /
Harmonisierter Verbraucherpreisindex)
16.3 For the calculation of the Financial Proposal the following provisions regarding taxes
and public duties in the Employer’s country (only identifiable local taxes and public
duties directly attributable to the Contact shall be considered in this context e.g. VAT
or withholding tax on revenue or income generated through the Contract) apply:
The Consultant, its Sub-consultants and Experts shall be exempt from the payment
of VAT only in the Employer’s country. Withholding tax still needs to be paid.
The Contractor, its Sub-consultants and its Experts are subject to local taxes and
public duties directly attributable to the Contract.
Information on the Consultant’s tax obligations in the Employer’s country can be
found in the TOR Annex 3
The Employer will remunerate the Consultant for taxes and public duties upon proof
of evidence if applicable. The Financial Proposal shall contain a separate estimate
for such taxes and public duties.
For the sake of clarity, other local taxes not directly attributable to the Contract (e.g.
profit tax, corporate tax, income tax) as well as tax liabilities of the Consultant, its
Sub-contractors and Experts outside the Employer’s Country shall be included in the
overhead cost calculation and will not be subject to any separate remuneration.
The Employer provides this information on tax obligations in the Employer’s country
to its best knowledge but cannot assume responsibility for the correctness of it,
which remains with the Consultant.
16.4 The Financial Proposal shall be stated in Euro
16.7.4 No other contributions by the Employer except as otherwise stated in the Terms of
Reference
C. Submission, Opening and Evaluation
17.4 The Consultant shall submit the Proposal as follows:

(a) Technical Proposal: one (1) original and 3 copies, each as hard copy;
(b) Financial Proposal: one (1) original and 3 copies, each as hard copy.
Each original and copy of the Technical and Financial Proposal shall include an
individually allocated soft copy as unalterable and printable PDF file for each
envelop on separate CD / DVD disk or USB stick, marked accordingly and be
packaged in accordance with the requirements stipulated in ITC 17.5 - 17.8.
17.9 The deadline for the submission of Proposals shall be

th
11 of January 2021, 14:00 h CET
The original plus one (1) hard copy including a softcopy shall be submitted at the
following address:
Helmut Ferrari
HF consulting engineers
Luise-Ullrich-Str. 20
80636 Munich
Germany
The Consultant shall send 3 additional copies (hard and soft-copy) of the Proposal
to the following address:
Uganda Electricity Generation Company Limited,
Block C, Victoria Office Park,
Ben Kiwanuka Okot Close, Bukoto
P.O.Box 75831 Kampala, Uganda
The copies of the Proposal shall be packaged in accordance with the requirements
stipulated in ITC 17.5 - 17.8.
19.1 The opening of the Submitted post –qualification documents will take place at the
Tender Agent office in Munich.
Alternately the second and/or third envelope could be opened at

Uganda Electricity Generation Company Limited,
Block C, Victoria Office Park,
Ben Kiwanuka Okot Close, Bukoto
Kampala, Uganda
Due to the Covid19 restrictions, No public opening is foreseen
19.2 The Employer’s evaluation committee is composed in principal of members from the
Procurement and Disposal Unit, Projects Department, Finance Department, and the
Legal Department as well as experts.
Mr Helmut Ferrari will assist the evaluation commission as tender agent.

20.3 Options will not be considered for evaluation
21.1 The technical evaluation shall be carried based on the following criteria and point
system. No additional criteria or sub-criterion than those indicated in the RFP shall
be used for the evaluation of the Technical Proposal.
Minimum scoring threshold is 75% of the maximum score.
1. Concept and methodology 40
1.1 Clarity and completeness of the tender 4
1.2 Critical analysis of the project objectives and the Terms 8

of Reference (TOR)
1.3 Proposed technical concepts and methods 22

a) Technical Approach and Methodology
b) Work Plan
c) Organization and Staffing
d) Back-up Services
e) Quality Control and Management
f) Logistics
1.4 Proposed E&S management related/ESHS management 6
approach, concepts and methods for the different tasks
as per ToR
2. Qualifications of proposed staff * 35
2.1 Geological/geotechnical Experts at site 6
2.3 Assistant Resident Engineer 2
2.4 ESIA/ESHS Experts 6
2.5 Other Key staff to be employed on the project 16
2.6 Personnel in the home office who will monitor and 5

control the team, and provide back-up services
3 Presentation/interview of the Consultant 25
Total (maximum) 100
IMPORTANT REMARK:
Minimum ESHS score required is 8 out of 12 points
(sum of ESHS sub-criteria included in 1.4 and 2.4)
Minimum Presentation score required is 10 out of 25 points (sub-
criteria 3).
Proposals below the minimum ESHS/Presentation (*) score
will be rejected
(*)Notwithstanding the total threshold of 75 points
The evaluation of the Consultant’s approach and concept and the proposed team
will take into account ESHS aspects with regard to:

• Review and update of E&S documentation, especially of ESMMP,
implementation and supervision of implementation of all aspects of the
Employer’s Environmental and Social Action Plans including monitoring,
tasks are also covering support within stakeholder engagement and
grievance management.
• Development of Employers ESMMP for Project Operation
• Capacity Building and Training of Employer regarding E&S
management/monitoring according to ESMMP (construction and operation
ESMMP)
• Supervision/monitoring of Construction Contractors’ E&S performance/-
ESMMP implementation
• Overall approach and concept for assessing and mitigating environmental
and social impacts; proven expertise in developing EMMPs for hydropower
projects based on international standards
• Development and implementation/Implementation supervision of RAPs and
LRPs/Livelihood Restoration Plans according to international standards;
Experience in development of RAP/LRP in line with international standards
in Sub-Saharan Africa;
• approach regarding community health, safety and security, e.g. regarding
exposure to gender based violence and sexual harassment, exposure to
risks from construction activities, emergency preparedness and response
plan for project operation
• Adequate Occupational Health and Safety Concept according to
international standards
21.2
The evaluation of the technical proposal will be held in 2 steps:
1. Evaluation of the submitted technical proposal
2. Presentation of the core team of the bidder.
Following evaluation criteria for the technical evaluation apply:

Key staff Qualification* will be evaluated by following sub-criteria:
Education/Years with Company/Professional experience/Regional
Experience//Experience in specific task according to requirements of
Section VII, Chapter 8
*The evaluation of the Resident Engineer, Project Manager & ESHS Leader CV will
take place in the qualification step of Part A, only
Presentation/Interview of the Consultant

After the evaluation of the written part of the technical proposal an interview
with the bidders is foreseen.
The bidders must achieve the threshold of 56 points after the written
evaluation to qualify for the presentation. The successful bidders will be
invited to present themselves with his core team consisting of the Resident
Engineer the Project Manager and the ESHS Team Leader. Other personal
of the bidder may attend too.
The invitation will inform of the detailed program, time, date and place of the
interview. The duration of the presentation is scheduled with 120 - 200
minutes. Typical content would be answering technical questions,
assessment of intercultural competence, communication and presentation
skills.
All invited bidders will be interviewed in the same way and for same topics.
The evaluation committee will score the presentation and add the scores to the ones
gathered so far in the evaluation of the written part of the technical offer.
The summarized score of technical evaluation and presentation will be the base for
scoring and the final shortlist of the technical evaluation. This combined score will
be used for weighting of the technical result as described in under 26.1 below.
The presentation/interview during the technical evaluation phase is strictly limited to
aspects of the technical proposal (staffing/methods/schedule/logistics etc.).
No topic of the financial proposal will be raised or discussed.
22.2 The Opening and Evaluation of Financial Proposals will be done similar to the
opening of the technical proposals.
23.3 This RFP is a lump sum based contract for services of Phase I, II and IV
Services of Phase III will be paid on given rates and actual time input.
23.4 There are no reimbursable items to be considered
25.1 The single currency for the conversion of prices expressed in other currencies into a
single one shall be Euro.
The official source of the selling (exchange) rate is the Bank of Uganda.
- not applicable -
The date of the exchange rate is not applicable
26.1 The weights given to the Technical (T) and Financial (F) Proposals are as follows:
WT = 80 %, and
WF = 20 %
The weighted technical score is calculated as follows:

PT = WT * T/T0, with
PT = weighted technical score (points) of a technical Proposal,
T = technical score (points) as per technical evaluation,
T0 = highest technical score (points) as per technical evaluation,
WT = weight of the technical Proposal (in percent)
The weighted financial score is calculated as follows
PF = WF * Co/C, with
PF = financial score (points) of a financial Proposal,

C = evaluated price of the financial Proposal,
Co = lowest evaluated price of all financial Proposals.
and the overall score is calculated as:
P = PF + PT.
D. Negotiations and Award
29.1 Beside the sales responsible the Project Manager, the Resident Engineer and
Leader of ESHS team of the Consultant shall be present during the clarification and
negotiation meeting(s). Other key staffs of the Consultant are welcomed as well.
29.5 Items which show up only during the negotiations and impact price or scoring of the
Consultant may lead to rejection and/or revisit of the ranking system.
In such a case of rejection of the Consultant’s Proposal or change of ranking, the
Employer shall proceed to negotiate the Contract with the next-ranked or best
ranked Consultant.
29.8 Due to the unknown development of the current pandemic situation all physical
meetings and travels might be replaced by online meetings or a possible neutal
meeting place can be agreed upon the parties.
31.3. The expected commencement date of the assignment is in spring/summer 2021.
The details of contract award and coming into force are stated in the contract
document according to Section VIII.
31.4 For an exchange of the key staff (here: resident engineer, project manager, ESHS
team leader and geotechnical team leader), which is not due to a force majeure, the
consultant must at least the equally qualified replacement training for 3 months free
of charge.
27 Section III. – Technical Proposal - Standard Forms
Section III. Technical Proposal – Standard Forms

CHECKLIST OF REQUIRED FORMS
FORM DESCRIPTION Page Limit
Power of No pre-set format/form. In the case of a Joint Venture,

Attorney several are required: a power of attorney for the authorized
representative of each JV member, and a power of
attorney for the representative of the lead member to
represent all JV members.
TECH-1 Technical Proposal Submission Form.

If the Proposal is submitted by a joint venture, attach a
letter of intent or a copy of an existing agreement.
TECH-2 Declaration of Undertaking

TECH-3 Comments or Suggestions on the Terms of Reference and
on Counterpart Staff and Facilities to be provided by the
Employer.
TECH-3A A. On the Terms of Reference
TECH-3B B. On the Counterpart Staff and Facilities
TECH-4 Description of the Approach, Methodology, and Work Plan

for Performing the Assignment
TECH-5 Work Schedule (Tasks and Activities Bar Chart)
TECH-6 Personnel Schedule (Bar Chart) and attached Curriculum

Vitae (CV)
Section III. – Technical Proposal - Standard Forms 28
Form TECH-1
TECHNICAL PROPOSAL SUBMISSION FORM
[Location, Date]
To: [Name and address of Employer]
Dear Sirs:
We, the undersigned, offer to provide the consulting services for [Insert title of assignment] in
accordance with your Request for Proposals dated [Insert Date] and our Proposal. We are hereby
submitting our Proposal, which includes this Technical Proposal and a Financial Proposal sealed in a
separate envelope.
[If the Consultant is a joint venture, insert the following: “We are submitting our Proposal in a
joint venture between: [Insert a list with full name and the legal address of each member, and indicate
the lead member]. We have attached a copy [insert: “of our letter of intent to form a joint venture” or, if
a JV is already formed, “the relevant information of the existing JV agreement”] signed by every
participating member, which details the likely legal structure of and the confirmation of joint and
severable liability of the members of the said joint venture.”
or
If the Consultant’s Proposal includes Sub-consultants, insert the following: “We are submitting our
Proposal with the following firms as Sub-consultants: [Insert a list with full name and address of each
Sub-consultant.”]
We hereby declare that:
(a) All the information and statements made in this Proposal are true and we accept that
any misinterpretation or misrepresentation contained in this Proposal may lead to our
disqualification by the Employer.
(b) Our Proposal shall be valid and remain binding upon us for the period of time
specified in ITC 12.1.
(c) We have no conflict of interest in accordance with ITC 3.
(d) Except as stated in ITC 12, we undertake to negotiate a Contract on the basis of the
proposed Key Experts. We accept that the substitution of Key Experts for reasons
other than those stated in ITC 27.4 may lead to the termination of Contract
negotiations.
(e) Our Proposal is binding upon us and subject to any modifications resulting from the
Contract negotiations.
We undertake, if our Proposal is accepted and the Contract is signed, to initiate the Services related to
the assignment no later than the date indicated in ITC 29.
We understand that the Employer is not bound to accept any Proposal that the Employer receives.
We remain,
Yours sincerely,
Authorized Signature [In full and initials]:

Name and Title of Signatory:
Name of Consultant (company’s name or JV’s name):
In the capacity of:
Address:
Contact information (phone and e-mail):
[For a joint venture, either all members shall sign or only the lead member, in which case the power of
attorney to sign on behalf of all members shall be attached.]
FORM TECH-2
Declaration of Undertaking
Reference name of the Qualification/Offer/Contract: ("Contract")2
To: ("Project Executing Agency")
1. We recognise and accept that KfW only finances projects of the Project Executing
Agency (“PEA”)3 subject to its own conditions which are set out in the Funding
Agreement it has entered into with the PEA. As a matter of consequence, no legal
relationship exists between KfW and our company, our Joint Venture or our
Subcontractors under the Contract. The PEA retains exclusive responsibility for the
preparation and implementation of the Tender Process and the performance of the
Contract.
2. We hereby certify that neither we nor any of our board members or legal
representatives nor any other member of our Joint Venture including Subcontractors
under the Contract are in any of the following situations:
2.1) being bankrupt, wound up or ceasing our activities, having our activities
administered by courts, having entered into receivership, reorganisation or being
in any analogous situation;
2.2) convicted by a final judgement or a final administrative decision or subject to
financial sanctions by the United Nations, the European Union or Germany for
involvement in a criminal organisation, money laundering, terrorist-related
offences, child labour or trafficking in human beings; this criterion of exclusion is
also applicable to legal Persons, whose majority of shares are held or factually
controlled by natural or legal Persons which themselves are subject to such
convictions or sanctions;
2.3) having been convicted by a final court decision or a final administrative
decision by a court, the European Union, national authorities in the Partner
Country or in Germany for Sanctionable Practice in connection with a Tender
Process or the performance of a Contract or for an irregularity affecting the EU’s
financial interests (in the event of such a conviction, the Applicant or Bidder shall
attach to this Declaration of Undertaking supporting information showing that this
conviction is not relevant in the context of this Contract and that adequate
compliance measures have been taken in reaction);
2.4) having been subject, within the past five years to a Contract termination fully
settled against us for significant or persistent failure to comply with our contractual
obligations during such Contract performance, unless this termination was
challenged and dispute resolution is still pending or has not confirmed a full
settlement against us;
2.5) not having fulfilled applicable fiscal obligations regarding payments of taxes
either in the country where we are constituted or the PEA's country;
2
Capitalised terms used, but not otherwise defined in this Declaration of Undertaking have the meaning given to such term in
KfW’s “Guidelines for the Procurement of Consulting Services, Works, Plant, Goods and Non-Consulting Services in Financial
Cooperation with Partner Countries”.
3
The PEA means the purchaser, the Employer, the client, as the case may be, for the procurement of Consulting Services,
Works, Plant, Goods or Non-Consulting Services.
2.6) being subject to an exclusion decision of the World Bank or any other
multilateral development bank and being listed on the website
http://www.worldbank.org/debarr or respectively on the relevant list of any other
multilateral development bank (in the event of such exclusion, the Applicant or
Bidder shall attach to this Declaration of Undertaking supporting information
showing that this exclusion is not relevant in the context of this Contract and that
adequate compliance measures have been taken in reaction); or
2.7) being guilty of misrepresentation in supplying the information required as a
condition of participation in the Tender.
3. We hereby certify that neither we, nor any of the members of our Joint Venture or any
of our Subcontractors under the Contract are in any of the following situations of
conflict of interest:
3.1) being an Affiliate controlled by the PEA or a shareholder controlling the PEA,
unless the stemming conflict of interest has been brought to the attention of KfW
and resolved to its satisfaction;
3.2) having a business or family relationship with a PEA's staff involved in the
Tender Process or the supervision of the resulting Contract, unless the stemming
conflict of interest has been brought to the attention of KfW and resolved to its
satisfaction;
3.3) being controlled by or controlling another Applicant or Bidder, or being under
common control with another Applicant or Bidder, or receiving from or granting
subsidies directly or indirectly to another Applicant or Bidder, having the same
legal representative as another Applicant or Bidder, maintaining direct or indirect
contacts with another Applicant or Bidder which allows us to have or give access
to information contained in the respective Qualifications or Offers, influencing
them or influencing decisions of the PEA;
3.4) being engaged in a Consulting Services activity, which, by its nature, may be
in conflict with the assignments that we would carry out for the PEA;
3.5) in the case of procurement of Works, Plant or Goods:
i. having prepared or having been associated with a Person who prepared
specifications, drawings, calculations and other documentation to be used
in the Tender Process of this Contract;
ii. having been recruited (or being proposed to be recruited) ourselves or
any of our Affiliates, to carry out works supervision or inspection for this
Contract;
4. If we are a state-owned entity, and compete in a Tender Process, we certify that we
have legal and financial autonomy and that we operate under commercial laws and
regulations.
5. We undertake to bring to the attention of the PEA, which will inform KfW, any change
in situation with regard to points 2 to 4 here above.
6. In the context of the Tender Process and performance of the corresponding Contract:
6.1) neither we nor any of the members of our Joint Venture nor any of our
Subcontractors under the Contract have engaged or will engage in any
Sanctionable Practice during the Tender Process and in the case of being
awarded a Contract will engage in any Sanctionable Practice during the
performance of the Contract;
6.2) neither we nor any of the members of our Joint Venture or any of our
Subcontractors under the Contract shall acquire or supply any equipment nor
operate in any sectors under an embargo of the United Nations, the European
Union or Germany; and
6.3) we commit ourselves to complying with and ensuring that our Subcontractors
and major suppliers under the Contract comply with international environmental
and labour standards, consistent with laws and regulations applicable in the
country of implementation of the Contract and the fundamental conventions of the
International Labour Organisation4 (ILO) and international environmental treaties.
Moreover, we shall implement environmental and social risks mitigation measures
when specified in the relevant environmental and social management plans or
other similar documents provided by the PEA and, in any case, implement
measures to prevent sexual exploitation and abuse and gender based violence.
7. In the case of being awarded a Contract, we, as well as all members of our Joint
Venture partners and Subcontractors under the Contract will, (i) upon request,
provide information relating to the Tender Process and the performance of the
Contract and (ii) permit the PEA and KfW or an Auditor appointed by either of them,
and in the case of financing by the European Union also to European institutions
having competence under European Union law, to inspect the respective accounts,
records and documents, to permit on the spot checks and to ensure access to sites
and the respective project.
8. In the case of being awarded a Contract, we, as well as all our Joint Venture partners
and Subcontractors under the Contract undertake to preserve above mentioned
records and documents in accordance with Applicable Law, but in any case for at
least six years from the date of fulfillment or termination of the Contract. Our financial
transactions and financial statements shall be subject to auditing procedures in
accordance with Applicable Law. Furthermore, we accept that our data (including
personal data) generated in connection with the preparation and implementation of
the Tender Process and the performance of the Contract are stored and processed
according to the Applicable Law by the PEA and KfW.
Name: ____________________________ In the capacity of: ______________________

Duly empowered to sign in the name and on behalf of5:_____________________________
Signature: Dated:
4
In case ILO conventions have not been fully ratified or implemented in the Employer’s country the Applicant/Bidder/Contractor
shall, to the satisfaction of the Employer and KfW, propose and implement appropriate measures in the spirit of the said ILO
conventions with respect to a) workers grievances on working conditions and terms of employment, b) child labour, c) forced
labour, d) worker’s organisations and e) non-discrimination.
5
In the case of a JV, insert the name of the JV. The person who will sign the application, Bid or Proposal on behalf of the
Applicant/Bidder shall attach a power of attorney from the Applicant/Bidder.
FORM TECH-3
COMMENTS AND SUGGESTIONS ON THE TERMS OF REFERENCE, COUNTERPART

STAFF, AND FACILITIES TO BE PROVIDED BY THE EMPLOYER
[Form TECH-3: comments and suggestions on the Terms of Reference that could improve the
quality/effectiveness of the assignment; and on requirements for counterpart staff and facilities,
which are provided by the Employer, including: administrative support, office space, local
transportation, equipment, data, etc.]
A - On the Terms of Reference
[The Consultant is explicitly encouraged to present a detailed critical analysis and the
Consultant’s interpretation of the project’s objectives and the TOR. This might encompass
critical comments and doubts about the suitability, consistency and feasibility of individual
aspects and the concept as a whole, if any. The methodology suggested must take
constructive account of these.]
B - On Counterpart Staff and Facilities
[Comments on counterpart staff and facilities to be provided by the Employer. For example,
administrative support, office space, local transportation, equipment, data, background
reports, etc., if any.]
FORM TECH-4
DESCRIPTION OF APPROACH, METHODOLOGY, AND WORK PLAN IN
RESPONDING TO THE TERMS OF REFERENCE
[Form TECH-4: a description of the approach, methodology and work plan for performing the
assignment, including a detailed description of the proposed methodology and staffing for
training, if the Terms of Reference specify training as a specific component of the
assignment. The texts and information should be compiled and presented in a way that is
related to the project. Consultants shall refrain from long explanations in the style of a
textbook. The presentation of diagrams, tables and graphics is preferred. Suggested
structure of the Technical Proposal:
a) Technical Approach and Methodology

b) Work Plan
c) Organization and Staffing
d) Back-up Services
e) Quality Control and Management
f) Logistics]
a) Technical Approach and Methodology [Please explain your understanding of the

objectives of the assignment as outlined in the Terms of Reference (TOR), the
technical approach, and the methodology you would adopt for implementing the tasks
to deliver the expected output(s), and the degree of detail of such output. The
Consultant is explicitly encouraged not to repeat the TOR in here but to show the
suitability of his concept in regard to the TOR and his comments made on these.]
b) Work Plan [Please outline the plan for the implementation of the main activities/tasks
of the assignment, their content and duration, phasing and interrelations, milestones
(including interim approvals by the Employer), and tentative delivery dates of the
reports. The proposed work plan should be consistent with the technical approach
and methodology, showing your understanding of the TOR and ability to translate
them into a feasible working plan. A list of the final documents (including reports) to
be delivered as final output(s) should be included here. The work plan should be
consistent with the Work Schedule Form.]
c) Organization and Staffing [Please describe the structure and composition of your
team, including the list of the Key Experts, other experts and relevant technical and
administrative support staff. Responsibilities within the project team have to be
defined. Please include an organisation chart showing the Consultant’s internal
organisation as well as the interactions with the Employer as well as with other
stakeholders. The Consultant is encouraged to include junior staff in his team subject
to available guidance within a team headed by senior professional staff and
application of adequate rates. If certain tasks are not exclusively performed at site,
the Consultant has to describe how the execution and co-operation between site and
home office staff is assured.]
d) Back-up Services [Please describe the envisaged backstopping by the home office
for the team working locally on technical and administrative questions that could arise
during project implementation as well as for the controlling and monitoring of the
work.]
e) Quality Control and Management [Please outline the procedures for quality control
management of services (reports, documents, drawings), including those prepared by
associates, sub-consultants and local partners, before submission to the Employer.
Plain reference to ISO 9001 is not considered to be adequate.]
f) Logistics [Please describe the planned logistics and facilities for the execution of the
services.]
FORM TECH-5 (Indicative Format)
Work Schedule (Tasks and Activities Bar Chart)
23
1 Months
N° Tasks (T-..)
1 2 3 4 5 6 7 8 9 ..... n TOTAL
T-1 [e.g., Task #1: Report A
1) data collection
2) drafting
3) inception report
4) incorporating comments
5) .........................................
6) delivery of final report to Employer]
T-2 [e.g., Task #2:...............]
1 List the tasks with the breakdown for activities, deliverables and other benchmarks such as the Employer’s approvals. For phased
assignments, indicate the activities, delivery of reports, and benchmarks separately for each phase.
2 Duration of activities shall be indicated in a form of a bar chart.
3 Include a legend, if necessary, to help read the chart.
FORM TECH-6 (INDICATIVE FORMAT)

Personnel Schedule (Bar Chart)
3
12 Total time-input
Months
(in person-months)
N° Name Position
Interna Nation
1 2 3 4 5 6 7 8 9 ..... n Total
tional al
KEY EXPERTS
[e.g., Team Home
K-1 [e.g., Mr/Mrs. A]
Leader] Field
K-2
K-3
n
Subtotal:
OTHER EXPERTS
[Home
E-1 ]
[Field]
E-2
n
Subtotal:
Total:
1 Months are counted from the start of the assignment/mobilization.

2 “Home” means work in the office in the expert’s country of residence. “Field” work means work carried out in the Employer’s country or any
other country outside the expert’s country of residence.
3 The assignment of international and national staff shall be treated separately.
Full time input Part time input
Section IV. – Financial Proposal – Standard Forms 38
Form TECH-6
(Continued)
CURRICULUM VITAE (CV)
Position Title and No. [e.g., K-1, TEAM LEADER]

Name of Expert: [Insert full name]
Date of Birth: [day/month/year]
Country of
Citizenship/Residence
Education: [List college/university or other specialized education, giving names of

educational institutions, dates attended, degree(s)/diploma(s) obtained]
___________________________________________________________________
___________________________________________________________________
Employment record relevant to the assignment: [Starting with present position, list in
reverse order. Please provide dates, name of employing organization, titles of positions held,
types of activities performed and location of the assignment, and contact information of
previous clients and employing organization(s) who can be contacted for references. Past
employment that is not relevant to the assignment does not need to be included.]
Period Employing organization and Country Summary of activities

your title/position. Contact info performed relevant to
for references the Assignment
[e.g., May [e.g., Ministry of ……,
2005- advisor/consultant to…
present]
For references: Tel…………/ e-
mail……; Mr/Mrs B, deputy
minister]
Membership in Professional Associations and Publications:

___________________________________________________________________
Language Skills (indicate only languages in which you can work):

__________________________________________________________________
__________________________________________________________________
39 Section IV. – Financial Proposal – Standard Forms
Adequacy for the Assignment:
Detailed Tasks Assigned on Consultant’s Reference to Prior Work/Assignments that

Team of Experts: Best Illustrates Capability to Handle the
Assigned Tasks
[List all deliverables/tasks as in TECH- 5 in
which the Expert will be involved)
Section IV. Financial Proposal - Standard Forms
FIN-1 Financial Proposal - Submission Form
FIN-2 Financial Proposal - Cost Breakdown

FORM FIN-1
FINANCIAL PROPOSAL - SUBMISSION FORM
[Location, Date]
To: [Name and address of Employer]
Dear Sirs:
We, the undersigned, offer to provide the consulting services for [Insert title of
assignment] in accordance with your Request for Proposal dated [Insert Date] and our
Technical Proposal.
Our attached Financial Proposal is for the amount of [Indicate the corresponding to
the amount(s) currency(ies)] [Insert amount(s) in words and figures], [Insert “excluding” as
standard or “including”] of all indirect local taxes in accordance with Clause 25.1 in the Data
Sheet. The estimated amount of local indirect taxes is [Insert currency] [Insert amount in
words and figures] which shall be confirmed or adjusted, if needed, during negotiations.
[Please note that all amounts shall be the same as in Form FIN-2].
Our Financial Proposal shall be binding upon us subject to the modifications
resulting from Contract negotiations, up to expiration of the validity period of the Proposal, i.e.
before the date indicated in Clause 12.1 of the Data Sheet.
Commissions and gratuities paid or to be paid by us to an agent or any third party

relating to preparation or submission of this Proposal and Contract execution, paid if we are
awarded the Contract, are listed below:
Name and Address Amount and Purpose of Commission

of Agents Currency or Gratuity
[If no payments are made or promised, add the following statement: “No commissions or gratuities
have been or are to be paid by us to agents or any third party relating to this Proposal and Contract
execution.”]
We understand you are not bound to accept any Proposal you receive.
We remain,
Yours sincerely,
Authorized Signature [In full and initials]:

Name and Title of Signatory:
In the capacity of:
Address:
E-mail: ___________________________________________________
[For a joint venture, either all members shall sign or only the lead member/consultant, in which case
the power of attorney to sign on behalf of all members shall be attached]
FORM FIN-2 FINANCIAL PROPOSAL – COST BREAKDOWN

Model for Financial Proposal – Overall Cost Breakdown
Basic Services
Sum in EUR
Package A - Lump sum services w/o option:
Total Phase I, II & IV –
I. Project start, Design, full implementation during

Construction and Erection
II. Commissioning up to Taking-Over Certificate and
Commercial Operations Date (COD)
IV. Project Closure activities.
as per Data Sheet 16.1. and TOR]
Optional services
Package B -Time based services:
Total Phase III (Defects Liability Period) –
III. Operation & Maintenance after COD until after issuance of

Performance Certificate
as per Data Sheet clause 16.1.and TOR
Grand Total Phase I, II, III & IV - Lump sum and Time based
Optional Services,
[In case of services to be offered on an optional basis as per TOR the Consultant shall use the same
cost breakdown structure shown above and below. The same applies if the Consultant wishes to
propose an alternative proposal.]
Duties and Taxes
Taxes and duties

Basic Services
Optional Services
Summary Overview
Package A Lump Sum Services
Phase I, II & IV – (as per Data Sheet clause 16.1.and TOR)
SUMMARY* Sum in EUR

1. 1. – Foreign staff cost
2. 2. – Local staff cost
3. 3. – Allowance and accommodation
4. Sub-Total – Staff cost
5. 4. - International travel costs
6. 5. – Local travel & transport cost
7. 6. – Project office
8. 7. – Reports and documents
Sub-Total Logistics and transport
Total – Fees, transport and logistics
9. 8. - Equipment cost*
10. 9. - Miscellaneous cost*
Total – Other cost
Total Package A - Lump Sum Services
Optional (provisional) Services / Contracting – Lump sum

Phase I – (as per Data Sheet clause 16.1.and TOR 3.3.4)
SUMMARY* Sum in EUR

11. 1. – Foreign staff cost
12. 2. – Local staff cost
13. 3. – Allowance and accommodation
14. Sub-Total – Staff cost
15. 4. - International travel costs
16. 5. – Local travel & transport cost
17. 6. – Project office
18. 7. – Reports and documents
Sub-Total Logistics and transport
Total – Fees, transport and logistics
19. 8. - Equipment cost*
20. 9. - Miscellaneous cost*
Total – Other cost
Total Option Phase I - Lump Sum Services
*The cost overview presented for lump sum services shall only be used to demonstrate the basis for
calculation of services and, if needed, for payments of possible additional services requested later. All
items are remunerated on a lump-sum basis. In exceptional cases items 8 and/or 9 (Equipment,
Miscellaneous cost) might be remunerated at actual cost, if explicitly specified in the ITC. The same
applies for the lump sum services presented in the Detailed Cost Calculation below.
Detailed Cost Calculation for Phase I, II & IV (Lump sum services)
1. Foreign Staff Cost Unit No. Unit Rate (EUR) Amount (EUR)
1.1 Team Leader month ...
1.2 NN month ...
1.3 … month …
Sub-total Foreign staff
2. Local Staff Cost (incl. allowances and accommodation, see explanation)
2.1 NN month ...
2.2 ... month ...
Sub-total Local staff
3. Allowance, Accommodation, Complementary Travel Costs for Foreign Staff
3.1 Allowance, accommodation - Long-term month ...
staff
3.2 Allowance, accommodation - Short-term month ...
staff
Sub-total Allowance and accommodation
4. International Travel
4.1 International return flights flight ...
4.2 Complementary travel costs flight …
4.3 …. other international flights flight …
Sub-Total International flights
5. Local Travel & Transport Cost
5.1 Vehicle lease/rent or use of own vehicles month ...
5.2 Vehicle O&M incl. driver, assurance, month ...
repairs
5.3 Other local transport (short-term, peak) day …
5.4 Local flights flight ...
Sub-total Local transport
6. Project Office
6.1 Office rent month ...
6.2 Office operation month ...
Sub-total Project office
7. Reports and Documents
7.1 ... (Type of reports/documents to be stated) /doc ...
7.2 ... ... ...
Sub-total Reports and documents
8. Equipment
8.1.Office equipment … …
8.2 Project vehicles
8.2 Other. equip. to be handed over/consumed ... ...
Sub-Total Total Equipment
9. Miscellaneous Items
9.1 Other miscellaneous items/services …
9.2 Contingencies … …
Sub-Total Total Miscellaneous items/services
* To be submitted separately for each package. It shall not be used as basis for payment of lump sum
services. Otherwise see explanation in the Summary Overview sheet.
Detailed Cost Calculation for Option – Provisional services Contracting -

as described in TOR 3.3.11
(Lump sum services)
1. Foreign Staff Cost Unit No. Unit Rate (EUR) Amount (EUR)
1.1 Team Leader month ...
1.2 NN month ...
1.3 … month …
Sub-total Foreign staff
2. Local Staff Cost (incl. allowances and accommodation, see explanation)
2.1 NN month ...
2.2 ... month ...
Sub-total Local staff
3. Allowance, Accommodation, Complementary Travel Costs for Foreign Staff
3.1 Allowance, accommodation - Long-term month ...
staff
3.2 Allowance, accommodation - Short-term month ...
staff
Sub-total Allowance and accommodation
4. International Travel
4.1 International return flights flight ...
4.2 Complementary travel costs flight …
4.3 …. other international flights flight …
Sub-Total International flights
5. Local Travel & Transport Cost
5.1 Vehicle lease/rent or use of own vehicles month ...
5.2 Vehicle O&M incl. driver, assurance, month ...
repairs
5.3 Other local transport (short-term, peak) day …
5.4 Local flights flight ...
Sub-total Local transport
6. Project Office
6.1 Office rent month ...
6.2 Office operation month ...
Sub-total Project office
7. Reports and Documents
7.1 ... (Type of reports/documents to be stated) /doc ...
7.2 ... ... ...
Sub-total Reports and documents
8. Equipment
8.1.Office equipment … …
8.2 Project vehicles
8.2 Other. equip. to be handed over/consumed ... ...
Sub-Total Total Equipment
9. Miscellaneous Items
9.1 Other miscellaneous items/services …
9.2 Contingencies … …
Sub-Total Total Miscellaneous items/services
* To be submitted separately for each package. It shall not be used as basis for payment of lump sum
services. Otherwise see explanation in the Summary Overview sheet.
Detailed cost calculation for Package B – Phase III- DLP (time based services) –
During Operation and Maintenance after COD up to PC (Phase III)
Cost for the services of phase III mentioned in chapter 3.5 TOR
Services such as, issuing the PC, preparation of Project Completion Report etc. have to been
calculated and included in Package A/Phase I, II & IV
WORK ON PROVIDED EVIDENCE AND UPON REQUEST BY UEGCL where UEGCL reserves all
rights to order such work anytime during the project assignment
The Personnel rates have to include all additional costs (e.g. office costs, equipment, etc) except travel
costs
DAILY RATES
6
Position Quantity (Days) Unit Rate (EUR) Amount (EUR)
Project Manager 50
Resident Engineer 80
Assistant Resident 80
Engineer
International Professional 30
Key Staff
Ugandan/regional Long- 80
term Key Staff
Home Office Support 20
WEEKLY RATES
7
Position Quantity (Weeks) Unit Rate (EUR) Amount (EUR)
Project Manager 4
Resident Engineer 8
Engineer
Long-term Key Staff
Short-term Key Staff
term Key staff
Home Office Support 1
6
Indicative amounts given are for comparison purposes, only.
7
MONTHLY RATES
8
Position Quantity (months) Unit Rate (EUR) Amount (EUR)
Project Manager 1
Resident Engineer 1
Engineer
Key Staff
term Key Staff
Sub-Total Staff (time based)
TRAVEL COST
9
ITEM Units UNIT RATE (EUR) Amount (EUR)
International return flight (Economy) 10
Allowance and Accommodation (per 120

day including overnight) for Foreign
Staff
Allowance and Accommodation (per 200

day including overnight) for
Ugandan/Regional Staff
Travel by Car (per km) 10.000 km
Sub-total Travel costs
Total costs for staff and travel (provisional sum)
8
9
Form FIN 2
Explanation regarding the information contained in the Financial Proposal
Important note: Each sub-item contained in items 3 to 7 shall be offered as lump-sum item specified in
the respective unit according to the Detailed Cost Calculation sheet. In case of lump sum packages the
rates presented here shall only be used to demonstrate the basis for calculation of services and, if
needed, for payments of possible additional services. In case of time based packages the relevant
lump sum unit rates shall be used for payments according to the actual quantities.
The Financial Proposal shall be structured as detailed in Form FIN 2 above and be calculated inclusive
of all ancillary cost as detailed below.
Item 1 & 2 - Staff Cost

These items shall include international and local/regional staff monthly home office rate, including
salary, social charges and overhead cost, bonus, home office cost, all medical examinations, internal
professional training, back-up services from home office (professional, personal and administrative),
cost of IT equipment, company's professional insurance, risk and profit. In addition, staff rates for local
staff shall include accommodation and allowance for occasional local travel within the Employer’s
country unless the assignment foresees extensive travel in the Employer’s country. In such case the
Consultant shall offer it separately.
Absence for vacation of staff as applicable in the Consultant’s home office for foreign staff and in the
Employer’s country for local staff shall be deemed to be included in the unit staff rates, as well as sick
leave up to the same amount. Unless otherwise specified in this RFP backstopping services from the
home office are deemed to be included in the overhead cost.
Item 3 - Allowance and accommodation

This item shall include for all foreign long term and short term staff as the case may be hotel fee, rent,
furniture and running cost for flats/houses and, if necessary, also for local staff.
Item 4 - International Travel Cost

This item shall include:
• international air fares, including complementary travel cost (e.g. transfer cost to and from airports,
visa, airport tax, excess baggage and / or air freight, medical expenses, visa, etc.) per round trip.
• air fares for inspection flights (including cost elements as above), if any
Item 5 – Local Travel & Transport Cost

This item shall include:
• lease or rent of project vehicles or depreciation cost of vehicles owned by the Consultant as lump
sum item per month of operation (for acquisition of vehicles under the project budget and the
related procedures refer to item g) hereunder);
• running cost of own or leased/rented vehicles as a monthly lump sum item per car including
gasoline, oil, tires and other consumables, all risk insurance, maintenance and repair costs as well
as costs for driver;
• cost for local air, road and rail travel, if any
• taxi costs for local transport demand peaks, if any.
Item 6 - Cost for the Local Project Office

This item shall include office rent, office staff cost and office operation cost (including cleaning,
electricity, water, heating, air conditioning, insurance, telecommunication, international and local
freight, etc. and all office consumables).
Item 7 - Production of Reports

This item shall include reports and, if applicable any other documents to be produced/purchased in the
frequency, number of copies and the format as specified in the TOR and include transport cost and
distribution to the addresses as specified in the TOR. The cost of photo and video documentation of
the project progress, whether specifically taken and used for the reports or not, shall be deemed
included in the relevant lump sum item.
Item 8 – Equipment Cost

Unless otherwise specified all equipment purchased under this item shall be handed over to the
Employer upon completion of the services taking into account normal wear and tear under the
operational conditions of the project.
In case Equipment Cost items are not specified explicitly in ITC 16.1 or the TOR the following applies:
The Financial Proposal shall include procurement of all office and work equipment like vehicles (other
than leased/ rented or owned by the Consultant), furniture, appliances, survey, measuring and test
instruments etc., which the Consultant deems necessary for the execution of the project. In this case
the respective cost will be reimbursed upon presentation of documentary evidence in the currency as
occurred or in the project currency at the exchange rate of the invoice date. No handling charges will
be accepted.
Note: Procurement of goods and services for the project implementation through a disposition fund or
otherwise has to be managed and controlled through inclusion of qualified and adequate staff in the
team.
Item 9 - Miscellaneous Cost

This item shall include all expenses and cost items that might not be covered by the above categories
but are considered required in this assignment. The following examples may fall under miscellaneous
cost:
• acquisition of town maps, aerial photographs, satellite images
• rental of project equipment (e.g. for geophysical surveys)
• topographical and soil surveys for sites and pipeline alignments
• workshop / factory inspection cost
• study tours for counterpart personnel
• preparation and management of workshops and seminars
• training measures or any other special services executed by third parties
• contingency funds or other provisional sums for services or expenses deemed necessary.
In case Miscellaneous Cost items are not specified explicitly in ITC 16.1 or the TOR the following
applies:
The Consultant shall include in its Financial Proposal such items considered necessary for the
fulfilment of the requirements of the TOR. In this case the respective cost will be reimbursed upon
presentation of documentary evidence in the currency as occurred or in the project currency at the
exchange rate of the invoice date. No handling charges will be accepted.
Section VI. – KfW Policy – Sanctionable Practice – Social and Environmental Responsibility
50
Section V. Eligibility Criteria

Eligibility in KfW-Financed Procurement
1. Consulting Services, Works, Goods, Plant and Non-Consulting Services are eligible for KfW
financing regardless of the country of origin of the Contractors (including Subcontractors and
suppliers for the execution of the Contract), except where an international embargo or sanction by
the United Nations, the European Union or the German Government applies.
2. Applicants/Bidders (including all members of a Joint Venture and proposed or engaged

Subcontractors) shall not be awarded a KfW-financed Contract if, on the date of submission of
their Application/Offer or on the intended date of Award of a Contract, they:
2.1 are bankrupt or being wound up or ceasing their activities, are having their activities
administered by courts, have entered into receivership, or are in any analogous situation;
2.2 have been
(a) convicted by a final judgement or a final administrative decision or subject to financial
sanctions by the United Nations, the European Union and/or the German Government
for involvement in a criminal organisation, money laundering, terrorist-related offences,
child labour or trafficking in human beings; this criterion of exclusion is also applicable to
legal Persons, whose majority of shares are held or factually controlled by natural or
legal Persons which themselves are subject to such convictions or sanctions;
(b) convicted by a final court decision or a final administrative decision by a court, the
European Union or national authorities in the Partner Country or in Germany for
Sanctionable Practice during any Tender Process or the performance of a Contract or
for an irregularity affecting the EU’s financial interests, unless they provide supporting
information together with their Declaration of Undertaking (Form available as Appendix
to the Application/Offer which shows that this conviction is not relevant in the context of
this Contract and that adequate compliance measures have been taken in reaction;
2.3 have been subject within the past five years to a Contract termination fully settled against
them for significant or persistent failure to comply with their contractual obligations during
Contract performance, unless this termination was challenged and the dispute resolution is
still pending or has not confirmed a full settlement against them;
2.4 have not fulfilled applicable fiscal obligations regarding payments of taxes either in the country
where they are constituted or the PEA’s country;
2.5 are subject to an exclusion decision of the World Bank or any other multilateral development
bank and are listed in the respective table with debarred and cross-debarred firms and
individual available on the World Bank’s website or any other multilateral development bank
unless they provide supporting information together with their Declaration of Undertaking
which shows that this exclusion is not relevant in the context of this Contract or
2.6 have given misrepresentation in documentation requested by the PEA as part of the Tender
Process of the relevant Contract.
3. State-owned entities may compete only if they can establish that they (i) are legally and financially
autonomous, and (ii) operate under commercial law. To be eligible, a state-owned entity shall
establish to KfW’s satisfaction, through all relevant documents, including its charter and other
information KfW may request, that it: (i) is a legal entity separate from their state (ii) does not
currently receive substantial subsidies or budget support; (iii) operates like any commercial
51 Section VI. – KfW Policy – Sanctionable Practice – Social and Environmental
Responsibility
enterprise, and, inter alia, is not obliged to pass on its surplus to their state, can acquire rights and
liabilities, borrow funds and be liable for repayment of its debts, and can be declared bankrupt.
Section VI. – KfW Policy – Sanctionable Practice – Social and Environmental Responsibility
52
Section VI. KfW Policy – Sanctionable Practice – Social and

Environmental Responsibility
1. Sanctionable Practice
The PEA and the Contractors (including all members of a Joint Venture and proposed or
engaged Subcontractors) must observe the highest standard of ethics during the Tender
Process and performance of the Contract.
By signing the Declaration of Undertaking the Contractors declare that (i) they did not and will
not engage in any Sanctionable Practice likely to influence the Tender Process and the
corresponding Award of Contract to the PEA’s detriment, and that (ii) in case of being
awarded a Contract they will not engage in any Sanctionable Practice.
Moreover, KfW requires to include in the Contracts a provision pursuant to which Contractors
must permit KfW and in case of financing by the European Union also to European
institutions having competence under European law to inspect the respective accounts,
records and documents relating to the Tender Process and the performance of the Contract ,
and to have them audited by auditors appointed by KfW.
KfW reserves the right to take any action it deems appropriate to check that these ethics
rules are observed and reserves, in particular, the rights to:
(a) reject an Offer for Award of Contract if during the Tender Process the Bidder who is
recommended for the Award of Contract has engaged in Sanctionable Practice, directly
or by means of an agent in view of being awarded the Contract;
(b) declare misprocurement and exercise its rights on the ground of the Funding Agreement
with the PEA relating to suspension of disbursements, early repayment and termination
if, at any time, the PEA, Contractors or their legal representatives or Subcontractors have
engaged in Sanctionable Practice during the Tender Process or performance of the
Contract without the PEA having taken appropriate action in due time satisfactory to KfW
to remedy the situation, including by failing to inform KfW at the time they knew of such
practices.
KfW defines, for the purposes of this provision, the terms set forth below as follows:
Coercive Practice The impairing or harming, or threatening to impair or harm, directly

or indirectly, any person or the property of the person with a view
to influencing improperly the actions of a person.
Collusive Practice An arrangement between two or more persons designed to

achieve an improper purpose, including influencing improperly the
actions of another person.
Corrupt Practice The promising, offering, giving, making, insisting on, receiving,
accepting or soliciting, directly or indirectly, of any illegal payment
or undue advantage of any nature, to or by any person, with the
intention of influencing the actions of any person or causing any
53 Section VI. – KfW Policy – Sanctionable Practice – Social and Environmental
Responsibility
person to refrain from any action.
Fraudulent Practice Any action or omission, including misrepresentation that knowingly

or recklessly misleads, or attempts to mislead, a person to obtain
a financial benefit or to avoid an obligation.
Obstructive Practice Means (i) deliberately destroying, falsifying, altering or concealing

evidence material to the investigation or the making of false
statements to investigators, in order to materially impede an
official investigation into allegations of a Corrupt Practice,
Fraudulent Practice, Coercive Practice or Collusive Practice, or
threatening, harassing or intimidating any Person to prevent them
from disclosing their knowledge of matters relevant to the
investigation or from pursuing the investigation, or (ii) any act
intended to materially impede the exercise of KfW's access to
contractually required information in connection with an official
investigation into allegations of a Corrupt Practice, Fraudulent
Practice, Coercive Practice or Collusive Practice.
Sanctionable Practice Any Coercive Practice, Collusive Practice, Corrupt Practice,

Fraudulent Practice or Obstructive Practice (as such terms are
defined herein) which is unlawful under the Financing Agreement.
2. Social and Environmental Responsibility

Projects financed in whole or partly in the framework of Financial Cooperation have to ensure
compliance with international Environmental, Social, Health and Safety (ESHS) standards
(including issues of sexual exploitation and abuse and gender based violence) Contractors in
KfW-financed projects shall consequently undertake in the respective Contracts to:
(a) comply with and ensure that all their Subcontractors and major suppliers, i.e. for major
supply items comply with international environmental and labour standards, consistent
with applicable law and regulations in the country of implementation of the respective
Contract and the fundamental conventions of the International Labour Organisation10
(ILO) and international environmental treaties and;
(b) implement any environmental and social risks mitigation measures, as identified in the
environmental and social impact assessment (ESIA) and further detailed in the
environmental and social management plan (ESMP) as far as these measures are
relevant to the Contract and implement measures for the prevention of sexual
exploitation and abuse and gender-based violence.
Section VII. – Terms of Reference 54
SECTION VII
TERMS OF REFERENCE
SEPARATE FILE
Muzizi HPP - Uganda
UEGCL –
Sec. VII: Terms of Reference
SECTION VII. TERMS OF REFERENCE
1
Muzizi HPP - Uganda
UEGCL –
Table of contentSection VII. Terms of Reference ....................................................... 1
1 Introduction ...................................................................................................................... 7
1.1 General aspects:.......................................................................................................... 7
1.2 Objectives and Scope of the project ............................................................................ 7
1.3 The Employer .............................................................................................................. 8
1.4 The Operator of the Muzizi Power Plant ...................................................................... 9
1.5 Project Area: ................................................................................................................ 9
1.6 The Project in detail ................................................................................................... 10
1.7 Status of the Project and existing studies, assessments and permits ....................... 13
2 Objective of the consultancy services ......................................................................... 15
3 Detailed scope of work .................................................................................................. 17

3.1 General ...................................................................................................................... 17
3.2 Scope of Work ........................................................................................................... 17
3.3 Phase I: Project start, Design, full implementation during Construction and Erection20
3.3.1 Review of existing studies and documents and Project preparation ................... 21
3.3.2 Comprehensive Risk Assessment ....................................................................... 22
3.3.3 Indicators to measure project impact and Baseline Study .................................. 23
3.3.4 Contracting (provisional task) .............................................................................. 23
3.3.5 Project Management ........................................................................................... 24
3.3.6 Invoicing, Payments, Variations and Claim Management ................................... 26
3.3.7 Review, comment and where necessary approve all documents submitted by the
contractor .......................................................................................................... 27
3.3.8 Construction supervision, project control and monitoring .................................... 28
3.3.9 Carry out a comprehensive Quality Assurance and Quality Control on the
Contractor’s Works. ........................................................................................... 29
3.3.10 Supervision and assessment of underground works including determination of
rock mass class ................................................................................................. 30
3.3.11 Coordination of the interface between the RAP implementation process and
construction Works, if necessary, ...................................................................... 30
3.3.12 Environmental and Social Management Plan ................................................... 31
3.3.13 Update/upgrade and comprehensively support implementation of all aspects of
the PEA’s Environmental and Social Management Plan. .................................. 32
3.3.14 Ensure adherence to National and International Environmental, Social, Health
and Safety standards ........................................................................................ 33
3.3.15 Supervise the Contractors Technology Transfer and Training Programme ...... 34
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UEGCL –
3.4 Phase II: Commissioning up to Taking-Over Certificate and Commercial Operations

Date (COD) ......................................................................................................................... 35
3.4.1 Supervise the Commissioning up to issuance of Taking-Over Certificate and
Commercial Operations Date (COD) ................................................................. 35
3.5 Phase III: Operation and Maintenance after COD until after issuance of Performance
Certificate (PC) ................................................................................................................... 36
3.5.1 Supervise the Contractor in remedying of defects during the Defects Liability
Period of the HPP (provisional task) ................................................................. 36
3.6 Phase IV: Project Closure Activities .......................................................................... 36
3.6.1 Organise contract closure activities ..................................................................... 36
4 Project Assignments ...................................................................................................... 38
5 Reports and documentation .......................................................................................... 38
6 PEA’S Inputs to the Project ........................................................................................... 41
7 PEA’s Role in the Project .............................................................................................. 42
8 Qualifications of the Consultant ................................................................................... 43

8.1 Key Personnel references of the Implementation’s Engineer services...................... 44
8.2 Roles and assignments of some Consultant’s staff ................................................... 51
9 Logisitcs .......................................................................................................................... 52
10 Relevant Documents ...................................................................................................... 52
Annex 1: Project Overview ............................................................................................. 54
Annex 2: KfW Reporting Requirements ........................................................................ 55
Annex 3: VAT Tax information for Uganda ................................................................... 56
Respective documents available on KfW’s web site www.kfw.de inter alia

– Guidelines for the Assignment of Consultants in Financial Cooperation with
Developing Countries
– Guidelines for Procurement of Goods, Works and associated Services in Financial
Cooperation with Partner Countries
3
Muzizi HPP - Uganda
UEGCL –
Abbreviations & Definitions

AFD Agence française de développement
C/B Cost Benefit Ratio
Commercial Operation Date - The date on which the Implementation Engineer

(IE) certifies that a facility has completed all required performance tests and/or
COD
is built to the specifications outlined in the engineering procurement and
construction (EPC) contract.
CoT Conditions of Tender
EIA Environmental Impact Assessment
E&S Environmental and Social
ESHS Environmental Social Health and Safety
ESMP Environmental & Social Management Plan
ESIA Environmental and Social Impact Assessment
EU European Union
EUR EURO
FAT Factory Acceptance Test
FIDIC International Federation of Consulting Engineers
Financiers AfD, EU, KfW, GOU
German Trade and Invest -Gesellschaft für Außenwirtschaft und

GTAI
Standortmarketing mbH
German Agency for International Cooperation (Deutsche Gesellschaft für

GIZ
Internationale Zusammenarbeit)
GOU Gouvernement of Uganda
GW Groundwater
HPP Hydropower Plant
HVAC Heating, Ventilation and Air Conditioning
Implementation Engineer – IE will in this contract be the Engineer for

IE Implementation, monitoring and following up the requirement of the TOR the
E&S management and the RAP
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Muzizi HPP - Uganda
UEGCL –
IFC International Finance Corporation
German Development Bank for Development and Reconstruction (KfW

KfW
Entwicklungsbank)
LARAP Land Acquisition and Resettlement Action Plan
MDG Millennium Development Goals
mio. Million
M&O Maintenance and Operation
National Environmental Management Agency, responsible of coordinating,

NEMA monitoring, regulating and supervising the environmental management in
Uganda.
NGO Non-Governmental Organisations
O&M Operation and Maintenance
Performance Certificate - A certificate issued to the Contractor stating the date

on which the Contractor completed his obligations under the Contract. This
PC
certificate is issued within 28days after the latest of the expiry dates of the
Defects Notification (Liability) Period.
PDB Plant and Design-Build Contractor as described under FIDIC
PEA Project Executing Agency
OE Owner’s Engineer herein also often referred as “Consultant”
QA Quality Assurance
QC Quality Control
TA Tender Agent
Taking Over Certificate - A certificate issued to the Contractor stating the date
on which the Works were completed in accordance with the Contract, except
TOC
for any minor outstanding work and defects which will not substantially affect
the use of the Works for their intended purpose.
RAP Resettlement Action Plan
SCADA Supervisory Control and Data Acquisition
SEP Stakeholder Engagement Plan
ToR Terms of Reference
5
Muzizi HPP - Uganda
UEGCL –
TTTP Technology Transfer and Training Programme according to the PDB
UEGCL Uganda Electricity Generation Company Limited – is the PEA for this project
UWA Uganda Wildlife Authority
VAT Value Added Tax
WB World Bank
WHT Withholding Tax
6
Muzizi HPP - Uganda
UEGCL –
1 INTRODUCTION
1.1 General aspects:
All the services of the Consultant described in the following shall be performed in close
coordination and cooperation with the Project Executing Agency (PEA) and KfW
(Kreditanstalt für Wiederaufbau). It has been attempted to outline the Consultant's tasks
during execution of his services as precisely as possible. However, the Consultant shall bear
in mind that the list of tasks and activities can by no means be considered as a complete and
exhaustive description of the Consultant's duties. It is rather the Consultant's responsibility, in
cooperation with and with the approval of PEA and KfW, to verify critically the scope of
services indicated and adapt his concept accordingly wherever he deems necessary
according to his own professional judgement and the knowledge he will acquire during
preparation of his proposal. It is understood that the Consultant performs all work necessary
to fulfil the objectives of the Project. In his role as the Owner’s Engineer (OE) he shall act in
coordination with PEA and KfW on behalf of the PEA and represent the owner’s side for the
success of the project.
In case the Consultant considers necessary to amend the scope of his services he shall offer
these services in his technical and financial proposal as optional.
During the Consultant's assignment other consultants and advisors may provide services to
him for this project. It is the duty of the Consultant to coordinate his activities in the role of the
OE with the operation of others relevant to the Project. It is to be ensured that the proposed
standards, system, methods, etc. are compatible as much as possible and to avoid
duplication of effort.
1.2 Objectives and Scope of the project
The project consists of the construction of the Muzizi hydro power plant (50 MW) in western
Uganda with the objective to improve the supply of the economy and the electricity
consumers of Uganda with cost-efficient and environmentally friendly energy from hydro
power. In this way the project will contribute to the Overall Objectives of increasing the
generation capacity from renewable sources, improving the access to renewable and
environmentally friendly energy as well as the efficiency of energy supply and utilization.
HPP Muzizi will be developed as a run-of-river power plant with additional peaking capacity
to provide electricity also during peak demand times of the day. Further the plant will serve
all grid services in the range of its possible technical limits from the state-of-the-art. The
project includes all construction measures, environmental and social mitigation measures as
well as expert services to support the implementation and monitoring of the project. The
project was divided into two lots for prequalification of the companies. The two lots will be
included under one contract as a Plant and Design-Build Contract. The design might be
further optimised by the Plant and Design-Build Contractor of both lots.
Lot 1 – Civil Works:

The Scope of Supply under Lot 1 includes the civil engineering and construction of hydraulic
structures such as the dam, intake and reservoir, water conveyance structures such as
7
Muzizi HPP - Uganda
UEGCL –
headrace tunnel, pressure shaft, pipe gallery, powerhouse and tailrace channel, as well as
foundations and civil structures for the switchyard facilities, the civil part of 132 kV and 33 kV
transmission lines, access roads and the Permanent Operator’s Camp as well as all other
temporary and permanent civil structures of a hydro power plant complex including
compensation and mitigation measures.
Lot 2 – Electrical and Mechanical Works:
The Scope of Supply under Lot 2 includes the design, engineering, manufacture, supply,
installation and commissioning of all mechanical and electrical works including three (3) high-
head, multi-jet, vertical-shafted Pelton turbines and generator sets including main inlet
spherical valve, dismantling piece, digital and hydraulic turbine governor, control systems,
transformers, SCADA, switchyard and balance of plant. It also includes hydro-mechanical
equipment (powerhouse and dam), supply and installation of the pressure shaft steel lining
and the steel penstocks and the 33 kV and 132 kV transmission lines including masts and
towers, respectively as well as all other temporary and permanent equipment structures of a
hydro power plant complex.
Environmental and Social Safeguard Standards:

The implementation of the Project shall be undertaken in compliance with all relevant
national environmental, social, occupational health and safety and labour legislation. In
addition, the Project shall comply with the requirements of IFC Environmental and Social
Performance Standards (IFC PS 1-8, 2012), the IFC/WB EHS Guidelines and Sector specific
EHS Guidelines, the ILO Core Labour Standards and other relevant standards as stipulated
in the Project’s ESIA, ESMP and RAP documentation.
1.3 The Employer
Uganda Electricity Generation Company Limited (UEGCL) is the Project Executing Agency
for the Muzizi Hydropower project. UEGCL is wholly owned by the Republic of Uganda and is
located on Block C, Victoria Office Park, Plot 6-9 Ben Kiwanuka Okot Close, Bukoto,
Kampala, Uganda.
UEGCL is a Public Limited Liability Company, duly incorporated under the Companies Act on
the basis of the Public Enterprises Reform and Divestiture Act, Cap 98 and Electricity Act,
Cap 145 respectively. UEGCL shall on behalf of the Government of Uganda, foster the
renewable energy generation capacity of Uganda, especially in the hydropower sector.
UEGCL plans to develop the Muzizi HPP by engaging a Plant, Design-Build Contractor
according to the FIDIC Yellow Book 1999 Edition.
The Government of the Republic of Uganda has secured financing from KfW Development
Bank of Germany, the French Development Agency (AFD) and the European Union (EU) for
development of the Muzizi HPP. The financing gap between the funds provided by the
financiers (KfW, AFD and EU) and the actual cost of construction will be covered by the
Republic of Uganda.
8
Muzizi HPP - Uganda
UEGCL –
1.4 The Operator of the Muzizi Power Plant
For the purpose of the Muzizi plant operation and maintenance, UEGCL will establish a sister
company “ Muzizi O&M Ltd” fully responsible for operation and maintenance of the plant. All
UEGCL personnel who had attended the Technology Transfer and Training Programme
(TTTP) implemented by the Contractor during the construction phase as well as any other
new personnel employed by UEGCL for the purpose of Muzizi Plant operation and
maintenance, shall be fully transferred to the “Muzizi O&M Ltd”.
The experienced (expatriate) Plant Operation and Maintenance Expert provided by the
Contractor shall be seconded to “Muzizi O&M Ltd” and he shall become the Plant Manager
and be responsible for operation and maintenance of the Project. During the Defects Liability
Period, he shall also collaborate with the staff assigned by the Contractor for the purpose of
taking care of defects liability issues while continuously training the “Muzizi O&M Ltd”
employees. During this period, he will also prepare his successor Plant Manager from among
the UEGCL or “Muzizi O&M Ltd” employees. At the end of the second year of the Defects
Liability Period, he shall start gradually transferring his responsibilities to his successor so
that he can be relieved from his responsibility at the end of the third year of the Defects
Liability Period.
Six months prior to the Commercial Operation Date, the Contractor shall also provide an
Economist/Finance Expert experienced with related finance, accounting, loan repayment and
escrow management of hydropower or other similar power utilities. He shall design the
accounting and finance system of “Muzizi O&M Ltd” and train its personnel. The engagement
of the Economist/Finance Expert shall continue until the “Muzizi O&M Ltd” accounting staff is
fully trained. After six months of the Commercial Operation Date, his engagement may
become only part-time or sporadic on as needed basis.
The consultant (OE) shall be required to supervise the contractor’s implementation of the
TTTP during the construction period and Defects Liability Period to ensure that UEGCL’s
objectives for this Programme are met. Further the OE will work mutually together with the
UEGCL TTTP personnel and carry out additional on the job training on a daily basis at site.
1.5 Project Area:
In the context of this document, the term Project Area covers the totality of areas where
Project related activities take place (i.e. the execution of permanent works) and areas which
are influenced by Project related activities including surroundings, i.e. including but not
limited to access roads, quarries, borrow areas, stockpiling of backfill material, camps or
storage areas. The Project Area of Influence (AoI) is described in the ESIA (2018).
The Project is situated on the River Muzizi in Western Uganda, south of Lake Albert in
Kagadi District.
The power house is located about 6 km upstream of Lake Albert. Before the Muzizi River
enters the Rift Valley (Albertine Graben), it drops from about 1,090 mAD to 620mAD through
a distance of 3.5 km, cutting its way through the Muzizi Gorge. With a nominal design
discharge of 12 m3/s and the total gross head of roughly 465 the estimated nominal installed
capacity of the Project is about 50 MW. The estimated annual energy production is 240
GWh. The plant shall be designed to be capable of peaking and of generating in overload to
the nominal capacity with a 15% higher discharge of 13.8 m³/s.
9
Muzizi HPP - Uganda
UEGCL –
Close to the powerhouse location is the Muzizi Army Detach of Uganda Peoples Defence
Forces (UPDF).
Figure 1: Uganda with project area
1.6 The Project in detail
The Muzizi HPP consists in the actual design of the following:

• Project Access roads leading to dam (Adit 1 and reservoir area), to surge shaft area (Adit
2) and to the powerhouse, permanent operator’s camp and pipe gallery tunnel portal.
Approximately 17 km of new roads shall be constructed.
• A concrete gravity dam on the River Muzizi with a gated sluiceway and overflow spillway.
The crest length of the dam is 216 m and the height from deepest point to the crest level
is limited to 15 m (ICOLD – to avoid a large dam).
• A water intake at the right abutment of the dam, including vertical trash racks with an
automatic cleaner with hoists, facility for debris management, intake closure gates and a
valve to release minimum flow towards the tailwater side of the dam.
• A technical building, an operational building, a guard house, and security facilities near
the intake and dam.
• A reservoir impounded by the dam with live storage volume of 270,000 m³ to allow 4
(four) hours of peaking operation at full nominal capacity during low flow seasons.
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Muzizi HPP - Uganda
UEGCL –
• An approximately 2.45 km long low-pressure headrace tunnel with a cross-sectional area

(A) of 12 m² that conveys water from the intake to the pressure shaft.
• An approximately 445 m deep vertical shaft, preliminarily designed with an excavation
diameter of 3.05 m, located at the end of the headrace tunnel. The shaft consists of the
following sections:
o A concrete-lined surge shaft, at the end of the headrace tunnel, approximately
65 m deep from the ground surface, and
o A steel-lined vertical pressure shaft, 380 m deep with internal diameter of 2.2 m
that connects the headrace tunnel, surge shaft and the pipe gallery tunnel.
• A technical building at the top of the surge shaft equipped with a winch and a cage, for
O&M purposes, and that shall be capable to reach the bottom end of the pressure shaft
at the pipe gallery
• An approximately 1.15 km long pipe gallery tunnel, nearly horizontal gradient, with a
cross-sectional area (A) of 20 m², to house the penstock between the bottom of the
pressure shaft and the tunnel portal located at the at the bottom of the escarpment.
• A 2.2 m internal diameter welded-steel penstock connecting the pressure shaft and the
powerhouse. The penstock is supported on concrete saddles at regular intervals in the
pipe gallery tunnel. The final section of penstock between the pipe gallery tunnel portal
and the inlet manifold at the powerhouse is approx. 50 m long and shall be embedded in
concrete.
• A powerhouse equipped with 3 generating units, each unit with installed nominal capacity
of approximately 17 MW (overload shall be possible). Each unit consists of a multi-jet,
vertical-shaft Pelton turbine and synchronous (salient pole) generator. The powerhouse
shall be fully equipped with control system, SCADA, balance of plant and all necessary
auxiliary equipment, powerhouse crane, fire protection etc. The powerhouse shall have
control room, offices, assembly bay and fully equipped mechanical and electrical
workshops, storage area etc. adequate for full functionality of the power plant.
• A 230 m long covered concrete open channel flow tailrace conveys water from the
turbine pit back into the River Muzizi.
• A 132 kV switchyard including four 23 MVA main transformers.
• A 132 kV, approximately 6 km long, transmission line to interconnect with the (132)/220
kV (initially operated as 132 kV) Fort Portal – Hoima - Nkenda transmission line
• A 33 kV, approximately 6.5 km long transmission line to supply power from the
powerhouse to the surge shaft and the dam site.
• Permanent Operator’s Camp with offices, residential apartments, recreation facilities,
including all essential utilities such as potable water, waste water treatment, electricity,
etc.
• Other project components including disposal sites for excavated material, camps
(permanent and temporary) site installations and utilities and temporary facilities as they
may be necessary during the project execution period.
• River bed modification.
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UEGCL –
• Full cleaning up at the project end.

• Upon completion of the work, the Muzizi plant shall be fully synchronized with the
Uganda’s national grid.
A summary of the major salient plant figures according to the tender outline design are listed
below.
Table 1: Summary of Muzizi Hydropower Plant Parameters (according to Tender Outline Design)
Location
Intake, Elevation 36 N / N 228056 / E 105102 / 1,086.25 m aD
Powerhouse, Elevation 36 N / N 227149 / E 108340 / 626.00 m aD
Type of Project Diversion high head hydropower plant, run-of-
the river operation with peaking capability and
grid services
Hydrology
Catchment Area 3,647 km² (at dam site)
Plant Design Discharge 12 m³/s (with a 15% overload capability)
Minimum Flow 0.69 m³/s
Design Flood (1 in 10000) 366 m³/s
Reservoir
FSL 1,092.5 m aD
MOL 1,090.0 m aD
Life Storage Volume 270,000m³
(for 4 hours of peaking operation at full
nominal capacity (50 MW))
390,000 m³
Total Reservoir Volume
Periodical sediment sluicing during high flows
Sedimentation provision
Head
Gross Head 466.5 m
Net Head 456 m
Dam
Type concrete gravity dam
Length 217 m
Height 14 m
Waterway
Headrace tunnel Length: 2,241 m, min A = 12 m²
Penstock vertical pressure shaft Length: 381 m, steel pipe ø 2.20 m
Penstock in Pipe Gallery Length: 1,158 m, steel pipe ø 2.20 m
Anchor Blocks (type & span) Concrete saddles @ approximately 20 m
Penstock Pipe embedded in concrete Length: 50 m, steel pipe diameter 2.2 m
from the portal of the Pipe Gallery to the
manifold beside the Powerhouse
Power & Energy
Installed Capacity 50 MW
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Plant Generation/Energy 240 GWh/pa

Plant Factor 57%
Turbine
Type Pelton Turbines, vertical axis, 6 nozzles
Number of Units 3
Rated RPM 600 rpm
Generator
Type Synchronous salient pole
Number of Units 3
Rated RPM 600 rpm
Powerhouse
Floor Size Approx. 1,600 m²
Switchyard
Ground area 6,580 m²
Tailrace
Tailrace length
Tailrace (LxBxHxSlope), Alt Approx. 230 m x 5.00 m x 2.00 m x 0.1%
Site Access
Access road to Dam and Reservoir area Approximately 6.5 km
Access road to Surge Shaft Approximately 2.7 km
Access road to Powerhouse Approximately 5 km
Road to quarry and Kaswa Bridge Approximately 1.6 km
1.7 Status of the Project and existing studies, assessments and permits
Actual status of the project

After the Pre-qualification and establishing a short list of suitable contractors for the civil
works and E&M works the tender documents were sent out to the bidders on 16th November
2018.
A Tender outline design was prepared as the basis for the Tender documents for a Plant and
Design Build contract.
The Invitation to Bid was issued to three (3) pre-selected bidders for civil works (Lot 1) and
two (2) pre-selected bidders for Electro Mechanical Works (Lot 2). The pre-selected
contractors are as detailed below;
=
Lot 1: Civil Contractors. =
• Eiffage Genie Civil
• STRABAG International GmbH
• SBI & Obras – Oron JV
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Lot 2: Electro- Mechanical Contractors. =

• Andritz Hydro
• Voith Hydro
Bidders under Lot 1 (civil contractors) were instructed to associate with bidders in Lot 2
(electro- mechanical contractors) and submit one bid. =
The date submission of the proposals was the 23rd of April 2019.
Finally 2 proposals were submitted. The qualified bidder of SBI & Obras-Oron JV did not
submit any bid.
The received proposals are up to date in evaluation by UEGCL with support of the Muzizi
UTF (Umbrella Task Force) team. The Muzizi UTF was established to fill the gap between
the end of the consultant of Phase 1 (Design and Tender documents) and consultant of
phase 2 (Owners Engineer).
Existing studies and permits

There are several documents prepared for the Muzizi HPP project:
• Feasibility Study Report (2013) by Fichtner GmbH
• Environmental and Social Impact Assessment (ESIA) Report (2013) by Fichtner and
the Certificate of Approval of this ESIA from NEMA
• Geological Review Study
• Additional hydrological and topographic studies (2016) by Fichtner GmbH
• Review of Existing Documents and Studies Report (2016) by ILF Consulting
Engineers;
• Waterways Alternatives Report (2016) by ILF Consulting Engineers
• Feasibility Study of the Tunnel Alternative – Phase I Geotechnical Investigation
Report (2017) by ILF Consulting Engineers
• Environmental and Social Impact Assessment (ESIA) Report (2018) by ILF
Consulting Engineers and the Certificate of Approval of this ESIA from NEMA
• Environmental and Social Management Plan (ESMP, 2018)
• Specialist Study on Aquatic Ecology as Input to the ESMP
• Resettlement Action Plan Documents, including Draft Livelihood Restoration Plan
• Tender Documents used in the procurement of a Plant and Design Build Contractor
including Part I Bidding Procedures, Part II Employer’s Requirement and Site Data,
and Part III Conditions of Contract and Contract Forms
• others
For the availability of the relevant documents please refer to chapter 10.
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2 OBJECTIVE OF THE CONSULTANCY SERVICES

The objective of the consultancy services includes, but are not limited to, the holistic
assistance and support of the PEA, UEGCL, in all relevant fields for the realisation and
implementation of the Muzizi HPP.
The Consultant shall specifically perform the duties of the “Engineer” as stipulated in the
Conditions of Contract for FIDIC Plant and Design Build (FIDIC Yellow Book 1999 Edition). In
addition the Consultant shall work closely together with UEGCL and the Financiers. Based
on his long-time experience give clear advise, and where authorised to, act on behalf of the
PEA:
These services shall consist of inter alia:
§ Full Project Management and Project Management Assistance of the PEA
§ Strong resident site team for full supervision of the works contract
§ Quality assurance of all implementation aspects of the project
§ Approval of the design, engineering, calculations etc.
§ Professional geological/geotechnical assessment of each tunnel section of the
project
§ Taking the TTTP personnel on a daily training on the job where required
§ Quality inspections and active workshop acceptance tests together with PEA, TTTP
personal
§ Commissioning of the works,
§ Review and update as appropriate the environmental and social documentation as
required, in line with the Applicable Standards
§ Development of additional E&S management plans as required and appropriate
§ Development of ToR for additional E&S studies to be undertaken by the contractors,
review and approval of E&S documents
§ Review and approval of the Contractors’ Construction ESMP
§ Monitoring, supervision and reporting of the Contractors’ E&S performance and
adherence to the Construction ESMP
§ Support the PEA with his responsibilities for environmental and social management
as per (revised and updated) ESMP, including but not limited to community liaison,
grievance management, and ecological monitoring
§ Overall capacity building of the PEA in environmental and social management
§ Supervision and monitoring of any additional activities (beyond the scope of the
current RAP) related to land acquisition, resettlement and compensation to ensure
diligent process in line with the Applicable Standards
§ Update of the RAP if required and appropriate
§ Supervision and monitoring of the implementation of the Livelihood Restoration Plan
as part of the RAP
§ Regular communication and interface management with the RAP Consultant
§ Invoice verification and budget management
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§ Reporting duties to the PEA and all Financiers (if necessary using their reporting
templates)
§ Assist the PEA in stakeholder management, like the facilitation of site visits and
steering committee presentation and short term information requests as well as with
the implementation of Public Relation activities for the visibility of the EU and all
other financing partners.
§ Project closure activities after the Defects Liability period
These services will be the tasks, work, duties and obligations of the so called “Owner’s
Engineer”.
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3 DETAILED SCOPE OF WORK
3.1 General
For the realisation of the Muzizi HPP, UEGCL as the Project Executing Agency is looking for
a consultant to provide services as the Owner’s Engineer (OE) for the project.
The Project is sub-divided into 4 main project phases:
I. Project start, Design, full implementation during Construction and Erection
II. Commissioning up to Taking-Over Certificate and Commercial Operations

Date (COD)
III. Operation & Maintenance after COD until after issuance of Performance
Certificate
IV. Project Closure activities.
3.2 Scope of Work
The consultancy services will start with a joint Kick-Off meeting in Kampala followed by a visit
to the site.
The main tasks among others are listed below, followed by more detailed descriptions of the
tasks:
During Phase I:
1. Review of existing studies and documents and Project preparation

2. Comprehensive Risk assessment
3. Indicators to measure project impact and carry out baseline study for the agreed
indicators
4. Contracting: Participate in the finalisation of the Contract with the Contractor if
applicable
5. Project management
6. Invoicing, Payments, Variations and Claim Management: Review, verify and certify
payment certificates submitted by contractor on the basis of the Works and Supply
contract and perform the full Claim Management
7. Review, comment, advise, implement on behalf of PEA and where necessary
approve designs, engineering, design changes, documents, quality measures,
implementation plans/ schedules and reports submitted by the contractor
8. Continuous construction supervision, project control and monitoring, ensuring
adherence to all the contractual obligations of the contractor with specific emphasis
on Time, Cost and Quality.
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9. Carry out a comprehensive Quality Assurance and Quality Control on the

Contractor’s Works.
10. Supervision and assessment of underground works including determination of rock
mass class
11. Coordination of the interface between the RAP implementation and construction
works if necessary
12. Monitor the implementation of all aspects of the contractor’s Environmental and
Social Management Plan
13. Update and Implement all aspects of the PEA’s Environmental and Social
Management Plan. Conduct training of the PEA’s staff in monitoring the ESMP
component plans
14. Ensure National and International Health and Safety standards
15. Supervise the Contractors Technology Transfer and Training Programme
16. Review and update as appropriate of environmental and social documentation (ESIA,
ESMP, SEP) as required, in line with the Applicable Standards
17. Development of additional E&S management plans as required and appropriate
18. Development of ToR for additional E&S studies to be undertaken by the contractors,
19. Review and approval of the Contractors’ Construction ESMP
20. Monitoring, supervision and reporting of the Contractors’ E&S performance and
adherence to the Construction ESMP
21. Support the PEA with his responsibilities for environmental and social management
as per (revised and updated) ESMP, including but not limited to community liaison,
grievance management and ecological monitoring
22. Overall capacity building for UEGCL for environmental and social management
23. Supervision and monitoring of any additional activities (beyond the scope of the
current RAP) related to land acquisition, resettlement and compensation to ensure
diligent process in line with the Applicable Standards
24. Update of the RAP if required and appropriate
25. Supervision and monitoring of the implementation of the Livelihood Restoration Plan
as part of the RAP
26. Regular communication and interface management with the RAP Consultant
27. Supervision and Approval of the Contractors’ site closure process including detailed
control of diligent implementation of all relevant measures as per Construction ESMP
and as per conditions for environmental and social national permits; site closure will
also cover the resolution and closure of any pending complaints from Project
workforce and closure of all site re-instatement requirements including hand over
back to original owners of land temporary acquired for construction, completion of any
pending compensation for temporary land acquisition and/or for unintended damages
related to construction works, closure of any construction related complaints.
During Phase II
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Supervise the Commissioning up to issuance of Taking-Over Certificate and Commercial

Operations Date (COD)
This includes inter alia:
• Full commissioning supervision (filling, dry tests, wet testes etc.)
• Advise, supervise and provide approvals for general test procedures developed
by the contractor,
• Supervision of all activities for site decommissioning and restoration works
• Taking action and following up the process to achieve the COD (Commercial
Operations Date), TOC (Taking-Over Certificate) and PC (Performance
Certificate)
• Approve As-built drawings, documentations and O&M manuals
• Advise and guide UEGCL regarding the provisions of the Power Purchase
Agreement and Grid Code
• Integration of ESMP for Project operation into the O&M processes and into the
O&M manual
• Training of the PEA/plant operator on the implementation of the ESMP for Project
Operation
During Phase III
Supervise the Contractor in remedying of defects during the Defects Liability Period of
the HPP
During Phase IV
Organise contract closure activities

• Taking action and following up the process to achieve the PC (Performance
Certificate)
• Undertake E&S completion audit for compliant site closure;
• All other project closure activities according to professional project management
including a project closure workshop in Uganda
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3.3 Phase I: Project start, Design, full implementation during Construction

and Erection
The required services during this phase include apart from design related issues
(e.g. design approval), general Works and Supervision of Works, the preparation of
initial operation activities, continuous project management and monitoring, periodic
reporting and participation in the preliminary acceptance. General and Site
Supervision of Works shall be performed on a continuous basis.
For the sake of calculating the OE’s needed effort in carrying out the required services,
the Consultant shall make the following assumptions:
1. There are 3 main construction sites where activities will be on-going in parallel:
Ø Power house area
Ø Surge Shaft area
Ø Intake area
From the intake camp also the road works, bridges, quarry and surge shaft will be
coordinated
2. The underground works (tunnels, adits, surge shaft) are planned to be parallel with
24h working hours in day and night shifts.
For the excavations of the tunnels/adits/shaft a period of approximately 500 days is
anticipated but it may be more.
The excavation of the underground works will be paid to the Contractor using the
contractually agreed rate for each rock class but according to the actual encountered
rock class in the each excavated section.
The geological Experts of Consultant shall define in continuous 24h shift work the
rock class together with the geotechnical engineer of the Contractor for each section
of blasting/drilling round.
The two site installations for the power house and intake will include offices, batching
plants, camps, workshops etc.
Currently the road connecting the two sites is in a very poor condition and can only be
used by foot, motorcycle or specialised vehicle. The assumption is that the selected
contractor shall carry out some maintenance on this road to facilitate easier travel
between the two sites by personnel working on the project.
The figure 2 below shows the actual foreseen concept for transportation of especially
heavy loads i.e material and equipment. The figure 3 indicates the foreseen construction
sites.
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Figure 2: Transport concept
Figure 3: Site for construction and facilities
3.3.1 Review of existing studies and documents and Project preparation

The existing data and documents have to be thoroughly studied, analysed and reviewed. It is
necessary to pick up the full project ideas/expertise and to assure the knowledge transfer to
the key staff to enable the team to do the work. The major activities to be undertaken by the
Consultant shall include but not limited to:
Ø Study, review and become familiar with the following documents:
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Engineers;
• Aquatic Ecology and Wetland Baseline Report; Aquatic Ecology and Wetland
Monitoring Program and Monitoring Manual; and Aquatic Ecology and Wetland
Management Plan by Natural Resource Management Services AS (NRM Services
AS)
• Review and update/upgrade as appropriate of environmental and social
documentation as required, in line with the Applicable Standards, specifically the
ESIA, ESMP and SEP (2018)
• Selected Contractor’s Bid and conditions
• Contract or draft Contract with the Plant and Design-Build Contractor.
• Any other relevant existing reports or background reports and data.
Ø General check on assumptions and design features of the tender design and contractors
bids.
Ø Develop a professional Communication Management Strategy that describes the means
and frequency of communication and information flow to parties both internal and
external to the project.
Ø Attend at least two workshops and discussions with your key team in Uganda (one
workshop) and Home office of the Consultant (one workshop) with the relevant “Project
Knowledge Owners” to pick up the history and the goals” of this project.
After this task, it is required that the Consultant shall be fully aware of every detail of the
project.
It is necessary that all key personnel, such as the project manager, the site resident engineer
and his assistant are 100% involved in this process. Further experts such as the lead
engineer and the site geologist amongst others, must also be fully aware of all the details of
the project to allow them to do their work successfully, assess problems and find solutions as
required.
3.3.2 Comprehensive Risk Assessment

The Consultant has to professionally analyse the related risks of the project. He must assess
the situation at the site, the data, the layout and boundary conditions. In addition he needs to
assess the stakeholder requirements and take these into account. Environmental and social
risks are of course part of the assessment:
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Ø Conduct a risk analysis and advise UEGCL on potential risks during the design,
construction, commissioning and operational phases of the project
Ø Develop a Risk Management Strategy that describes the specific risk management
techniques and standards to be applied throughout project implementation and the
responsibilities for achieving an effective risk management procedure
Ø The Consultant has to take into account a worst case scenario for different risks and
show the caused impact on time, cost and quality and how to deal with the risk, and how
to reduce or eliminate it.
Ø The risk assessment is a living document through-out the project and will be regularly
updated
3.3.3 Indicators to measure project impact and Baseline Study

Make proposals for appropriate indicators to measure the impact of the project on target
groups to determine how far the project has successfully contributed to the overall
programme objectives. The general indicators as required by the Financing Agreements that
should be considered, but not limited to, are:
Ø Annual Energy production for off-peak, peak and total energy production
Ø Energy cost saving (compared to the alternative with fossil power plants);
Ø Reduction of pollutants and CO2 emissions (compared to the alternative with fossil power
plants);
Ø Economic rate of return of project
Ø Technical availability of the power plant
Ø Complete fulfilment of relevant social and environmental safeguards.
For the purpose of future project evaluation the consultant shall establish a data base by
conducting an appropriate baseline study for the above agreed indicators.
3.3.4 Contracting (provisional task)

UEGCL is in the process of procuring a works and supply contractor based on the Conditions
of Contract for Plant and Design Build - FIDIC Yellow Book 1999 Edition. This procurement is
in advanced stages. In the event that the procurement of a consultant to provide OE services
is completed prior to completion of the procurement of a contractor, this task shall include the
following services from the Consultant:
Ø Participation in the award process and negotiations with the selected Contractor.
Ø Preparing the agenda for contract negotiation and the minutes of meeting;
Ø Pointing out crucial gaps and flaws of the tender and bidding phase where applicable;
Ø Make proposals to close the identified gaps and risk mitigation where applicable for
discussion with the selected contractor;
Ø Cross – check and ensure that the selected contractor’s bid meets the Employer’s
requirements (i.e. without deviation, reservation or omission) in regard to the tender and
especially to KfW´s ESHS requirements as specified in the valid version of KfW´s
Standard Bidding Documents for the Procurement of Works and Goods (https://www.kfw-
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entwicklungsbank.de/PDF/Download-Center/PDF-Dokumente-Richtlinien/Vergabericht
linien-2019-Englisch-Internet_2.pdf ) and has provided suitable references. This includes
the assessment of the Bidder’s proposed ESHS Methodology, Management Strategies
and Implementation Plans, the suitability of the Code of Conduct as well as the
availability of suitably qualified ESHS specialists among their key personnel and their
references, required to manage the key ESHS risks of the project;
Ø Check particularly that all relevant ESHS aspects (according to the standards) are duly
covered in the Contract. Further, contractually ensure that the Contractor shall not
commence any Works unless the Consultant is satisfied that appropriate measures are in
place to address ESHS risks and impacts;
Ø Recommendation and assistance in contract finalization and coming into force of the
contract;
Ø Provided that negotiations with the best evaluated bidder have not been successful and
that the contract coming into force finally failed, participate in negotiations and assist in
contract finalisation as described above etc. with the second best evaluated bidder.
3.3.5 Project Management

The Consultant has to provide the full Project Management and Project Management
Assistance to the PEA for the project on site, at their home office and at the PEA’s head
office. He shall be fully responsible to organize the internal and external coordination of the
services and works required. This task is one of the key tasks and shall include inter alia:
Ø Full Project Management tasks, including all schedules, and Project Management
Assistance to the PEA including where applicable acting on behalf of the PEA
Ø Assist and act where enforced on behalf of the PEA for stakeholder tasks such as
approvals, PPA, licences etc.
Ø Invite and organise site, progress, design reviews, expert reviews, specific kick-offs,
variations, claims, reporting, stakeholder etc. meetings and workshops
Ø Coordinate all contract activities, act for the benefit and success of the project and be the
liaison between the PEA, the Contractor, and other key and non-key stakeholders.
Ø Responsible for management and administration of the Works and Supply contract
assisted by the PEA’s project team lead by the PEA’s Project Manager and where
applicable reinforced by the TTTP personnel.
Ø The Consultant will from time to time and within the provisions of the Works and Supply
contract issue instructions to the contractor related to guidance or adherence to the
approved drawings, designs, Employer’s Requirements, progress of the work or
administrative requirements in the contract and notify the PEA at the earliest opportunity
providing full details to substantiate the issue of the instruction. The Consultant shall not
issue any Variation instruction without the prior approval of the PEA and/or the
Financiers.
Ø Organise and manage site progress meetings once a week, or as agreed with the PEA,
between the Contractor, PEA and the Consultant (OE). Address risk, non-conformities,
scheduling updates and progress as Minimum in these meetings. Prepare minutes for all
meetings and circulate to all parties, including the PEA within two days of the meeting.
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Ø Review and comment on the Contractor’s Schedule in comparison with the contractual
construction schedule. The time schedule should be updated / revised at the end of every
month showing the actual progress versus forecast. Updating sources will be: Actual
progress, contractor’s regular updated / revised schedules, contractor’s monthly reports
and estimates. The time schedule will be the tool to assess implementation of the critical
path and whether activities require realignment to mitigate time and possibly cost impact
of delays (Remark: the Contractor is requested for his Schedule and planning to use
Primavera software which shall therefore be the basis for the Consultant as well).
Ø Review and comment on the contractor’s construction logistics plan
Ø Prepare a cost control schedule and anticipated cash flow including funding requirements
Ø In the monthly report, include a cost report on the actual cost versus forecast
Ø Report on the Schedule and Cost Performance Indices in the monthly reports
accompanied by the Earned Value Management (EVM) S – curve.
Ø Maintain contemporaneous records for use in delay analysis, using Time Impact analysis
method, whenever the need arises.
Ø Develop a permit and licence register and monitor the contractor’s acquisition and
compliance to the same
Ø The consultant (OE) shall be required to supervise the contractor’s implementation of the
TTTP to ensure that the PEA’s objectives for this Programme are met.
Ø The OE site staff and the OE Project Manager shall carry out on the job training of the
TTTP personnel in addition to the training provided by the contractor.
Ø Inform, report, support and guide the Financiers and other stakeholders during site visits,
meetings, workshops and all other requests
Ø Draft for and assist the PEA in preparation of progress reports (monthly / quarterly / bi-
annual / annual as the need may be) required by different stakeholders under the
Financing Agreements, Generation Licence, and any other Agreement, Licence or permit
Ø Assist the PEA in stakeholder management, like the facilitation of site visits and steering
committee presentation and short term information requests
Ø Assist with the implementation of Public Relation activities for the visibility of the EU
(visits, press, video documentation, display panel, etc. ). An additional PR consultant will
be recruited separately as the key responsible for these tasks
Ø Establish, maintain, update and monitor the following logs / registers throughout project
implementation:
• Project diary – to record informal issues, required actions or significant events not
captured by the other registers or logs.
• Issue register – to capture and maintain information on all issues that are being
formally managed
• Quality Register – used to summarize all the quality management activities that are
planned or have taken place including non-conformity reports (NCRs)
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• Risk Register – provides a record of identified risks relating to the project including
their status and history. Risks should be analysed to assess their impact on project
cost, time to completion and quality. Mitigation measures should be identified
3.3.6 Invoicing, Payments, Variations and Claim Management

The Consultant shall manage, review, check, verify and certify the contractor’s invoices /
payment certificates in accordance with the Works and Supply contract. In addition, the OE
shall review contractor’s claims in accordance with the Works and Supply contract. The OE
shall also identify counterclaims and such potentials to protect the PEA and shall prepare
such activities right from the very beginning. The OE shall advise the PEA and Financiers on
all impacts on the project budget or schedule. Tasks on this subject are, inter alia:
Ø Examine payment certificates submitted by the Contractor on the basis of the Works and
Supply contract to determine whether the services, works and supplies being invoiced
were actually performed
Ø Examine that the payment has fallen due and all necessary documents are available as
required in the Works and Supply contract
Ø Examine that the documents to be presented include valid Advance payment and
Performance guarantees in accordance with the specimen required by the Financiers
(validity, guarantee amount), if applicable, insurance policies and transport documents.
Ø Examine whether the regulations concerning the disbursement procedure that are agreed
between the PEA and the Financiers– are being adhered to
Ø In so far as the above mentioned conditions are met,
• certify the copy of the contractor’s payment certificate

• certify the disbursement request to be addressed to the Financiers by the PEA
accordingly
Ø Provide Certificates of Milestone Completion of applicable
Ø Prepare and follow up the cost control schedule and report on the cost performance
index in the monthly reports accompanied by the Earned Value Management (EVM) S –
curve.
Ø Review the cost plan for the works based on the unit costs for individual work elements
and the project budget in line with the Works and Supply contract requirements.
Ø Periodically check and ensure that running elemental and grand total costs are within the
limits of the above cost plan and the project budget.
Ø Manage Contractor’s and PEA’s claims in line with the Works and Supply contract.
Ø Identify possibility for claims and counter-claims
Ø Prepare actively PEA claims
Ø Assess contractor’s claims and actively defend the PEA against contractor claims
Ø Develop the counter claims
Ø Provide advice, approval, assessment and defence on all claims,
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Ø Collect all relevant claim facts, proves and documents and prepare the claim issues on a
regularly basis and from the very beginning of your assignment
Ø Negotiate, with the permission of PEA and Financiers, claims for the benefit of the project
and the budget. This may include inter alia contractual deals to keep within the budget,
timelines and reliability of the power plant
Ø Implement the full variation order process on behalf of the PEA.
Ø Assess in detail the variation requests of the contractor and develop a balanced strategy
Ø Only reasonable variation orders shall be allowed. Budget relevant variations shall first-
hand be negotiated in a way to keep within the budget. The OE task is the full handling of
the variation orders. Where the OE needs to issue instructions related to variations which
increase the value of the contract, prior approval shall be sought from the PEA, and the
Financiers.
Ø Maintain a log or register of all variations whether approved, implemented or not
Ø Maintain a log or register of all claims, claim defence, and counter claims whether
approved, implemented or not
Ø The Consultant will keep the relevant documents ready for inspection by PEA and the
Financiers
3.3.7 Review, comment and where necessary approve all documents submitted by
the contractor
Ø Review, comment and if adequate approve designs submitted by the contractor in
accordance with the provisions in the Works and Supply contract between PEA and the
selected contractor. In addition, provide comment and advice to PEA on potential
improvements to the designs.
Ø Review, comment and if adequate approve the project implementation plan / Programme,
and its revisions or updates, prepared by the contractor in accordance with the provisions
in the Works and Supply contract between PEA and the selected contractor.
Ø Review, coordinate and, where appropriate, comment on all documents and reports
submitted by the contractor.in accordance with the provisions in the Works and Supply
contract between PEA and the selected contractor. This should involve critical analysis of
the submitted documents and reports
Ø Monitor, review, provide advice, and for key subjects, approve in accordance with the
Works and Supply contract:
• Final engineering designs and modifications made by the contractor including

calculations and layout criteria
• Contractor’s procurement and equipment transport plans
• All tender documents, technical specifications, bid drawings and other documents
prepared by the contractor for all major works and procurements
• Contractor’s method statements, construction programme including any revisions /
updates, and documentation supporting the construction processes
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• Quality standards and requirements

• Quality Control (QC) and Quality Assurance (QA) plans and manuals submitted by
the contractors, their suppliers and vendors
• Site installations and erections, progress monitoring, quality control and testing
requirements (workshop, laboratory and site) as well as commissioning and taking
over documents
• Reporting proposal (substance and frequency)
Ø The Maximum period for approval and feedback to the Contractor is 21 days. A possible
resubmittal due to comments has to be approved within 14 days
Ø The number of reviews will depend on the quality of the documents submitted by the
contractor and the OE’s comments on the documents. Review of a particular document
will be taken to be completed only after the OE has issued an approval for that document
where applicable.
3.3.8 Construction supervision, project control and monitoring

Ø Continuous construction and erection supervision of the ongoing works on a daily basis
Ø Continuous project control and monitoring including daily site inspections of the on-going
works, inspection of working environments and equipment used by the Contractor
Ø Arrange for regular site inspections according to the Works, involving other members of
the consultancy team and PEA/TTTP site team as appropriate.
Ø Ensure adherence to the Health and Safety standards (National and International)
Ø Inform the Contractor that relevant sub-works shall not commence prior to the
Consultant´s approval and satisfaction of appropriate measures in place to address
ESHS risks and impacts;
Ø Verify that the Contractor has undertaken ESIAs, and prepared ESMPs as per
Contractor’s responsibility, in line with the E&S Safeguard Standards as mentioned
above and that the Contractor has obtained all relevant E&S permits and licences;
undertake a thorough review of all E&S documentation submitted by the Contractor and
request changes, amendments and updates as appropriate. All required E&S
documentation to be in place, approved and in compliance with the relevant E&S
standards prior to the commencement of the relevant works.
Ø Approve after due revision Contractor’s Environmental and Social Management Plan
(PA-ESMP) and, during the execution of the works, instruct the Contractor to update the
PA-ESMP if it becomes necessary. The revised version shall highlight the new elements
incorporated in the document;
Ø Supervise the Contractor’s implementation of the PA-ESMP and report on compliance of
the Contractor with the ESMP and ESHS Works Requirements; This includes health and
safety performance and conformance with labour and working condition standards in
case of severe ESHS violations (and in particular OHS risks to life), the Consultant shall
suspend (sub-)works until the Contractor has rectified the situation;
Ø Document Contractor’s non-conformances. Review and approve the Contractor’s
proposals for remedial action(s) and their timeframe for implementation. Follow-up on
correction/remediation;
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Ø Follow up on the results of any inspections or audits by labour, health and safety or
environmental regulatory authorities;
Ø Check if the Contractor provides instructions and trainings to workers, Subcontractors
and Suppliers (in particular those for major supply items) to assure that they understand
the relevant ESHS requirements and that the Contractor complies with the Code of
Conduct;
Ø Advise the Contractor on the ESHS risks and impacts of any design change proposals
and the implications for compliance with ESIA, ESMP, consent/permits and other relevant
project requirements;
Ø Review the Contractor’s progress reports, and check if detected nonconformities are
documented and analysed and are addressed by corrective actions; Documentation shall
include a digital photograph with captions to provide a visual illustration, explicitly
indicating the location, date of inspection and the non-conformity in question;
Ø Follow-up on the resolution of any complaints or grievances in relation to ESHS;
Ø Supervise and verify that contractors have functioning workers’ grievance mechanism inn
place; follow up on the resolution of any complaints and grievance from Project
workforce;
Ø Inform the Employer on any ESHS related situation that might arise which could
jeopardize the successful completion of the Project. Reflect such situations in the
periodic reporting.
Ø Supervise that non-conformities are addressed through measures adapted to the severity
of the situation and which include but are not limited to the suspension of (sub-)works
and/or of payments in accordance with the Contract.
Ø Check supply chain regarding any shortcomings regarding ESHS standards.
Ø Supervise and verify that Contractor complies with the provisions of the RAP concerning
compensation and other provisions for unintended damage which may occur during
construction works.
Ø Support the PEA with his responsibilities for environmental and social management as
per (revised and updated) ESMP, including but not limited to community liaison,
grievance management and ecological monitoring
Ø Review of ESMP and development of fully fledged operational ESMP, in line with the
Applicable Standards, including, but not limited to an Emergency Preparedness and
Response Plan; the ESMP for Project operation will integrate lessons learned during the
Project’s construction phase, including but not limited to the results of the aquatic
ecological monitoring process
3.3.9 Carry out a comprehensive Quality Assurance and Quality Control on the
Contractor’s Works.
Ø Supervise and carry out quality assurance of raw materials, wrought materials, finished
products, design, construction and installation works in order that the works are
constructed in compliance with the Works and Supply contract and approved designs
and drawings.
Ø Review, recommend quality requirements, and approve the Contractor’s Quality
Management System
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Ø Review, comment and where necessary approve the Contractor’s material testing
programme.
Ø Check setting out of major components, survey points etc.
Ø Conduct procurement and workshop inspection services including Factory Acceptance
Tests (FATs) of the major equipment (max 12 inspections).
Ø Address and record unsuccessful FATs including corrective actions.
Ø Carry out quarterly Quality Auditing of the Contractor’s Quality Assurance Plans and
Quality Management System.
Ø Monitor contractor's conformance to the quality plan.
Ø Address non-conformities with appropriate notices and corrective action records.
proposals for remedial action/s and their timeframe for implementation. Follow-up on
Ø Stop the work if critical issues arise affecting the quality and performance of the Works
Ø Refuse transport and erection of material/products which has not passed successfully the
QA process
3.3.10 Supervision and assessment of underground works including determination of

rock mass class
Ø Supervision of the underground excavation works
Ø Independently and together with the Contractor’s geologist, carry out continuous
Geological Mapping and documentation of the geology and actual rock mass class
encountered for each excavated section in accordance with the Employer’s
Requirements of the Works and Supply Contract
Ø Review and approve the contractor’s ground support design for the encountered rock
mass class and supervise its installation
Ø For purposes of evaluation, measurement and payment of the underground works, which
are to be paid according to quantity supplied or work done, maintain a geological log of
mutually agreed, with the Contractor’s geologist, factual rock mass classes and the
applied ground support approved by the Consultant.
3.3.11 Coordination of the interface between the RAP implementation process and
construction Works, if necessary,
Ø Supervise and ensure that no works will be undertaken and no land take occur prior to
the full disbursement of compensation at any of the Project sites; instruct the contractors
accordingly and make sure that this key requirement is fully adhered to. Develop a
mechanism for verification including a format for documentation to ensure that
compensation has been fully disbursed to Project Affected People prior to the occurrence
of any land take, permanent or temporary.
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Ø Work closely with the PEA during the construction period to liaise with the RAP
Consultant and manage Right of way issues to avoid situations that would otherwise
cause project delay and possible claims by the Contractor such as identification of project
land not yet acquired and soon to be required by the Contractor in accordance with the
construction schedule.
Ø Ensure and document that the Contractor for any land take fully adheres to the provisions
of the RAP.
Ø Supervision and monitoring of any additional activities (beyond the scope of the current
RAP) related to land acquisition, resettlement and compensation to ensure diligent
process in line with the Applicable Standards;
Ø Update of the RAP if required and appropriate;
Ø Supervision and monitoring of the implementation of the Livelihood Restoration Plan as
part of the RAP;
Ø Regular communication and interface management with the RAP Consultant, based on a
communication plan and –routine to be agreed upon with PEA and RAP consultant
Ø Supervise and monitor the functionality of the RAP grievance mechanism and track that
grievances are resolved timely, so that project progress would not be affected
Ø Assist the PEA in stakeholder management including stakeholder engagements in liaison
with the contractor in line with the provisions of the Stakeholder Engagement Plan (SEP),
update and amend the SEP as appropriate; make sure that vulnerable groups are fully
considered within stakeholder engagement; make sure that any additional E&S
documents are publicly disclosed as per national legislation and per KfW requirements;
including publication of at least easy to understand non-technical summaries on PEA’s
website;
Ø Assist the PEA public relation manager with the public relation management tasks
especially at site and regarding communication with the public
3.3.12 Environmental and Social Management Plan

Ø Development of ToR for additional E&S studies to be undertaken by the contractors,
Ø Development of additional E&S management plans as required and appropriate
Ø Ensure that the Contractor shall not commence any Works unless the Consultant is
satisfied that appropriate measures are in place to address ESHS risks and impacts
Ø Approve, after due revision, the Contractor’s [Project Area (PA)] Environmental and
Social Management Plan (PA-ESMP) including all its component plans;
Ø During the execution of the works, instruct the Contractor to update the PA-ESMP if it
becomes necessary. The revised version shall highlight the new elements incorporated in
the document;
Ø Supervise the Contractor’s implementation of the PA-ESMP and report monthly on
compliance of the Contractor with the ESMP and ESHS Works Requirements. This
includes health and safety performance and conformance with labour and working
condition standards. In case of severe ESMP and ESHS violations (and in particular OHS
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risks to life), the Consultant shall suspend (sub-) Works until the Contractor has rectified
the situation. All this should be done to ensure compliance with the NEMA and
Financier’s requirements;
Ø Monitor the implementation of the recommendations in the Environmental and Social
Impact Assessment (ESIA)
Ø Follow up compliance to environmental and social safeguards according to National and
International (World Bank / IFC) standards
proposals for remedial action/s and their timeframe for implementation. Follow-up on
Ø Supervise that non-conformities are addressed through measures adapted to the severity
of the situation and which include but are not limited to the suspension of (sub-) works
and/or of payments in accordance with the Works and Supply contract.
Ø Review the Contractor’s monthly progress reports, and check if detected nonconformities
are documented and analysed and are addressed by corrective actions; Documentation
shall include a digital photograph and with captions to provide a visual illustration,
explicitly indicating the location, date of inspection and the non-conformity in question;
Ø Inform the Contractor that relevant sub-works shall not commence prior to the
Consultant´s approval and satisfaction of appropriate measures in place to address
ESHS risks and impacts;
Ø Follow up on the results of any inspections or audits by labour, health and safety or
environmental regulatory authorities;
Ø Check if the Contractor provides instructions and trainings to workers, Subcontractors
and Suppliers (in particular those for major supply items) to assure that they understand
their respective ESHS requirements and that the Contractor complies with the Code of
Conduct;
Ø Advise the Contractor on the ESHS risks and impacts of any design change proposals
and the implications for compliance with the ESIA, ESMP, NEMA’s Certificate of approval
of the ESIA, consents/permits and other relevant project requirements;
Ø Follow-up on the resolution of any complaints or grievances in relation to ESHS;
Ø Inform the Employer on any ESHS related situation that might arise which could
jeopardize the successful completion of the Project. Reflect such situations in the
periodic reporting.
3.3.13 Update/upgrade and comprehensively support implementation of all aspects of

the PEA’s Environmental and Social Management Plan.
Ø Review, and where necessary, update and upgrade the Employer’s Environmental and
Social Management Plans, to ensure compliance with NEMA requirements and KfW /
IFC Performance standards. This includes, but not limited to, the following plans:
• Reservoir clearing and management plan
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• Community health and safety management plan

• Community Development Action Plan
• Waste management plan
• Occupational Health and Safety management plan
• Emergency preparedness and response plan
• Biodiversity monitoring plan
• Cultural heritage management plan
• Labour force management plan
• Environmental mitigation and monitoring plan
• Aquatic Ecology Management and Monitoring Plan
Ø In consultation with the Directorate of Water Resources Management, prepare a Water

Source Protection Plan for the project
Ø In consultation with the DWRM, develop contributions to the relevant watershed /
catchment management plan,
Ø Support PEA comprehensively within implementation of all PEA ESMP sub-plans and /
supervise / monitor the implementation of the above plans and report about the status of
their implementation in the monthly report. Develop corrective actions if required by
monitoring results, jointly with PEA;
Ø Develop appropriate formats for documentation of monitoring results as well as for every
day internal performance tracking of implementation of all sub plans to the PEA ESMP;
Ø Conduct training of the PEA’s staff, including E&S TTTP staff, in implementation and
monitoring of the PEA´s ESMP component plans; ; training and capacity building to be
undertaken based on a comprehensive analysis of existing capacities, procedures and
routines and of needs for capacity building, to be undertaken by the Consultant jointly
with relevant PEA staff;
3.3.14 Ensure adherence to National and International Environmental, Social, Health

and Safety standards
Ø Ensure compliance with National (Ugandan) and international site safety and
environment standards and regulations required by the Financiers and IFC performance
standards;
Ø Perform regular Health and Safety site inspections challenging the Contractor as
appropriate to observe hazard situations and follow up that suitable mitigation and/or
management is done with pertinent lessons learnt;
Ø Maintain an upto date HS risk register, controls and mitigation actions
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Ø Review and approve additional Health and Safety documentation, Management Plans,
licenses and permits according to National and international standards and codes of
practice
Ø Monitor that the main contractor, any sub-contractors or visitors to the site adhere to local
safety laws and regulations.
Ø Monitor that all Contractor’s, Consultant’s, and PEA’s staff including any visitors to the
site are provided with appropriate safety measures including (but not limited to): safety
helmets, boots, gloves, goggles, guard rails, safety equipment, site signs and first aid
equipment.
Ø Monitor that all staff on the project (Contractor’s , Consultant’s and PEA’s) are
adequately sensitized and safety briefs and procedures disseminated both through
meetings and in writing of all possible dangers at the construction site including their
mitigations
Ø While working in the proximity of electrical live power system the consultant will confirm
with the contractor the proper isolation, de-energizing, earthing and demarcation of the
safe working area where any staff is going to work. In addition, the Consultant will
monitor that such works are carried out under the supervision of a competent person
approved by the Consultant
Ø Regularly inspect working environments and suitability of equipment, including any
supporting certificates, permits and licenses.
Ø Organise weekly HSE meetings (or as agreed with the PEA) with the Contractor and the
PEA.
Ø Stop the (sub) Works if critical health, safety and environmental issues arise, until
suitable mitigation measures are put in place.
3.3.15 Supervise the Contractors Technology Transfer and Training Programme

Ø There shall be a Technology Transfer and Training Programme (TTTP) for the PEA’s
Operations and Maintenance (O&M) staff to be undertaken by the Contractor. For this
Programme, the PEA shall employ gradually with the construction progress a total of
approx. 10 personnel (civil, electrical, mechanical, commercial, environmental and social
trades etc.) during the construction phase, and transfer these trainee personnel to the
Contractor so as to enable them to learn necessary trades and skills by working actively
and continuously under the supervision of experienced professionals of the Contractor at
suitable job sites.
Ø The TTTP shall be designed by the Contractor to develop skillsets for construction,
operation, maintenance, repair and rehabilitation of the plant for future needs. In addition,
the training programme shall be designed to make the O&M staff familiar with the
embedded parts of the equipment and how these parts were constructed, installed and
commissioned. The trainee personnel seconded by PEA to the Contractor shall be
allowed to be actively engaged through the on-the-job training programme during the
construction, equipment installation, pre-testing and commissioning period.
Ø The Consultant (OE) shall be required to supervise the contractor’s implementation of the
TTTP to ensure that the PEA’s objectives for this Programme are met.
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Ø In addition, the Consultant shall also provide on-the-job training to the PEA’s TTTP site
team by involving the TTTP staff actively. The training of TTTP staff is majorly the
responsibility of the Contractor however since these staff are for the PEA, they will
always be closer to the owner’s side hence the need for the Consultant to also offer on-
the-job training to ensure a comprehensive and complete training in all aspects of the
project including design, construction, erection and commissioning.
3.4 Phase II: Commissioning up to Taking-Over Certificate and Commercial

Operations Date (COD)
3.4.1 Supervise the Commissioning up to issuance of Taking-Over Certificate and

Commercial Operations Date (COD)
Advise on and, where necessary and appropriate, represent the PEA and coordinate and
provide approvals in relation to activities associated with:
Ø General test procedures developed by the contractor including entire permanent and
temporary measurement program of the contractor
Ø Compliance with Ugandan and international site safety and environment standards and
regulations required by IFC performance standards as well as Hydropower
Commissioning state of the art Standards (high head plants)
Ø Testing of electromechanical plant and equipment (including all site acceptance tests
where applicable)
Ø Commissioning of civil structures (if not executed in an earlier state), electromechanical
plant and equipment including dry and wet testing, water filling as well as initial readings
(forces, pressures, temperatures, vibrations, sensor settings, other measurements etc)
during entire pre- and commissioning period
Ø Supervision of the trial runs with monitoring of all important measurements
Ø Witness and endorse or reject, highlighting the shortcomings, dry and wet test results
(pre commissioning and commissioning).
Ø Verify compliance to contract standards and procedures, as well as requested technical
limits.
Ø Verify compliance with site safety standards and regulations.
Ø Oversee commissioning of plant and entering into commercial use.
Ø Prepare commissioning reports and documents for UEGCL.
Ø Establish defects and defect correction procedures
Ø Issuance and review of spare parts list
Ø Supervise the on the job training by the Contractor of the involved Employer’s
professionals in all aspects of the project during implementation and commissioning
Ø Reviewing, where necessary improving, and approving Contractor’s as-built drawings,
documentation and Operation and Maintenance manuals
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Ø Organise and conduct final inspection together with the PEA and the Contractor prior to
take over by the PEA.
Ø Issuing of final punch / snag list for Taking-Over Certificate (TOC)
Ø Supervision of the rectification of the major punch list items before issuing the TOC
Ø Issuing Project Taking-Over Certificate (TOC)
Ø Mainly for the quarterly Project Review Meeting, during the entire implementation phase,
the Consultant shall make and conduct a formal audio / visual presentation as well as a
project review report. The final Project Review Meeting shall take place with the issuance
of a COD Certificate
Ø Engineering Interpretation of efficiency or index measurements, if carried out
Ø Issuing of the Commercial Operation Date (COD) Certificate, the signature and issuance
of which will designate the beginning of the three years warranty period / defects liability
period
Ø Any other related activities to achieve TOC and COD
The estimated period for trial run of Turbines are approximately 20 days for each unit or 30
days if tested parallel. However the Consultant should use his own experience to calculate
the necessary time for the turbine trial run testing.
3.5 Phase III: Operation and Maintenance after COD until after issuance of
Performance Certificate (PC)
3.5.1 Supervise the Contractor in remedying of defects during the Defects Liability
Period of the HPP (provisional task)
During the 36 month defects liability period the consultant will advise on and, where
necessary and appropriate, represent the PEA and coordinate and provide approvals and
recommendations in relation to activities associated with:
Ø Supervision of the rectification of all defects during the warranty period with issuing of
clearances for defects rectified as well as a prolongation of warranty for major parts, if
applicable / necessary.
Ø Oversee the contractor’s compliance to contractual obligations
Ø Oversee the contractor’s decommissioning of the site and restoration works to meet E &
S requirements.
This task is provisional and shall be reimbursed according to the actual consumed
hours/costs. Basis for the reimbursement is the filled price schedule.
3.6 Phase IV: Project Closure Activities
3.6.1 Organise contract closure activities

Ø Taking action and following up the process to achieve the PC (Performance Certificate)
Ø All other project closure activities according to professional project management
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Ø Issuing the Performance Certificate (PC) after successful completion of the defects
liability period
Ø Preparation of the final accounts for the project soon after issuance of the PC
Ø Preparation of a project completion report, acceptance of which will signify the end of the
Consultant’s assignment in the consultancy contract.
Ø Organise contract closure workshop between all stakeholders on the project in Uganda
Ø any other related activities to close down a project successfully
Ø Supervision and Approval of the Contractors’ site closure process including detailed
control of diligent implementation of all relevant measures as per Construction ESMP and
as per conditions for environmental and social national permits; site closure will also
cover the resolution and closure of any pending complaints from Project workforce and
closure of all site re-instatement requirements including hand over back to original
owners of land temporary acquired for construction, completion of any pending
compensation for temporary land acquisition and/or for unintended damages related to
construction works, closure of any construction related complaints.
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4 PROJECT ASSIGNMENTS
Duration of the Assignment

The contract period is estimated with up to 90 months (7,5 years). The duration of
the assignment can be split in the different phases I - IV as described before.
• up to 6 months for project start activities also including provisional scope for
contract closure with the Contractor
• 42 months construction/commissioning period
• 36 months for the defects liability period - DLP
• up to 6 months for the project closure activities
As the construction period is expected to last 42 months the contractual period may
differ according to the approved program of the selected PDB contractor.
During Phase III, DLP, the assignment will persist but the work load will be on
request for the defects rectification, if necessary.
5 REPORTS AND DOCUMENTATION
All reports and documentations by the contractor have to be reviewed and approved by the
Consultant in accordance with the Plant and Design Build (PDB) Contract between the PEA
and the selected Contractor. In addition, the consultant has also to prepare and issue
reports, documents and certificates. These approvals and reports are mentioned in the TOR
and e.g.
– Review of existing documents and data with gap analysis report
– Communication Management Strategy
– Risk Assessment Report including a Risk Management strategy
– Proposed indicators including the Baseline Study Report and updates when
required until COD
– Minutes of the meetings, workshops etc.
– A Monthly Progress Report, issued one week after the end of each month,
covering the project activities undertaken including progress of the engineering,
design, construction and equipment manufacture, revised construction
programme and one month look ahead programme, disbursement schedule with
a forecast, cost performance index, schedule performance index, S – curve,
quality management activities that have been undertaken including NCRs,
potential areas of concerns and remedial works planned/performed, issues and
risks that have arisen, been dealt with and are still outstanding, contractor’s
current and foreseen resources (manpower and equipment), consultant’s
manpower (current and foreseen), TTTP manpower (current and foreseen),
labelled photos of progress, claims status, status of implementation of the
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Contractor’s and Employer’s Environmental and Social Management Plans, and

the signed minutes of site progress meetings.
– Quarterly Project Review Reports.
– The final Project Review Report submitted with the issuance of the COD
Certificate should include the following at the minimum:
§ Approved set of as-built drawings
§ Punch / snag list
§ Deliverables completed
§ Training requirements completed
§ Equipment tested, installed and commissioned
§ Operation and Maintenance manuals submitted
– Quarterly audit of the contractor’s quality management system
– Approved monthly progress reports of the contractor
– Approved designs and drawings for the works including the structural calculations
– Approved as-built drawings
– Approved documentation on the equipment to be supplied by the Contractor
including drawings, schedules, diagrams and O&M descriptions,
– Special Technical Reports - may be required on construction, quality issues,
manufacture and installation due to unforeseen conditions or problems.
– Commissioning Reports showing the extent of the works involved, the criteria by
which its performance is to be judged, the initial baseline forces measurements,
the results obtained from the tests during commissioning, and a snag / punch list
of any minor defects or deficiencies to be rectified during the ensuing Defects
Liability Period
– Certifications of payments
– Project Completion Report together with the Performance Certificate which shall
include but not limited to:
§ a comprehensive description of the project as executed indicating relevant
modifications of the initial tender design,
§ a compilation of all problems/issues met and risks that materialised during
execution and the solutions reached,
§ the final implementation programme compared to initial planning,
§ a schedule of major events of importance during the execution of the project,
§ a summary of the overall project costs, compared to the initial cost estimate,
§ a proposal for post-project review (who prepares it, when it should be done
and who should be involved)
§ a compilation of lessons learnt for use on other projects
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§ a summary of follow-on action recommendations, if applicable

– other comprehensive reports or side letters which are necessary to get approvals,
licenses or proofs etc
The structure of the report shall follow the Annex 1 of the TOR
The reports shall be submitted, where applicable, according to the following
timetable
Reports Delivery - months after

commencement
Review of existing documents and data gap 2.0

analysis report
Updates of ESIA, ESMP and other relevant E&S 6 months followed by

documentation monthly updates
Review and approval of contractor’s PA-ESMP 3 months
Analysis and needs assessment for E&S capacity 3 months

building and training
Communication Management Strategy 1,5
Risk Assessment Report 2 followed by monthly

updates
Proposed indicators, with Baseline Study Report 2
Follow up of Baseline Study Report 2 followed by quarterly

updates
Monthly report on activities, issues, and risks One week after the end of
including E&S performance report each month
ESMP Project Operation (including Emergency Monthly updates

Preparedness and Response Plan)
Project Review Report Quarterly
Audit of the Contractor’s quality management Quarterly

system
Commissioning Report After Commissioning but

before TOC date
As built and other documentation together with all latest 2 months after COD
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the project logs / registers
Project Completion Report with PC Date
Minutes Within one week after the

meeting, workshop etc
Except for the Monthly Reports (which shall be submitted to the PEA by e-mail and in three
hard copies) all the above reports shall be submitted to the PEA in two (2) hard copies and
by e-mail to the PEA and the Financiers (KfW and AFD). The PEA and the Financiers shall
review and comment on the submitted reports within two weeks from the date of receipt or as
otherwise agreed depending on the size of the report to be reviewed. The Consultant shall
be expected to incorporate these comments within two weeks or as otherwise agreed
depending of the comments received. If there are no further comments on the revised
reports, the final documents shall then be resubmitted in 2 hard copies and by email.
Otherwise, if there are additional comments on the revised documents, the Consultant will be
expected to incorporate these comments until the documents are approved as final by the
PEA and the Financiers.
6 PEA’S INPUTS TO THE PROJECT

a) The PEA shall make all necessary arrangements to ensure the project proceeds on
schedule.
b) The PEA will have a skilled project manager with power to act together with a
project support team for this project. Additionally the PEA shall have the TTTP team
available for the project.
c) During the implementation of the project, the PEA shall provide coordination and
liaison with stakeholders with the assistance of the Consultant
d) The PEA will support the consultant to obtain in due time the official permits needed
by the consultant for its work (e.g. introductory letters, guidance and assistance
through administrative processes, etc.)
e) The PEA will make available for the duration of the services all relevant reports,
data, and documents in their possession pertinent to the proposed services and
necessary for the requested services
f) The PEA will make a desk and chair available in their headquarters in Kampala for
use by the Consultant’s Project Manager if required.
g) The PEA will make available qualified E&S staff to work closely with the Consultant
on overall E&S management, including monitoring and reporting, specifically for the
components of the ESMP which are under PEA responsibility; this staff will also
participate in E&S training and capacity building;
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7 PEA’S ROLE IN THE PROJECT

During construction, the PEA shall also have their own site supervision team who shall
monitor and oversee the works and services performed by both the OE and the contractor.
The PEA’s site team shall work closely with the OE and shall also assist the OE in design
reviews and supervision of works.
In doing so, the OE shall be required to provide on-the-job training to the PEA’s site team
with the objective of building the PEA’s capacity in design and construction supervision of
hydropower plants. The PEA’s site team shall comprise the following:
Ø Project Manager
Ø Engineers (Civil, Electrical and Mechanical) – 2 experts
Ø Sociologist for stakeholder engagement, social management and grievance
management- 1 expert, full time
Ø Health, Safety and Environment officers – 2 experts full time
Ø Public relation officer - 1 expert, full time
The PEA’s site team shall be fulltime on site and available for the job, but the Consultant
shall remain fully responsible for his tasks.
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8 QUALIFICATIONS OF THE CONSULTANT

The Consultant must demonstrate that he has suitably qualified and experienced experts
among its key personnel, who have the appropriate level of academic and professional
qualifications and wide experience gained in similar projects and countries to recognize and
to deliver with respect to the management requirements, both, the technical and
administrative requirements as well as the Environment, Social, Health and Safety (ESHS)
aspects.
The Consultant shall be a firm that shall have at least ten years’ experience in the fields
related to this contract:
– Hydroelectric power projects.
– Geotechnical / underground works and waterways
– Undertaking hydrological, geotechnical and topological studies for hydroelectric power
projects
– Implementation of a hydro power plant with design, construction, supervision,
commissioning and operation
– Strong Resident Engineer experience in hydro power projects
– Undertake ESIAs for hydropower projects and develop ESMPs for construction and
operation, in line with international safeguard standards (i.e. IFC PS, WB/IFC EHS
Guidelines)
– Development and supervision of implementation of Resettlement Action Plans/Livelihood
Restoration Plans
– Supervision of Contractors E&S performance, ESHS site supervision, including training
and capacity building;
– Stakeholder engagement and grievance management,
– Specialised in following skills for Hydropower plants:
o Site supervision
o Project Management
o Geotechnical advise and supervision (e.g. tunnels and excavations)
o Engineering, design, calculations, structural (serval trades like civil, mechanical,
electrical steel structure etc.)
o Intercultural experienced in Uganda/East-Africa/Sub-Sahara Africa
o Claim Management
o Quality Management
o Contractual Management
o Environmental and Social safeguards implementation
o Health and Safety
o Administration Management
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o Scheduling (Primavera)
o Quantity survey
o Roads and Infrastructure
o SCADA systems
o Transmission and switchyard
o On-the-job training
o etc
The Consultant shall provide sufficient manpower and qualified, motivated personnel for the
project. A sufficient number of skilled and qualified local staff shall be employed by the
consultant to ensure that the supervision activities are conducted as required by the
Employer. The consultant shall also have sufficient number of senior back-up staff available
to ensure that the contractual activities are conducted as required by the Employer. Listed
below are the minimum requirements for the key personnel. For the roles listed below, it is
desirable for the nominee to have approximately 10 or more years’ experience, unless
stated otherwise. Also it is an advantage if the key staff has experience with constructions in
Uganda or Sub-Saharan Africa.
After COD an engineer or other appropriate professional must be available to supervise
rectification of all defects during the warranty / Defects Liability period until the Performance
Certificate is issued. The reimbursement shall be on actual cost and time. If further personnel
would be required the PEA will order such according to actual costs as filled in the price
schedules by the consultant.
The Resident Engineer is one of the most important persons of the key staff and must be an
engineer/professional with at least ten years’ experience in the at-site management, design,
construction, supervision, contractual compliance and commissioning of hydroelectric power
projects. Intercultural working experience in a developing country, preferably in Uganda or
Sub-Saharan Africa, is preferable.
8.1 Key Personnel references of the Implementation’s Engineer services
The PEA is aiming for long-term involvement of the key experts. To hinder the use of
experienced and well-marked placeholder CVs and as the project duration is expected to last
not less than five years, all key personal shall not be in or standing before retirement or
reactivated from retirement. The retirement in this context shall refer to the retirement
criteria / age as officially defined in the appropriate resident country of each key expert at the
time of bid submission. For example age of retirement in Germany is between 65 and 67
years (depending on the year of birth); derived from this the age limit of 67 years shall be
applied for the evaluation of the CVs.
In case the Bidder does not comply with above mentioned criteria, the appropriate key
personal will face a point reduction of 30 % of maximum possible points for the
Project Manager and Resident Engineer (Site Manager) and 25 % for all other key
experts (excluding Back-up Experts).
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Further in an assigned scenario the consultant shall bring proof of the physical and
mental suitability of such proposed key staff over the set age.
I. Project Manager
– Master or Postgraduate degree in civil/mechanical/electrical engineering or in
other relevant engineering discipline and experience, with specialty in
Hydropower Development.
– At least 15 years of experience in design and implementation of similar
contracts/projects.
– Leadership experience as project manager responsible for the project team of
similar projects until COD or PC (min 2 HPPs).
– A separate qualification in Project Management would be an added advantage
– Registration with relevant professional body would be an added advantage.
– A 75 % involvement on site, Kampala or region is required
II. Resident Engineer

– Master’s degree in civil / electro-mechanical engineering or in other relevant
engineering discipline or vast professional experience substituting the academic
education whichever is relevant
– A minimum of 10 years’ experience in the construction supervision until COD of
hydro power plants of similar magnitude.
– Leadership experience as Resident Engineer of similar hydropower projects (min
3 HPPs)
– Registration with relevant professional body would be an added advantage
– A full time involvement on site is required
III. Assistant Resident Engineer (Deputy)

– To assist the resident engineer at the site and follow up documentation, reports
etc.
– University degree in civil / electro-mechanical / geotechnical engineering
whichever is relevant
– A minimum of 3 years’ experience in the construction supervision of hydro power
plants or other large infrastructure projects (min 1 Project)
– This should be a Ugandan Engineer or at least from the region
IV. Contract and Claim Expert

– Professional with experience in handling contractor claims and payment
applications for energy projects
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– Minimum 20 years of experience on at least 3 different hydropower projects.

– Experience working on FIDIC contracts is required
– A wide part time involvement with regular on site deployment is required
especially during the claim risky works
V. Scheduling Expert
– Professional with experience in project planning and scheduling on design and
build contracts
– Minimum 5 years of professional experience including at least 1 hydropower
project as a scheduling Expert
– Experience working with the Primavera software is required
– A wide part time involvement with regular on site deployment is required to
monitor actual versus planned progress while collecting and keeping
contemporaneous records for use in schedule/ delay analysis using Time Analysis
method.
VI. Geo-technical Expert

– University degree in civil / geological/geotechnical engineering.
– At least 10 years of relevant professional experience geotechnical engineering,
reservoirs, dams, foundations.
– Should have strong fundamental knowledge of principles of geotechnical
engineering, geology, soil and rock mechanics, earthquake engineering, and
groundwater hydrology.
– Must also have extensive project experience with field investigations, planning
studies, detailed analyses, designs, construction services related to foundations
for dams, water conveyance structures, powerhouses and buildings
– A full time involvement on site is required for the period during excavation and
foundations for intake and powerhouse.
VII. 2 Tunnel Experts

– University degree in Geology/ civil / geotechnical engineering or engineering
geology or substituting professional experience whichever is relevant.
– At least 5 years of relevant professional experience in tunnelling projects/site
geology.
– Should have strong fundamental knowledge of principles of Geology,
geotechnical engineering, soil and rock mechanics and groundwater hydrology.
– Must also have extensive project experience with field investigations, planning
studies, detailed analyses, designs, construction supervision and geological
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mapping related to tunnels, including tunnel support mechanisms, for water

conveyance and water resources projects
– Experience of approval of blasting patterns is required
– A full time involvement on site is required for the period during excavation and
support of the tunnels, shaft, and access adits.
The OE must organise the shift work as per the requirements and therefore adjust the
necessary additional personnel structure and force.
VIII. Road and Bridges Expert

– University degree in civil / structural engineering with a bias in roads and
infrastructure
– Minimum of 10 years experience in the design and construction of roads and
bridges
– Experience in Sub-Saharan Africa is required (African roads)
– A wide part time involvement with regular site visits during construction of access
roads and bridges is required.
IX. Design and Civil Engineer Expert

– University degree in civil / structural engineering with a bias in hydraulic civil
engineering and hydro power plants.
– Minimum of 10 years experience in the design and construction supervision of
civil works on hydro power plants of similar magnitude (min 3 HPPs)
– Experience in Concrete works and testing is required
– A wide part time involvement with regular on site deployment is required
especially during the period of concreting works e.g. the dam / intake
powerhouse, operators camp and any other concreting works.
X. Turbine Expert
– University degree in mechanical engineering with a bias in the design of hydro
power plants and turbines including Pelton turbines.
– A minimum of 10 years experience in the construction of hydro power plants of
similar magnitude.
– Experience in erection, testing and commissioning of hydropower plants
(minimum 3 HPPs)
– A full time involvement on site during installation, testing and commissioning of
the turbine and participation in the relevant Factory Acceptance Tests is required
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XI. Hydraulic Steel Expert

– University degree in mechanical engineering with a bias in the design of hydro
power plants and hydraulic steel-structures.
– A minimum of 10 years experience in the construction supervision and inspection
of hydraulic steelworks at hydro power plants of similar magnitude including radial
gates, roller gates, stop logs, trash rack equipment, penstocks and other
associated hydraulic systems. (Min 3 HPPs)
– Experience with supervision and inspection of welding and coating is also
required
the hydraulic steelworks and participation in the relevant Factory Acceptance
Tests is required
XII. Electrical Engineer

– A University degree in electrical engineering with a bias in the design of hydro
power plants, switchyards, grid connection, transmission, protection.
– A minimum of 10 years experience in the construction of power plants of similar
magnitude.
– Experience in testing and commissioning of hydropower plants (minimum 3 HPP)
the electrical and electro-mechanical works and participation in the relevant
Factory Acceptance Tests is required
XIII. Instrumentation and Control (I & C) Engineer

– University degree in Electrical Engineering with specialty in instrumentation and
control engineering and all SCADA subjects
– Minimum of 10 years relevant working experience in design and implementation
of relevant instrumentation and control equipment for hydropower plants
– Experience in testing and commissioning of hydropower plants (minimum 3 HPP)
the Instrumentation and Control equipment and participation in the relevant
Factory Acceptance Tests is required
XIV. Environmental / Social /Health and Safety Specialists

The E&S team shall comprise at least 6 experts in the areas of:
1. University degree in Environmental sciences or related scientific disciplines

with experience at least 8 years in the development of ESIAs and ESMPs for
complex projects, with significant E&S risks and impacts,
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• including at minimum 1 in hydropower plant projects and/or large

infrastructure projects (roads, pipelines, mining, etc) in the wider region;
documented in depth and proven experience of application of international
environmental safeguards and social (e.g. World Bank, IFC, ADB).
• Documented experience in supervision of ESMP implementation for both,
construction contractors and project owners. Documented experience to
undertake training and capacity building in environmental management.
Full time for review of E&S documentation, development of additional
documents; for entire construction period: at minimum 10 days/month on site.
2. University degree in Ecological sciences with focus on aquatic and water

related environments, with experience at least 8 years in hydropower, water
supply or irrigation projects with proven experience of conducting aquatic
baseline studies, assessment of environmental flows and developing
mitigation measures development and implementation of ecological
monitoring plans.
• Experience in minimum of 3 projects of similar nature and complexity in
the wider region; in depth experience of application of international
environmental and social safeguards (e.g. World Bank, IFC, ADB).
• Documented experience to undertake training and capacity building in
environmental management.
3. University degree Social sciences with focus on development of ESIAs, and

on social management of large construction processes involving a high
number of workforce and with large numbers of project affected people;
documented experience in the areas of stakeholder engagement, public
information and consultation, community liaison activities, grievance
management; experience in supervision of social performance of construction
contractors; in depth experience of application of international environmental
and social safeguards (e.g. World Bank, IFC, ADB).
• A minimum of 8 years of overall experience in projects of similar
complexity, at minimum 3 projects in the wider region.
• Documented experience to undertake training and capacity building in
social management. Documented experience to undertake training and
capacity building in environmental management.
4. University degree in social sciences with a minimum of 8 years of and

experience in development and implementation of resettlement action
plans/livelihood restoration plans, including supervision, monitoring and
reporting.
• Experience in in at least 5 projects of similar complexity, with significant
social impacts,
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• at least 3 projects in the wider region, proven in depth experience of

application of international social safeguards (e.g. World Bank, IFC, ADB).
Full time presence during RAP/LRP implementation.
5. University degree in Environmental, Social, Health and Safety management

with at least 7 years of experience in environmental and social management
of complex construction processes and in supervision and monitoring of
ESHS performance of construction contractors.
• Documented experience of application of international ESHS standards
(e.g. OHSAS 18001) and of international environmental and social
safeguard standards (WB, IFC, ADB).
• Experience in minimum 3 projects of similar nature and complexity
• including at minimum 2 projects in the wider region.
• Documented experience to undertake ESHS training and capacity
building.
NOTE: Two (2) ESHS experts are required for full time presence on site
during the entire period of the assignment until closure of construction
works
All the above E & S experts should be registered with the National Environment
Management Authority (NEMA) or an equivalent body in his country of origin and
duly authorized to carry out such work.
XV. Transmission Line and Substation Expert

– A University degree in electrical engineering with a bias in high voltage power
networks (lines and substations)
– A minimum of 10 years of relevant working experience in design and construction
supervision including testing and commissioning of transmission lines and
substations (min 3 projects of similar nature and magnitude)
– A full time involvement on site during testing and commissioning of the
transmission line and substation / switchyard is required.
XVI. Quality Control / Quality Assurance Manager

– University degree in Engineering or other professional
– A minimum of 10 years of relevant working experience in reviewing and
monitoring compliance with the quality control procedures implemented by a
contractor.
XVII. Back-up (3 Experts)

– Master or Postgraduate degree in
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1. Civil
2. Mechanical
3. Electrical engineering,
… all of them with a specialty in Hydropower and Energy projects.
– Leadership experience as Expert of similar Hydropower projects
– Fifteen (15) years of relevant experience on hydropower projects.
– Experienced in Quality management
Experienced in project management, monitoring & steering of engineering teams
and their services
In addition the consultant is required to have an additional pool of experts and non-key
experts (e.g inspectors for civil and E&M, document controller etc) to fulfil his obligations.
8.2 Roles and assignments of some Consultant’s staff
Hereunder are roles and assignments described for some of the key staff, which has to be
met.
a) Project Manager
The consultant’s project manager shall work at a minimum 75% of his time in
Uganda. In general, the project manager must be responsible and available
during all phases of the project, which we expect to be min. 50% for the entire
project assignment. The DLP period is of course reimbursed on actual time.
b) Resident Engineer and his Deputy

The head of the site team shall be the resident engineer seconded by his deputy.
The resident engineer (international) and his deputy (local) shall be at site
continuously and the deputy shall take over for any off-times of the resident
engineer. Off-times shall be only vacations and sick leave and shall be minimised.
Leave time of the resident engineer shall be scheduled and optimised with the
PDB’s site activities and the construction program. If the resident engineer and his
deputy fail with the continuous lead and presence at site then the consultant’s
project manager shall bridge such a time window. Other staff proposed by the
consultant to bridge such an event needs prior approval of the PEA.
c) Geologist and his Deputies

The consultant’s geologist and his deputies including the shift arrangements shall
be available during 100% of the excavation and underground works to determine
together with the PDB’s geologist each rock class from each blasting/excavation
section.
d) Experts for all special hydropower trades

The consultant’s experts are expected to work from home office and at site
whenever their specialised subject is requested. Decision making reviews and
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workshops e.g. such as design review meetings, trouble shooting meetings etc.
shall require as well the attendance of the specialised trade experts.
e) Environmental and Social (E&S) Experts

The consultant’s international team leader for E&S tasks shall be regularly at site
and shall lead the local team. In the beginning the team leader is expected to
stay long time to get the staff trained and to assess the site issues properly.
Two (2) ESHS experts are required for full time presence on site during the
entire period of the assignment until closure of construction works
9 LOGISITCS
During execution of the construction works the Employer, through the contractor, shall
provide the following:
• Fully furnished and equipped site office facilities at the two major sites with
computers, printers, telephones, internet access etc
• Fully furnished and equipped accommodation at the two major sites
• Fuelled motor vehicles with experienced drivers
• Canteen facility with fully equipped kitchen, trained cooks, food and beverage supply
services. However, for additional needs of special food/drinks etc. requirements the
consultant shall have to make his own provisions
The consultant shall also be free to use the medical care on site provided by the contractor.
10 RELEVANT DOCUMENTS
The relevant documents for the services, consisting of:
• Geological Review Study
Engineers;
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• Aquatic Ecology and Wetland Baseline Report; Aquatic Ecology and Wetland
Monitoring Program and Monitoring Manual; and Aquatic Ecology and Wetland
Management Plan by Natural Resource Management Services AS (NRM Services
AS)
• Selected Contractor’s Bid and conditions
• Contract or draft Contract with the Plant and Design-Build Contractor
Will be handed over by the PEA to the selected consultant.
For bidding purposes, the following documents shall be provided by the PEA:
The Employer will provide a download link of these documents on request to the bidder as
described in the invitation letter.
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Sec. VII: Terms of Reference Annexes
ANNEX 1: PROJECT OVERVIEW

Muzizi HPP - Uganda
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ANNEX 2: KFW REPORTING REQUIREMENTS
I General
The KfW Reporting Requirements represent a standard Annex to the Separate Agreement
and to Terms of Reference (ToR) for Consultancy Services. This document is a
recommendation how to structure and how to report. It consists of a standard table of
contents with essential aspects for each chapter, a list of possible annexes and examples for
figures. This document shall remain unchanged. More particular details may be ruled in the
Separate Agreement / ToR (as applicable).
II Common Requirements
A Report is to be understood as Documented Information being distributed to all relevant
stakeholders. Its preparation shall follow basic documentation quality as stated in ISO 9001
Clause 7.5 Documented Information. All reports shall be prepared in a highly professional
manner.
Reports shall contain at least a cover sheet, a table of content, a list of abbreviations and an
executive summary.
A cover sheet shall contain all relevant information and key data as:
• Project No./ BMZ No.;
• Client/ Financier (name, contact person);
• Consultant (name, contact person);
• Company/ Supplier/ Subcontractor (name, contact person);
• Reporting number and reporting period;
• Main contractual dates (date of order, start of construction works, completion date, [if
applicable]);
• Time elapsed/ remaining;
• Contract Value and disbursement status/ pay-out level (in %);
• Header/Footer;
• Revision Index, date of issuance, prepared/approved by.
All subsequent pages including any annexes shall be provided with header/footer containing
the following minimum information:
• Legal owner;
• Document reference;
• Revision index;
• Page number;
• Number of pages.
A report shall be formatted in a neat and uniform manner. Any colours used for formatting
shall give sufficient contrast for monochrome printing. Preferably the text shall have left-and-
right justification together with hyphenation.
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ANNEX 3: VAT TAX INFORMATION FOR UGANDA
56
CONTRACT FORM
Section VIII. Contract for Consulting Services
Between the Employer and successful Consultant a Contract will be signed as per the
attached Model Contract for Consulting Services.
https://www.kfw-entwicklungsbank.de/Download-Center/PDF-Dokumente-
Richtlinien/Mustervertrag-E.pdf
DRAFT CONTRACT
for Consulting Services
dated
……...…. 2021
Between
Uganda Electricity Generation Company Limited (UEGCL)
– hereinafter referred to as the “Employer” –
and
….
– hereinafter referred to as the “Consultant” –
Project
CONSULTING SERVICES AS OWNER’S ENGINEER(OE)
FOR THE MUZIZI HYDROPOWER PROJECT.
Project Reference: UEGCL/ CONS/2018 - 19/20377
BMZ NO. 2013.65.865

CONTENTS
Section Page
Preamble………...…………………………………………………………………………………….2
General Conditions ..................................................................................................................2
Paragraph 1 General Provisions ...................................................................................2
Paragraph 2 The Employer ............................................................................................9
Paragraph 3 The Consultant .......................................................................................12
Paragraph 4 Commencement, Completion, Amendment and
Termination of the Services ......................................................... …….15
Paragraph 5 Remuneration .........................................................................................18
Paragraph 6 Liability ....................................................................................................21
Paragraph 7 Insurance ................................................................................................22
Paragraph 8 Disputes and Arbitration Procedure .....................................................22
Special Conditions .................................................................................................................25
List of Annexes ......................................................................................................................33
Preamble
The Employer desires consulting services to be rendered for the Project designated in the Special
Conditions. The Consultant has submitted a technical and a financial bid for these services. The
parties to this Contract therefore hereby agree on the following:
General Conditions
Paragraph 1 General Provisions

1.1
DEFINITIONS The words and expressions used in this Contract shall have the
following meanings assigned to them, unless the context
requires otherwise.
The “Agreed Remuneration” means the fee to which the

Consultant is entitled as described in Paragraph 5
[Remuneration], which shall be payable in accordance
with this Contract.
The “Commission” means the performance of the

Services pursuant to this Contract.
The “Completion Period” means the period designated

for completion of the Services in the Special Conditions.
The “Consultant” shall be the professional undertaking

or the professional individual named in the Contract who
is appointed by the Employer to perform the Services.
This shall include the Consultant’s legal successors as
approved by the Employer and subject to prior written
consent from KfW.
The “Contract”, except where otherwise stated in the

Special Conditions, means the conditions of this Contract
for consulting services (General Conditions and Special
Conditions) together with the following constituent parts
of the Contract:
Annex 1 [Declaration of Undertaking]
Annex 2 [Minutes of Negotiations pursuant to the Special

Conditions]
Annex 3 [Terms of Reference plus Tender Documents]
Annex 4 [KfW Guidelines for the Assignment of Consultants in

Financial Co-operation with Partner Countries1], insofar as these
Guidelines do not conflict with the Conditions of this Consulting
Contract
4
Capitalised terms used, but not otherwise defined in this Declaration of Undertaking have the meaning given to such term in KfW’s
“Guidelines for the Procurement of Consulting Services, Works, Plant, Goods and Non-Consulting Services in Financial Cooperation with
Partner Countries”.
2
Annex 5 [Staffing Schedule]
Annex 6 [Equipment and Furnishings to be provided by the

Employer and Third-party Services Commissioned by the
Employer]
Annex 7 [Time Schedule for the Performance of the Services]
Annex 8 [Statement of Costs]
Annex 9 [The Consultant’s Bid – though without the

Consultant’s terms and conditions of delivery, contract and
payment]
(N.B.: If by way of exception the procurement guidelines are not

made an integral component of the Contract, Item 1.1.19 should
be supplemented to include the Declaration of Undertaking, as
well as the Model Advance Payment Guarantee and the Model
Retention Guarantee.)
The “country” means the country or region to which the

Project (or the majority thereof) relates.
The “date on which execution shall be commenced”

means the day specified in the Special Conditions.
A “day” means one calendar day.
“Financing Agreement” means the [loan agreement /

financing agreement] entered into between KfW and [the
Employer] in order to finance [amongst other things] the
services hereunder.
“Force Majeure” means any event whereby one party to

the Contract has been prevented from performing the
Services due to an unavoidable event such as a natural
disaster, hostage-taking, war, revolution, terrorism or
sabotage, which, with even the best human judgement
and experience and utmost care, could not have been
reasonably foreseen in the circumstances, prevented or
rendered harmless by economically reasonable means
unless such event must be accepted by the relevant
party due to its regular occurrence, including, except
where otherwise stated in the Special Conditions,
circumstances such as crises, war or terror that lead to
the Foreign Office of the Federal Republic of Germany
calling upon German citizens to leave the country or the
Project region in response to which the Consultant
withdraws all its staff. If an event occurs as a result of the
actions of or risks assumed by a party to the Contract,
that event shall not constitute Force Majeure.
“Foreign Currency” means any currency other than the

Local Currency.
3
The Consultant’s “Foreign Staff” means all those staff
who do not possess the citizenship of the country.
The “Local Currency” means the currency of the

country.
A “notice” means a notification communicated to one

party by the other party.
A “party”/the “parties” means the Employer and the

Consultant.
“Order Value” shall have the meaning given to it in A.d.

5.1.1 of the Special Conditions.
The “Project” means the project specified in the Special

Conditions for which the Services are to be performed.
The “Services” means the contractual services described

in Annex 2 [Minutes of Negotiations], Annex 3 [Terms of
Reference plus Tender Documents], Annex 9 [The
Consultant’s Bid] and Paragraph 3.1 [Scope of Services],
as well as the standard and special services defined in
Paragraph 3.2 [Standard and Special Services].
A “third party” means any other natural and legal

person, according to the context.
“Written” or “in writing” means written by hand or typed

by machine, and produced in a printed or electronic form,
the result being a non-editable permanent record.
A “year” means 365 days.

1.2
INTERPRETATION 1.2.1 Headings in this Contract shall have no bearing
on the interpretation of these Conditions.
1.2.2 Words in the singular, insofar as the context

allows, shall also include the plural and vice
versa.
1.2.3 Reference to either sex shall include both sexes.
1.2.4 Provisions containing the words “agree”, “agreed”

or “agreement” (and all derived grammatical
forms thereof) shall require written agreement and
signature by both parties2.
1.3
RANKING AND 1.3.1 For the implementation of this Contract, the parts
ORDER OF THE of the Contract listed below shall take precedence
in the order shown below and the Annexes shall
4
4
INTEGRAL PARTS take precedence in the order in which they are
OF THE CONTRACT numbered:
(a) The agreements of the Contract (General

and Special Conditions), without the
Annexes.
(b) The Annexes of the Contract in the order

in which they are numbered.
These General Conditions and the Annexes shall

remain – except where otherwise stipulated in the
parts of the Contract in question – immutable.
1.3.2 In case of inconsistencies or ambiguities between

parts of the Contract that cannot be resolved
through the ranking set out in Clause 1.3.1, the
Employer shall interpret the parts of the Contract
in line with the intention of the parties based on
the purpose and intention of the Contract as a
whole, including all Annexes.
1.4
COMMUNICATION 1.4.1 Except where otherwise stipulated, notices,
instructions and messages must be
communicated between the parties in writing and
in the language specified in the Special
Conditions, and any such notice, instruction or
message may not be unreasonably refused or
delayed.
1.5
NOTICES 1.5.1 Except where otherwise stipulated in the Special
Conditions, the notices to be served pursuant to
this Contract shall take effect upon receipt at the
addresses specified in the Special Conditions.
The notice may be served in person, by a courier
service, by fax (with written confirmation of
receipt), by registered letter or by email (only if
this is sent in an encrypted and certified form (e.g.
S/MIME certificate)).
1.6
LAW AND 1.6.1 The Special Conditions shall contain the language
LANGUAGE or languages of the Contract, the prevailing
contractual language and the law governing this
Contract.
1.7
ENTRY INTO 1.7.1 This Contract enters into force upon execution by
FORCE OF THE both parties, subject to notification from KfW to
CONTRACT the Employer that all conditions precedent to
disbursement under the Financing Agreement
have been satisfied in a form and substance
satisfactory to KfW.
5
1.8
MEASUREMENTS 1.8.1 Drawings, plans and calculations shall be based
AND STANDARDS on the metric system and German DIN 3 or
European EN standards, or internationally
recognised standards that are at least equivalent
to those published by ISO or IEC are the
standards to be applied to the Services performed
under the Contract.
1.9
ASSIGNMENT AND 1.9.1 The Consultant shall not have the right to assign
SUB- or transfer all or any of its rights under this
CONTRACTING Contract without the prior written consent of the
Employer, which shall not be provided without the
prior consent of KfW. The Employer’s consent
shall not be required for the assignment of any
amounts due or which shall become due under
this Contract.
1.9.2 The Consultant may conclude, terminate or

cancel sub-contracts for the performance of a part
of the Services that are the subject of this
Contract only upon prior written approval by the
Employer, which shall not be provided without the
prior consent of KfW. In cases where the Services
are sub-contracted, the Consultant’s obligations
to fulfil the Contract shall remain unaffected.
1.10
RIGHTS TO THE 1.10.1 Except where otherwise stated in the Special
RESULTS OF Conditions of this Contract, the Consultant shall
WORK, transfer to the Employer all transferrable rights to
COPYRIGHT the Services performed under this Contract on the
date any such rights arise, and in any event at the
latest, on the date they are acquired. Insofar as a
transfer of such rights is not possible, the
Consultant shall irrevocably grant the Employer
an unrestricted, transferrable, licensable and
exclusive rights of use and exploitation that are
unlimited with respect to time and place of use.
Such transfer shall include the right to adapt any
transferred rights. The Consultant shall ensure
that any relevant creator of such transferrable
rights waives its exercise of any such relevant
rights.
1.10.2 If the Consultant employs third parties (e.g.

employees) to perform the Services, it shall
ensure that these parties allow him to transfer
and/or grant the rights in full. The Consultant shall
ensure that third parties waive the exercise of any
relevant rights.
4
6
1.10.3 The Consultant shall issue all information
requested by the Employer and KfW in
connection with this Contract, and shall make
available free of charge all requested records,
documents and information. This obligation shall
remain effective after termination of the Contract
for a period of 24 months.
1.11
OWNERSHIP OF 1.11.1 All studies, reports and pertinent data and
DOCUMENTS AND documents such as diagrams, plans, statistics
EQUIPMENT and annexes that are made available to the
Consultant in the performance of the
Commission, as well as software (including the
respective source codes) produced or adapted for
consideration as part of the Commission, shall
become the property of the Employer. The
Consultant shall not be entitled to exercise a right
of retention with respect to these materials.
1.11.2 Equipment, including vehicles purchased for the

performance of the Consultant’s Services and
paid for fully by the Employer, shall be handed
over to the Employer after completion of the
Services. The Consultant shall handle with due
care and maintain any such equipment.
1.12
CONFIDENTIALITY 1.12.1 The Consultant shall, and shall ensure that its
AND PUBLICATION employees, keep confidential all documents
passed on to it by the Employer and KfW, as well
as all information exchanged and knowledge
acquired concerning this Contract and its
implementation, even if such documents have not
been expressly designated as confidential. This
obligation of confidentiality upon the Consultant
and its employees shall remain effective after
termination of the Contract. It shall not apply to
disclosure to a court or to a public authority,
insofar as this disclosure is made on the basis of
legal obligations or by order of a court or a public
authority. It shall also not apply to those materials,
information and knowledge acquired for which
and insofar as the Employer or KfW has given
written consent for publication.
1.12.2 The obligation of confidentiality set out in Clause

1.12.1 shall not apply to information which:
(a) was demonstrably already known to the

recipient when the Contract was
concluded, or thereafter was made known
by a third party, without this having
constituted any violation of a
confidentiality agreement, legal
7
regulations or official orders; or
(b) is publicly known upon conclusion of the

Contract or is made publicly known
thereafter, insofar as this is not based on a
violation of this Contract.
1.13
CONDUCT 1.13.1 During the term of this Contract, the Consultant
and its Foreign Staff shall not interfere with the
political or religious affairs of the country.
1.14
CORRUPTION AND 1.14.1 When discharging their obligations under this
FRAUD Contract, the Consultant, its representatives and
its employees shall comply with all applicable
laws, rules, regulations and provisions of the
relevant legal systems, including the OECD
Convention on Combating Bribery of Foreign
Public Officials in International Business
Transactions.
1.14.2 The Consultant shall not offer or grant either

directly or indirectly any improper advantages to
public officials (as defined below) or other
individuals in connection with its bid in the
tendering process. In addition, it shall not offer or
grant any such incentives or conditions when
implementing the Contract. The Consultant shall
be obliged to notify the Employer in detail
immediately in writing if the Consultant is
prompted by a public official or any other persons
to make illegal payments.
1.14.3 The Consultant will inform its members of staff of

their respective obligations as well as their
obligation to comply with the Declaration of
Undertaking and to obey the laws of the country.
1.14.4 A public official shall be:

(a) any official or employee of a public
authority or an enterprise under the
ownership and control of a government;
(b) any person who performs a public

function;
(c) any official or staff member of a public

international organisation, such as the
World Bank;
(d) any candidate for a political office, or
(e) any political party or official of a political
8
party.
1.15
REIMBURSEMENTS 1.15.1 All reimbursements, insurance payments,
guarantee payments or similar payments, if any,
shall be made for the account of the Employer to
KfW, Frankfurt am Main, BIC: KFWIDEFF,
account IBAN: DE53 5002 0400 3800 0000 00,
which KfW shall credit to the Employer. If such
payments are made in Local Currency, they shall
be made to a special account of the Employer
specified in the Special Conditions. The amounts
reimbursed for the portion financed by KfW may,
with KfW’s consent, be used again, principally for
further implementation of the Project.
1.16
PARTIAL 1.16.1 The invalidity or unenforceability of one or more
INVALIDITY provisions of this Contract will not affect the
validity or enforceability of any other provisions of
this Contract. Any invalid or unenforceable
provision shall be replaced by a valid and
enforceable provision which approximates as
closely as possible the economic purpose of the
invalid or unenforceable provision. The same
shall apply accordingly in cases of omissions.
Paragraph 2 The Employer

2.1
INFORMATION 2.1.1 During the term of this Contract, the Employer,
within a reasonable period of time, shall, free of
charge, place at the disposal of the Consultant,
all data, documentation and information
concerning the Services covered by the
Commission that are available to it. This shall
also include all Commission and Project related
provisions of the separate agreements relating to
any loan made in respect of the Project, the
Project documents entered into between the
Employer and KfW and consents of KfW as
required by this Contract.
2.2
DECISIONS/ 2.2.1 Subject to the Consultant having provided the
COOPERATION Employer with all the necessary information
including, but not limited to, drawings, studies
and replacement staff, the Employer shall make
its decisions pursuant to this Contract as soon as
possible after the Consultant requests such duty
to be performed in writing and, in any event, no
later than the end of the expiry period specified
in the Special Conditions.
2.3
2.3.1 The Employer will support, as far as reasonably
9
SUPPORT possible, the Consultant in discharging its
obligations pursuant to this Contract. The
Employer shall make available to the Consultant
in good time and in full all the services necessary
for the performance of its tasks as detailed in
Annex 3 [Terms of Reference plus Tender
Documents].
2.3.2 In addition, the Employer shall support the

Consultant, the Consultant’s staff and where
applicable relatives of the Consultant in:
(a) obtaining in good time any documents

necessary for entering, residing in,
working in and leaving the country (visa,
work permit etc.);
(b) granting and/or obtaining unrestricted

access to the Project where necessary
for the performance of the Services;
(c) the import, export and customs clearance

of personal items and of goods and
commodities required for performance of
the Services;
(d) securing return transport in cases of

emergency;
(e) obtaining permission to import Foreign

Currency that is required by the
Consultant for the performance of the
Services and for personal use by its
Foreign Staff;
(f) obtaining permission to export the money

paid by the Employer to the Consultant
under this Contract; and
(g) providing access to other organisations

for the purpose of obtaining information
to be procured by the Consultant.
2.4
TAXES 2.4.1 Subject to the following provisions, the Employer
shall ensure that the Consultant and its Foreign
Staff are exempted from all taxes, duties, levies
and other charges that are legally prescribed in
the Employer’s country, in connection with:
(a) payments to the Consultant or to its

Foreign Staff in connection with the
10
performance of the Services;
(b) services performed by the Consultant or

its staff in connection with the fulfilment of
their tasks;
(c) equipment, materials, and supplies

necessary for the performance of the
Services, including motor vehicles and
personal belongings of the Foreign Staff
that are brought into the country of the
Employer and shipped out after
completion of the Services or that have
been destroyed in the course of the
performance of the Services.
2.4.2 If it is impossible to meet the obligations arising

from Paragraph 2.4.1 [Taxes] due to contrary
legal provisions, the Employer shall, provided it
is legally permissible and except where
otherwise stipulated in the Special Conditions of
this Contract, upon submission of proof of the
payments made, reimburse the Consultant all
the amounts paid without delay.
2.5
EQUIPMENT AND 2.5.1 For the purposes of performing the Services, the
OFFICES Employer shall make available to the Consultant,
free of charge, technical and other equipment
and offices to the extent described in Annex 6
[Equipment and Furnishings to be provided by
the Employer and Third-party Services
commissioned by the Employer].
2.6
CONTACT PERSONS 2.6.1 The Employer shall appoint two natural persons
OF THE EMPLOYER to act as the Employer’s contact person and
deputy to the Consultant under this Contract,
and the Employer further undertakes always to
appoint another contact person without delay
should either of the two individuals appointed no
longer be available.
2.7
THIRD-PARTY 2.7.1 The Employer is obliged, at its own expense, to
SERVICES make the necessary provision for the
performance of those services by third parties
commissioned by it, as described in Annex 6
[Equipment and Furnishings to be provided by
the Employer and Third-party Services
commissioned by the Employer].
2.8
PAYMENT FOR 2.8.1 The Consultant shall receive from the Employer
SERVICES remuneration for the Services performed under
this Contract in accordance with Article 5
[Remuneration].
11
Paragraph 3 The Consultant
3.1
SCOPE OF SERVICES 3.1.1 The Consultant shall deliver the Services in full
and on time.
3.1.2 The Services to be performed by the Consultant

encompass all the part services described and
explained in this Contract and its Annexes, in
particular in Annex 2 [Minutes of Negotiations]
Annex 3 [Terms of Reference plus Tender
Documents] and Annex 9 [The Consultant’s bid].
Furthermore, the Consultant must deliver all the
standard and special services as defined in
Paragraph 3.2.1. [Standard and Special
Services].
3.1.3 The Consultant shall work together with third

parties commissioned by the Employer pursuant
to Paragraph 2.7 [Third-party services]. The
Employer is not responsible for these third
parties or their performance. In addition, the
Consultant must comprehensively coordinate
their services with its own services, as far as
possible.
3.2
STANDARD AND SPECIAL 3.2.1 In addition to the Services specified explicitly in
SERVICES the Contract, the Consultant shall also perform
all other services, if necessary, that are not listed
under the contractual services, but are
customarily required in order to properly
discharge the contractual obligations (“standard
services”). The standard services shall be fully
compensated through the Agreed Remuneration.
3.2.2 “Special Services” are services that are not

included under the contractual or standard
services, but must necessarily be delivered by
the Consultant in order to properly perform its
duties under the Contract, because the external
circumstances of service delivery have changed
unexpectedly, or because the Employer has
suspended the Services pursuant to Paragraph
4.5 [Force majeure], or because the Employer,
with the prior consent of KfW, requires services
that were not included in the invitation to tender
but are necessary.
12
3.3
DUE DILIGENCE 3.3.1 Except where otherwise stipulated in this
Contract, or otherwise legally stipulated within
the country or within another legal system
(including the legal system in the Consultant’s
jurisdiction) by provisions that impose higher
demands than this Contract, when performing its
obligations under this Contract the Consultant
shall exercise due diligence and provide the
Services in compliance with professional practice
and to the recognised quality standards, in
accordance with current scientific and generally
accepted engineering standards. The Consultant
must document its work, the progress of the
Project and the decisions it takes in an
appropriate form that is acceptable to the
Employer, bearing in mind the requirements
arising from Paragraph 5.7 [Auditing].
3.4
REPORTING 3.4.1 The Consultant shall report to the Employer and
KfW on the progress of the Services in
accordance with the Special Conditions. Except
where otherwise stipulated in the Special
Conditions, in case of longer assignments such
as construction management, training or
operational support, the Consultant shall draw up
quarterly reports, and following the conclusion of
the Services draw up a final report covering the
entire Completion Period. The reports shall
include a comparison of targeted and actual
values for the planned activities; the progress of
construction; developments in the time frame;
financial developments; and information on any
problems and identification of possible solutions.
3.4.2 The Consultant shall inform the Employer

promptly of all extraordinary circumstances that
arise during the performance of the services
and of all matters requiring KfW’s approval.
3.4.3 Furthermore, the Consultant shall, upon request,

supply the Employer with information in
connection with the Services.
3.5
STAFFING 3.5.1 The Consultant shall employ the staff specified in
Annex 5 [Staffing Schedule] to implement
performance of the Services. The list of
designated key staff and any changes to it shall
require the prior written approval of the Employer
and KfW.
3.5.2 The Employer may require the Consultant to

terminate the contract of, or replace, any staff
member who fails to meet the requirements or
violates Paragraph 1.13 [Conduct]. Any such
13
demand must be submitted in writing to the
Consultant stating the reasons for it.
3.5.3 If staff employed by the Consultant need to be

replaced, the Consultant shall ensure that the
staff member in question is replaced promptly by
an individual who possesses at least equivalent
qualifications.
3.5.4 If any one of the Consultant’s staff falls ill for

more than one month and this jeopardises the
performance of this Contract by the Consultant,
the Consultant shall replace this staff member
with another staff member who possesses at
least equivalent qualifications.
3.5.5 Staff shall only be replaced after prior approval

by the Employer, such approval not to be
unreasonably withheld. The exchange,
replacement, or planned dispensation of
replacement (as exception to existing rules) of
key staff specified by name shall require the prior
approval of KfW.
. 3.5.6 If the Consultant must terminate the contract of,

or replace, any staff during the Contract period,
the costs thus accrued shall be borne by the
Consultant, except where staff are removed or
replaced at the Employer’s request. In this case,
the Employer shall meet the costs of replacing
the staff member, unless the staff member in
question does not meet the requirements or has
violated Paragraph 1.13 [Conduct].
3.6
CONTACT PERSON OF THE 3.6.1 The Consultant shall appoint for the exercise of
CONSULTANT all rights and obligations arising from this
Contract a natural person as its contact person
for the Employer under this Contract.
3.6.2 The Consultant shall specify and provide

respective contact data to the Employer and KfW
for an individual at the Consultant's place of
business who can be reached at any time in
cases of emergency or crisis as well as a deputy
of the Consultant. The Consultant shall notify the
Employer and KfW without delay of any change
of elected person or their contact data.
3.7
INDEPENDENCE OF THE 3.7.1 The Consultant undertakes that neither the
CONSULTANT Consultant nor any enterprise associated with
the Consultant shall bid for the Project as
manufacturer, supplier, or building contractor.
This prohibition also applies to any bidding for
any further consulting services, insofar as such
consulting services might lead to a restriction of
14
competition or a conflict of interests. Any
violation of this stipulation may lead to the
immediate cancellation of this Contract and
require the reimbursement of any and all costs
incurred by the Employer up to the time of such
violation as well as compensation for any and all
losses and damages incurred by the Employer
as a result of such cancellation.
Paragraph 4 Commencement, Completion, Amendment and

Termination of the Services
4.1
COMMENCEMENT AND 4.1.1 The Consultant shall begin performing the
COMPLETION Services on the prescribed date on which
execution of the Contract shall take place, but
not earlier than and without undue delay after
the Contract has come into force. The
Consultant shall deliver the Services in
accordance with the time schedule in Annex 7
[Time Schedule for the Performance of the
Services], and shall complete the Services within
the Completion Period, subject to any further
extensions to this Contract.
4.1.2 In relation to optional services (if any), the

Consultant shall commence delivery of the
optional services not earlier than upon receipt of
notification from the Employer, subject to the
Employer having received KfW’s prior consent.
4.1.3 Any change to the time schedule in Annex 7

[Time Schedule for the Performance of the
Services] due to a reasonable request by either
party shall be mutually agreed upon in writing.
4.2
PENALITIES FOR DELAY 4.2.1 If the Consultant fails to perform any of the
Services under this Contract within the requisite
time period, for reasons he must warrant, the
Employer shall, unless the Special Conditions
include a derogation, be authorised to inflict a
penalty of 0.5% of the Order Value for every
week of delay, subject to a cap of 8% of the
Order Value. Beyond such penalty, the Employer
may not bring any further claims arising from the
delay in the performance of the Services. The
right of termination shall remain unaffected.
4.3
AMENDED SERVICES 4.3.1 Subject to the prior consent of KfW, the
Employer shall be entitled to require an
amendment of the Contract (amended or
additional services or amended
15
deadlines/periods for execution – “amended
services”).
In this case, the Agreed Remuneration and the Completion
Period shall be adjusted accordingly by mutual agreement of the
parties. The Consultant shall submit proposals for performance
of and remuneration for the amended services.
4.3.2 The Consultant shall execute the amended

services if the Employer agrees, in writing, to the
remuneration proposal. If the parties do not
agree on the remuneration proposal within three
months of the Consultant commencing delivery
of the Services, the entitlement to remuneration
shall be treated as a dispute under Article 8
[Disputes and Arbitration Procedure].
4.4
IMPEDIMENT 4.4.1 If the performance of the Services is impeded or
delayed by the Employer or the Employer’s
contractual partners (“impediment”) such that the
impediment leads to an increase in the costs, the
scope or the duration of the Services, the
Consultant shall immediately notify the Employer
of the circumstances and the possible
consequences.
4.4.2 If an impediment falls within the sphere of risk of

the Employer or if the impediment is caused by
the Employer through intent or gross negligence,
the Consultant shall be entitled to reimbursement
of the costs incurred by it as a result of the
impediment, subject to these costs being
evidenced.
4.5
FORCE MAJEURE 4.5.1 In the event of Force Majeure, the contractual
obligations, as far as affected by such event,
shall be suspended for as long as performance
remains impossible due to the Force Majeure,
provided that one party to the Contract receives
notification of the Force Majeure event from the
other party within two weeks after its occurrence.
Any and all liability of the Consultant for
damages arising due to its absence caused by
the Force Majeure is excluded.
4.5.2 In the event of Force Majeure, the Consultant

shall be entitled to an extension of the Contract
equal to the delay caused by such Force
Majeure. If the performance of the Services is
rendered permanently impossible by the Force
Majeure, or if the Force Majeure event lasts for
longer than 180 days, both parties to this
Contract shall be entitled to terminate the
Contract.
16
4.5.3 In case of suspension or termination of the
Contract due to Force Majeure, the Services
performed up to the time of the Force Majeure
and all necessary expenditure (which is
evidenced) of the Consultant arising from the
discontinuing of the Services shall be invoiced
on the basis of contractual prices. Neither party
shall make any further claims.
4.6
SUSPENSION OR TERMINATION 4.6.1 The Employer may, with the prior consent of
KfW, fully or partially suspend the Services or
terminate this Contract after serving written
notice of at least 30 days. In this event, the
Consultant must immediately take all measures
necessary to ensure that the Services are
discontinued and the expenditure minimised.
The Consultant shall hand over all reports, drafts
and documents to be drawn up by the date in
question to the Employer. If the suspension lasts
longer than 180 days the Consultant may
terminate the Contract. In case of termination
Paragraph 4.5.3 [Force majeure] shall apply
mutatis mutandis.
4.6.2 If the Consultant fails to meet its contractual

obligations without sufficient reason; in
accordance with the Contract; or on time, the
Employer may serve a notice upon the
Consultant and request it to duly perform its
Services. If the Consultant fails to remedy the
performance deficit within a period of 21 days of
having been called upon to do so by the
Employer, the Employer shall be entitled, after
this period has elapsed, to terminate the
Contract by written notice.
4.6.3 The Consultant may terminate this Contract if

any amounts due and payable to it under this
Contract have not been paid within 60 days after
the receipt of the corresponding invoice, as long
as the Consultant has given the Employer a
written reminder within a period of 30 days after
the initial 60 day deadline has passed and the
Employer does not pay the due amounts within a
further period of 30 days after this notice.
4.6.4 If the termination of the Contract is not due to a

default on the part of the Consultant, the
Consultant shall be entitled to demand the
Agreed Remuneration. The Consultant must,
however, mitigate its loss and deduct any
proceeds of such mitigation, which shall include
(i) any remuneration paid to the Consultant
working on other projects during the time the
17
Consultant was scheduled to work on the Project
(ii) any remuneration that the Consultant would
have earned working on other projects during the
time the Consultant was scheduled to work on
the Project, but which the Consultant has not
received as a result of the Consultant’s wilful
actions or omissions.
4.6.5 If the termination of the Contract is due to a

default on the part of the Consultant, the
Consultant shall be entitled to demand the
Agreed Remuneration for the Services
performed until the date of termination but not
yet remunerated. The Employer shall be entitled
to demand compensation for the direct damages
caused by the default.
4.7
CORRUPTION AND FRAUD 4.7.1 If it is proven that the Consultant has breached
Paragraph 1.14 [Corruption and fraud], the
Employer may, notwithstanding the various
punishments or other sanctions to which the
Consultant is subject according to the law of the
country or any other legal system, terminate this
Contract in writing. The Employer may also
terminate this Contract in writing if the
Declaration of Undertaking submitted by the
Consultant in conjunction with its bid is untrue.
4.8
RIGHTS AND OBLIGATIONS OF 4.8.1 Termination of the Contract shall not prejudice or
THE PARTIES IN CASE OF affect the rights, claims or obligations of the
TERMINATION parties until the date on which the cancellation
takes effect.
Paragraph 5 Remuneration
5.1
REMUNERATION OF THE 5.1.1 The Consultant shall receive the remuneration
CONSULTANT agreed in the Special Conditions for performing
the Services owed under this Contract, subject to
the conditions listed therein and the conditions
below. Annex 8 [Statement of Costs] contains a
detailed list of conditions.
18
5.2
TERMS OF PAYMENT 5.2.1 Except where otherwise agreed in the Special
Conditions, the Employer shall pay the
Consultant’s remuneration as follows:
(a) Advance payment, due within 30 days of

execution of this Contract upon
presentation of an invoice.
(b) The instalments shall be paid upon

presentation of corresponding invoices
with a maximum of one payment per
quarter. The first invoice for the first
instalment shall be presented, at the
earliest, 3 months after the contractually
agreed commencement of the Services.
The Employer shall have the right to
suspend payment of instalments at any
stage in the event of substantial
deviations from the time schedule and/or
insufficient performance on the part of the
Consultant. This right shall also apply to
payments which are not based on output-
related evidence of performance. If the
payment of instalments is suspended, the
Employer must proceed in accordance
with Paragraph 5.6 [Objections to
Invoices].
(c) The final payment shall be made after

the Services have been performed in full
and confirmation has been provided by
the Employer and KfW to that Consultant.
5.2.2 Only in cases of agency contracts: the

Consultant’s invoices shall be addressed to the
Employer “c/o KfW”. KfW shall receive the
original invoice. A copy of the invoice shall be
sent to the Employer directly. The original final
invoice is to be addressed to the Employer, and
KfW will receive a copy.
5.2.3 Any guarantees shall be in the form set out in

Annexes 10 and 11 and shall always be provided
as bank guarantees made out to the Employer as
beneficiary. They must be acceptable to the
Employer and KfW. The original of the guarantee
shall be sent to the Employer, with a copy,
together with a confirmation of delivery of the
original, to be sent to KfW.
5.3
METHOD OF PAYMENT 5.3.1 Payment shall be made according to the
conditions set out in the Special Conditions.
19
5.4
PRICE ADJUSTMENT 5.4.1 Except where agreed otherwise in the Special
Conditions, the following conditions shall apply
with respect to prices. The prices specified in
Annex 8 [Statement of Costs] shall apply to the
Completion Period specified in the Special
Conditions and for a period of 3 months
thereafter. After this date, prices may be adjusted
if the official level of prices and wages in the
Consultant’s country of origin (Foreign Currency
costs) or in the Employer’s country (Local
Currency costs) has increased, as measured
using the base indices specified in the Special
Conditions, and this is proven by the Consultant.
The following formula shall be used to calculate
this:
Pn = Po • (0.15 + 0.85 • Ln/Lo)
Pn = revised price, Po = base price,
Ln = revised index, Lo = base index.
The price will not be calculated until publication of

the final price index.
Except where otherwise agreed in writing, the

Consultant shall only be entitled to remuneration for
special services if the services are amended
pursuant to Paragraph 4.3 [Amended Services].
5.5
PAYMENT DEADLINE 5.5.1 Except in relation to advance payment and where
otherwise stated in the Special conditions,
payment shall be made within 60 days of
presentation of a verifiable invoice by the
Consultant to the Employer.
5.5.2 If the Employer does not make the payment

within the period set out in Paragraph 5.5
[Payment Deadline], except where the Employer
has raised an objection pursuant to Paragraph
5.6 [Objection to Invoices], the Consultant shall
be paid compensation at the rate agreed in the
Special Conditions. This shall be calculated on a
daily basis from the date on which the invoice fell
due in the currency agreed. The agreed
compensation shall satisfy all the Consultant’s
claims arising from the Employer’s delay.
20
5.6
OBJECTION TO INVOICES 5.6.1 Should the Employer object to the whole or part
of an invoice of the Consultant, the Employer
shall notify the Consultant of its intention to
withhold payment and shall state the reasons
why. If the Employer objects only to a part of the
invoice, it shall pay that part of the invoice to
which it has not objected within the period
specified in Paragraph 5.5 [Payment Deadline].
5.7
AUDITING 5.7.1 For services or part services that are not
remunerated on a lump-sum basis, the
Consultant shall be obliged to maintain up-to-
date records that meet professional standards
and that clearly and systematically indicate the
services provided and the time and expense
involved. The Consultant shall permit the
Employer and KfW to audit these records at any
time and make copies of them during the term of
the Contract.
5.8
CURRENCY 5.8.1 The Special Conditions shall indicate the
currency applicable to the Contract,
Paragraph 6 Liability
6.1
LIABILITY OF THE 6.1.1 The Consultant shall be liable to the Employer
CONSULTANT FOR for verifiably culpable breaches of its contractual
BREACHES OF CONTRACT obligations, particularly breaches of Article 3
FOR WHICH HE IS [The Consultant]. The liability of the Consultant
RESPONSIBLE shall be limited to the respective insurance sum,
insofar as this is higher than the Order Value.
Otherwise the liability of the Consultant shall be
limited to the Order Value. This shall not affect
the liability for premeditation and gross
negligence.
6.2
LIABILITY OF THE 6.2.1 The Consultant shall also be liable for the
CONSULTANT FOR SUB- Services provided by a sub-contractor pursuant
CONTRACTORS to Paragraph 1.9 [Assignment and Sub-
contracting]
6.3
PERIOD OF LIABILITY 6.3.1 The Consultant’s liability shall terminate on the
date of the acceptance of the Services and in the
event the Contract does not provide for
acceptance of the Services, on the date of
performance of the contractually agreed
Services in full, unless a different point of time is
provided in the Special Conditions.
6.4
LIABILITY FOR 6.4.1 Liability for consequential damage is excluded.
21
CONSEQUENTIAL DAMAGE
6.5
LIABILITY OF THE EMPLOYER 6.5.1 The Employer shall be liable for verifiably
culpable breaches of its contractual obligations,
particularly breaches of Paragraph 2 [The
Employer].
Paragraph 7 Insurance
7.1
INSURANCE AGAINST 7.1.1 The Consultant shall take out insurance for the
LIABILITY AND DAMAGES period of the Contract, on the terms specified in
the Special Conditions, including, but not limited
to, the following:
(a) professional liability insurance;
(b) personal liability insurance;
(c) equipment insurance covering loss of or

physical damage to all equipment
acquired, used, provided or paid for by
the Employer within the context of this
Contract; and
(d) motor vehicle third party liability

insurance and motor vehicle
comprehensive insurance for the vehicles
acquired in connection with this Contract.
7.1.2 The costs incurred in connection with the

insurance specified in Paragraph 7.1.1
[Insurance Against Liability and Damages] shall
be fully compensated by the Agreed
Remuneration.
Paragraph 8 Disputes and Arbitration Procedure

8.1
AMICABLE SETTLEMENT 8.1.1 Should a dispute arise from or in connection with
this Contract, the representatives of the parties
authorised to settle disputes shall, within 21 days
of one party submitting a written request to the
other party, endeavour in good faith to settle the
dispute amicably.
8.2
MEDIATION 8.2.1 If an amicable settlement cannot be reached
within a period of 3 months after the written
request pursuant to Paragraph 8.1 [Amicable
Settlement], the parties may, insofar as both
22
sides agree, attempt to settle the dispute in
accordance with the Special Conditions by way
of mediation prior to initiating arbitral
proceedings. Notwithstanding this, the parties
may agree to begin mediation immediately.
Unless the parties agree otherwise within a
period of 14 days, either party may require that
the mediator is appointed by the institution
named in the Special Conditions.
Mediation shall begin no later than 21 days after

the mediator has been appointed. The mediation
process shall be implemented in accordance with
the procedure selected by the appointed
mediator.
All negotiations and talks held in the course of

mediation shall be treated confidentially, unless
they are concluded in a written, legally binding
contract.
If the parties accept the recommendations of the

mediator or agree to settle the dispute another
way, the agreement reached shall be recorded in
writing and signed by the representatives of the
parties.
8.2.2 If the dispute is not settled within 3 months after

the mediator has been appointed, the dispute
shall be settled by way of the arbitration
procedure pursuant to Paragraph 8.3 [Arbitration
Procedure].
23
8.3
ARBITRATION PROCEDURE 8.3.1 If the parties do not reach amicable agreement
pursuant to Paragraph 8.1 [Amicable settlement]
or by way of mediation pursuant to
Paragraph 8.2 [Mediation], the dispute shall
finally and exclusively be settled – except where
otherwise stipulated in the Special Conditions –
in accordance with the Rules of Conciliation and
Arbitration of the International Chamber of
Commerce in Paris by one or several arbitrators
appointed in accordance with the Rules. The
place of arbitration and the language of the
arbitration procedure shall be stipulated in the
Special Conditions.
24
Special Conditions
Ad Article 1: General Provisions
Ad 1.1: Definitions
“Completion Period”: The completion period shall be 90 months

from the date of Commencement including a 42 months defects liability
period (for services on demand)
Split as follows:
Phase I: up to 6 months for project start activities also including
provisional scope for contract closure with the Contractor
Phase II: 42 months construction/commissioning period only
Phase III: 36 months for the defects liability period - DLP
Phase IV: up to 6 months for the project closure activities
Project: Comsulting Services as Owners Engineer (OE) for the

Muzizi Hydropower Project
BMZ No. 2013.65.865 )

UEGCL/CONS/2018 - 19/20377
“Date on which execution shall be commenced”:
The date on which execution shall be commenced lies two weeks after the
day on which the contract comes into force (receiving of the advance
payment)
Ad 1.4: Communication
The language for notices, instructions, reports and other messages shall be
English.
Ad 1.5: Notices
Address of the Employer
Postal address Uganda Electricity Generation Company Limited

(UEGCL), Block-C Victoria Office Park,
Plot 6-9 Ben Kiwanuka Okot Close, Bukoto,
P.O. Box 75831, Kampala,
Uganda
Email: [email protected]
Phone: +256
Fax: +256
25
Address of the Consultant
Postal address
Email:
Phone: =
Fax: =
Address of KfW
Postal address
KFW Development Bank
Palmengartenstrasse 5 – 9
60325 Frankfurt
Germany
Email: [email protected]
Phone: +49 (69) 7431-0
Fax: +49 (69) 7431-2944
Ad 1.6: Law and language
The language(s) of the Contract shall be English.
The law governing this Contract shall be Ugandan law.
Ad 1.9.2 the nominated Subconsultants of the proposal are deemed approved
Ad 1.10: Rights to the results of work, copyright
As stated in the General Conditions of this contract.
Any publication by the consultant in regard with this contract is only according
to prior agreement and acceptance of the Employer.
All reports and data such as maps, diagrams, drawings, plans, designs,
specifications, calculations and software containing data and information
compiled, prepared and furnished by the consultant for the Employer and KfW
under the contract shall become and remain the absolute property of the
Employer. The consultant shall deliver al such documents to the Employer on
completion or termination of the contract. The Consultant may retain a copy of
such reports data and software. However, the Consultant shall not use such
reports, data or software without the Employers consent except for purposes
of providing the Services herein.
The intellectual property rights in and to any deliverables, either pre-existing

the supply of the Services and/or developed by or on behalf of the Consultant
in connection with or in relation to the Services, shall be and remain the
exclusive property of the Consultant. Unless expressly provided otherwise in
writing in the Consultancy Agreement, no clause or provision of the
Consultancy Agreement implies or may be construed or interpreted as a right
to use, a license or any other form of transfer (even in part) of such intellectual
property rights to the Client.
26
Ad 1.11:
UEGCL has the right to all data input and out files handed over by the
consultant
Ad 1.12: Confidentiality and Publications
A confidentiality and Personal Data protection shall be in accordance with the

law governing the contract.
Ad Article 2: The Employer
Ad 2.2: Decisions/cooperation
Decisions/cooperative actions of the Employer pursuant to Paragraph 2.2

must be taken/performed at the latest within 14 days.
The procedure for the feedback for the reports is defined in the TOR.
Ad 2.4: Taxes
The contractual parties agree on the following provisions regarding taxes and
levies.
The Consultant and his foreign staff shall be liable for payment of taxes,
duties, levies and other charges in Uganda. Such taxes, levies and other
charges shall be transferred to the tax authority directly by the Employer.
There is no VAT for the awarded services at the moment.
The Withholding taxes will be 15% of the gross amount of any payment to the
the Consultant.
Ad 2.6: Contact person of the Employer
The Employer’s contact person shall be
Email: @uegcl.co.ug
Phone: +256
Ad Article 3: The Consultant
Ad 3.21: Scope of Service / Standard Services
The scope of services is defined in the ToR and consists of 4 phases as

described in the TOR.
Ad 3.2.2: Special Services
27
Special Services and Optional Services shall be paid in addition to the agreed
lump sum payment for standard services, as per Rates given in financial
tables “Rates for Services of Phase III” and Optional Services in Annex 8.
Ad 3.4: Reporting
The scope and frequency of reports are mentioned in the TOR. These reports
are:
• Review of existing documents and data gap analysis report

• Updates of ESIA, ESMP and other relevant E&S documentation
• Review and approval of contractor’s PA-ESMP
• Analysis and needs assessment for E&S capacity building and training
• Communication Management Strategy Report
• Risk Assessment Report
• Proposed indicators, with Baseline Study Report
• Follow up of Baseline Study Report
• Monthly report on activities, issues, and risks including E&S
performance report
• ESMP Project Operation (including Emergency Preparedness and
Response Plan)
• Project Review Report
• Audit and report of the Contractor’s quality management system
• Commissioning Report
• As built and other documentation together with all the project logs /
registers
• Project Completion Report
The reports and documents to be prepared by the Consultant during his work
need to be submitted first as a draft and after review by the Employer, submit
a final version to the Employer.
Ad 3.6.1: The Consultant’s contact person for handling of the Contract
The Consultant’s contact person for handling of the Contract shall be
… (project manager)
Email:
Phone: +
Ad 3.6.2: The Consultant’s contact person for cases of emergency

or crisis
The Consultant’s contact person for cases of emergency or crisis shall be
. Email:
Phone: +=
Fax: +=
28
Ad Article 4: Commencement, Completion, Amendment and Termination of the
Services
Ad 4.2: Penalties
4.2 of the General Conditions shall be read as follows: Penalty of 0,5 % of the
order value shall apply for every full week of delay.
Ad 4.6.3: Termination by the Consultant
In the event of termination of the Contract by the Consultant, the Consultant

shall be entitled to receive such portion of the contract value which
corresponds to the portion of services performed by or committed to be
performed by the Consultant up to the date of suspension.
Ad Article 5: Remuneration
Ad 5.1.1: Remuneration
For the services to be rendered by the Consultant under this Contract the
Employer shall pay the sum of
€xxx + 15% WHT as applicable in Euro
(“Order Value”).
The Order Value is composed of:
Phase I (lump sum): € xxx + 15 % WHT
Phase II (lump sum): € xxx + 15 % WHT
Phase IV (lump sum): € xxx + 15 % WHT
The Order Value is exclusive of the following options not commissioned:
Phase III: Time base on request € xxx + 15 % WHT
Optional Services for Contracting: € xxx + 15 % WHT
Annex 8 [Statement of Costs] contains a detailed statement of costs.
29
Ad 5.2: Terms of payment
The Consultant's remuneration shall be paid against presentation of an

invoice, indicating the BMZ-No. (KfW-Reference No., see § 1.1. Definitions
“Project”), as follows:
Phase I, II & IV (+WHT):
xxx EUR fee + xxx EUR WHT
15% advance payment of the fixed fee: after signature

of the contract and on presentation of the advance
payment guarantee issued by a German Bank.
Interim Payments (+ WHT):
xxx EUR During the implementation phase quarterly payments

up to 70 % of the lump sum will be made against
presentation of quarterly reports and approval by
UEGCL and No Objection by KfW.
xxx EUR as the final payment (15%) upon approval of Project

Completion report and complete final documents and
approval by UEGCL and No Objection by KfW.
Optional/Time based services:
A) The Time based Services on request for Phase III – Defects

Liability Period- will be paid on actual costs.
B) Contracting as lump sum after signature of contract with Contractor.
Ad 5.3: Method of payment
KfW will make down, interim and final payments from the financial
contribution to the Consultant directly for the net amount only exclusive of
taxes.
Invoices will be issued including WHT whereas the WHT shall be forwarded
by the Employer directly to the local tax authorities. Payment of the
Consultant´s fee in EUR shall be effected by KfW through direct disbursement
in EUR to the Consultant.
Ad 5.4.1: Price adjustment
Base index foreign currency costs: as per General conditions and TOR
Base index local currency costs: as per General conditions and TOR
The quoted prices shall remain valid until ….
30
In case the project duration will last beyond this date prices shall be adjusted
according to the following formula:
Pn = Po*(0.15 + 0.85*ln/lo)
Pn = revised price, Po = original price, In = new index of the month the

respective services are rendered, Io = original index of the month the validity
expires, by using the Index of the living costs (“Verbraucherpreisindex” VPI) in
Germany as published by the German Federal Statistics Office.
Ad 5.5: Payment deadline
Agreed compensation for overdue payments pursuant to Paragraph 5.5

[Payment Deadline]: 6% per cent per year, in relation to the outstanding
amount.
Ad 5.8: Currency
The applicable currency for the Contract shall be Euro.
Ad Article 6: Liability
Ad 6.3: Period of liability
The Consultant´s liability shall be limited to the contractual fees.
In the event of the Consultant being in default of his duties, the Consultant
shall without delay rectify any defects incurred, or, if this is not possible, shall
re-perform the Services free of charge to the exclusion of the Employer´s right
to substitute performance.
If the contract terminates before acceptance of the Services, the liability

period for claims begins with the termination.
Ad Article 7: Insurance
All insurances as set out in General Conditions shall be taken out by the
Consultant at his expense and no insurance shall be taken out by the
Employer at its expense
Ad Article 8: Disputes and Arbitration Procedure
Ad 8.2: Mediation
The mediator shall be appointed by Employer in consultation with KfW and

Consultant jointly and the appointment shall be binding for the parties.
The costs of the mediation and of the mediator’s services shall be shared
equally between the parties.
Ad 8.3: Arbitration Procedure
The place of arbitration shall be Paris, France.
31
The language of the arbitration procedure shall be English.
This Contract is executed in 2 counterparts, each of which constitutes an original Contract.
Signed at ................................................ this day of ............................. 2020
Uganda Electricity Generation Company (Consultant)

Limited (UEGCL)
(Employer)
Name: Dr. Eng. Harrison E. Mutikanga Name: ................................................

Designation: Chief Executive Officer Designation:.......................................
In the Presence of: In the Presence of:
Signature: ……………………................... Signature: ………………………………
Name: Name:
Designation: Designation:
32
List of Annexes
Annex Title
no.
1 Declaration of Undertaking
2 Minutes of Negotiations (Records of Negotiations)
3 Terms of Reference plus Tender Documents
4 Guidelines for the Assignment of Consultants in Financial Co-operation with

Partner Countries (in the version valid on the date the bid was submitted)
5 Staffing Schedule
6 Equipment and Furnishings provided by the Employer and Third-party

Services Commissioned by the Employer
7 Time Schedule for the Performance of the Services
8 Statement of Costs
9 The Consultant’s Bid
10 Advance Payment Guarantee (Model)
33
Annex 1
Declaration of Undertaking
Reference name of the Qualification/Offer/Contract: ("Contract")4
To: ("Project Executing Agency")
1. We recognise and accept that KfW only finances projects of the Project Executing
Agency (“PEA”) 5 subject to its own conditions which are set out in the Funding
Agreement it has entered into with the PEA. As a matter of consequence, no legal
relationship exists between KfW and our company, our Joint Venture or our
Subcontractors under the Contract. The PEA retains exclusive responsibility for the
preparation and implementation of the Tender Process and the performance of the
Contract.
2. We hereby certify that neither we nor any of our board members or legal
representatives nor any other member of our Joint Venture including Subcontractors
under the Contract are in any of the following situations:
2.1) being bankrupt, wound up or ceasing our activities, having our activities
administered by courts, having entered into receivership, reorganisation or being
in any analogous situation;
2.2) convicted by a final judgement or a final administrative decision or subject to

financial sanctions by the United Nations, the European Union or Germany for
involvement in a criminal organisation, money laundering, terrorist-related
offences, child labour or trafficking in human beings; this criterion of exclusion is
also applicable to legal Persons, whose majority of shares are held or factually
controlled by natural or legal Persons which themselves are subject to such
convictions or sanctions;
2.3) having been convicted by a final court decision or a final administrative

decision by a court, the European Union, national authorities in the Partner
Country or in Germany for Sanctionable Practice in connection with a Tender
Process or the performance of a Contract or for an irregularity affecting the EU’s
financial interests (in the event of such a conviction, the Applicant or Bidder shall
attach to this Declaration of Undertaking supporting information showing that this
conviction is not relevant in the context of this Contract and that adequate
compliance measures have been taken in reaction);
2.4) having been subject, within the past five years to a Contract termination fully
settled against us for significant or persistent failure to comply with our
contractual obligations during such Contract performance, unless this termination
was challenged and dispute resolution is still pending or has not confirmed a full
settlement against us;
2.5) not having fulfilled applicable fiscal obligations regarding payments of taxes
either in the country where we are constituted or the PEA's country;
4
Capitalised terms used, but not otherwise defined in this Declaration of Undertaking have the meaning given to such term in
KfW’s “Guidelines for the Procurement of Consulting Services, Works, Plant, Goods and Non-Consulting Services in
Financial Cooperation with Partner Countries”.
5
The PEA means the purchaser, the Employer, the client, as the case may be, for the procurement of Consulting Services,
Works, Plant, Goods or Non-Consulting Services.
Annex 1
2.6) being subject to an exclusion decision of the World Bank or any other
multilateral development bank and being listed on the website
http://www.worldbank.org/debarr or respectively on the relevant list of any other
multilateral development bank (in the event of such exclusion, the Applicant or
Bidder shall attach to this Declaration of Undertaking supporting information
showing that this exclusion is not relevant in the context of this Contract and that
adequate compliance measures have been taken in reaction); or
2.7) being guilty of misrepresentation in supplying the information required as a

condition of participation in the Tender.
3. We hereby certify that neither we, nor any of the members of our Joint Venture or
any of our Subcontractors under the Contract are in any of the following situations of
conflict of interest:
3.1) being an Affiliate controlled by the PEA or a shareholder controlling the PEA,
unless the stemming conflict of interest has been brought to the attention of KfW
and resolved to its satisfaction;
3.2) having a business or family relationship with a PEA's staff involved in the
Tender Process or the supervision of the resulting Contract, unless the stemming
conflict of interest has been brought to the attention of KfW and resolved to its
satisfaction;
3.3) being controlled by or controlling another Applicant or Bidder, or being under

common control with another Applicant or Bidder, or receiving from or granting
subsidies directly or indirectly to another Applicant or Bidder, having the same
legal representative as another Applicant or Bidder, maintaining direct or indirect
contacts with another Applicant or Bidder which allows us to have or give access
to information contained in the respective Qualifications or Offers, influencing
them or influencing decisions of the PEA;
3.4) being engaged in a Consulting Services activity, which, by its nature, may be
in conflict with the assignments that we would carry out for the PEA;
3.5) in the case of procurement of Works, Plant or Goods:
i. having prepared or having been associated with a Person who prepared

specifications, drawings, calculations and other documentation to be used
in the Tender Process of this Contract;
ii. having been recruited (or being proposed to be recruited) ourselves or
any of our Affiliates, to carry out works supervision or inspection for this
Contract;
4. If we are a state-owned entity, and compete in a Tender Process, we certify that we
have legal and financial autonomy and that we operate under commercial laws and
regulations.
5. We undertake to bring to the attention of the PEA, which will inform KfW, any change
in situation with regard to points 2 to 4 here above.
6. In the context of the Tender Process and performance of the corresponding Contract:
6.1) neither we nor any of the members of our Joint Venture nor any of our
Subcontractors under the Contract have engaged or will engage in any
Sanctionable Practice during the Tender Process and in the case of being
Annex 1
awarded a Contract will engage in any Sanctionable Practice during the

performance of the Contract;
6.2) neither we nor any of the members of our Joint Venture or any of our
Subcontractors under the Contract shall acquire or supply any equipment nor
operate in any sectors under an embargo of the United Nations, the European
Union or Germany; and
6.3) we commit ourselves to complying with and ensuring that our Subcontractors
and major suppliers under the Contract comply with international environmental
and labour standards, consistent with laws and regulations applicable in the
country of implementation of the Contract and the fundamental conventions of the
International Labour Organisation6 (ILO) and international environmental treaties.
Moreover, we shall implement environmental and social risks mitigation
measures when specified in the relevant environmental and social management
plans or other similar documents provided by the PEA and, in any case,
implement measures to prevent sexual exploitation and abuse and gender based
violence.
7. In the case of being awarded a Contract, we, as well as all members of our Joint
Venture partners and Subcontractors under the Contract will, (i) upon request,
provide information relating to the Tender Process and the performance of the
Contract and (ii) permit the PEA and KfW or an Auditor appointed by either of them,
and in the case of financing by the European Union also to European institutions
having competence under European Union law, to inspect the respective accounts,
records and documents, to permit on the spot checks and to ensure access to sites
and the respective project.
8. In the case of being awarded a Contract, we, as well as all our Joint Venture partners
and Subcontractors under the Contract undertake to preserve above mentioned
records and documents in accordance with Applicable Law, but in any case for at
least six years from the date of fulfillment or termination of the Contract. Our financial
transactions and financial statements shall be subject to auditing procedures in
accordance with Applicable Law. Furthermore, we accept that our data (including
personal data) generated in connection with the preparation and implementation of
the Tender Process and the performance of the Contract are stored and processed
according to the Applicable Law by the PEA and KfW.
Name: ____________________________ In the capacity of: ______________________
Duly empowered to sign in the name and on behalf of7:_____________________________
Signature: Dated:
6
In case ILO conventions have not been fully ratified or implemented in the Employer’s country the Applicant/Bidder/Contractor
shall, to the satisfaction of the Employer and KfW, propose and implement appropriate measures in the spirit of the said ILO
conventions with respect to a) workers grievances on working conditions and terms of employment, b) child labour, c) forced
labour, d) worker’s organisations and e) non-discrimination.
7
In the case of a JV, insert the name of the JV. The person who will sign the application, Bid or Proposal on behalf of the
Applicant/Bidder shall attach a power of attorney from the Applicant/Bidder.
Annex 2
Minutes of Negotiations
Annex 3
Terms of Reference plus Tender Documents

Annex 4
Guidelines for the Assignment of Consultants in Financial Co-operation with

Partner Countries
(in the version valid on the date the bid was submitted)
Annex 5
Staffing Schedule
Annex 6
Equipment and Furnishings to be provided by the Employer and Third-party

Services Commissioned by the Employer
Annex 7
Time Schedule for Delivery of the Services

Annex 8
Statement of Costs
Annex 9
The Consultant’s Bid

Annex 10
Model Advance Payment Guarantee
Address of guarantor bank: …

……………………………………………………
……………………………………………………
…………………………………………………
Address of beneficiary (client): ….

…………………………………………………
…………………………………………………..
……………………………………………………
On ............................................. you concluded w ith (nam e and full address)

...................................................................................................................................................
...........................................……………………………………………………………………………
………………………….. (“Contractor”) a Contract for
…………………………………………………………………………….. (Project, object of the
Contract) at a price of …………………………………………………………………………….
According to the provisions of the contract, the Contractor receives an advance
payment in the amount of ………………………………………….
............................................................................................equalling ………………………. %
of the contract value, as an advance payment.
We, the undersigned
………………………………………………………………………………………….. (bank),
waiving all objections and defences under the aforementioned Contract, hereby irrevocably
and independently guarantee to pay on your first written demand any amount advanced to
the Contractor up to a total of
............................................................
(in words ………………………………………….)
against your written declaration that the Contractor has failed to perform the aforementioned
Contract.
This guarantee shall come into force as soon as the advance payment has been credited
to the account of the Contractor. This guarantee shall be automatically reduced pro rata in
accordance with the payments performed.
In the event of any claim under this guarantee, payment shall be effected to KfW, Frankfurt
am Main, BIC: KFWIDEFF, account IBAN: DE53 5002 0400 3800 0000 00, for account of
(client/project executing agency/purchaser).
This guarantee shall expire not later than .............
by which date we must have received any claims by letter or coded telecommunication.
It is understood that you will return this guarantee to us on expiry or after settlement of the
total amount to be claimed hereunder.
............................................. ..............................................................
Place, date Guarantor

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German Financial Cooperation with Uganda

Muzizi Hydropower Project

Request for Qualification & Proposals

Consulting Services as Owner’s Engineer (OE)

Section I – Instructions to Consultants (ITC)

Section I. Instructions to Consultants

A. GENERAL PROVISIONS ...................................................................................................................... 5

1. Scope of Proposals and Definitions .......................................................................................... 5

2. Source of Funds, Responsibilities ............................................................................................. 6

3. Sanctionable Practice .............................................................................................................. 6

4. Eligible Consultants and Eligible Materials, Equipment, and Services ....................................... 7

5. Conflict of Interest ................................................................................................................... 7

6. Unfair Competitive Advantage ................................................................................................. 8

B. PREPARATION OF PROPOSALS ..................................................................................................... 8

7. General Considerations ........................................................................................................... 8

8. Cost of Preparation of Proposal ............................................................................................... 9

10. Documents Comprising the Proposal ..................................................................................... 9

11. Only One Proposal, Sub-Consultants, Key Experts ................................................................. 9

12. Proposal Validity ................................................................................................................... 9

13. Clarification and Amendment of RFP ................................................................................... 10

14. Preparation of Proposals – Specific Considerations ............................................................. 10

15. Technical Proposal Format and Content .............................................................................. 11

16. Financial Proposal ............................................................................................................... 11

C. SUBMISSION, OPENING AND EVALUATION ........................................................................... 12

17. Submission, Sealing, and Marking of Proposals ................................................................... 12

18. Confidentiality .................................................................................................................... 13

19. Opening of Technical Proposals ........................................................................................... 13

20. Proposals Evaluation ........................................................................................................... 14

21. Evaluation of Technical Proposals ....................................................................................... 14

22. Opening and Evaluation of Financial Proposals ................................................................... 15

23. Evaluation of Financial Proposals ........................................................................................ 15

24. Taxes .................................................................................................................................. 15

25. Conversion to Single Currency ............................................................................................. 15

26. Combined Evaluation of Technical and Financial Proposals ................................................. 16

27. Qualification of the Consultant ........................................................................................... 16

28. Employer’s Right to Reject All Proposals ............................................................................. 16

D. NEGOTIATIONS AND AWARD ........................................................................................................ 16

29. Negotiations ....................................................................................................................... 16

30. Conclusion of Negotiations ................................................................................................. 17

31. Award of Contract, Information of Consultants ................................................................... 17

Section I. Instructions to Consultants

and Consortium can be used interchangeably.

4. Eligible 4.1 A Consultant may be a firm that is a private entity, a government-owned

5. Conflict of 5.1 The Consultant is required to provide professional, objective, and

contained in the respective applications, to influence them or

shall submit the Form E/QUAL, as stipulated in the Section III –

Price 16.2 For assignments with a duration exceeding 24 months, a price

according to Applicable Law in the Employer’s country, unless they are

C. Submission, Opening and Evaluation

e) 0 % of the max. score: Insufficient / Fail, does not meet the

23.5 In case of a mixed contract containing parts with Lump Sum

27.2 An affirmative determination shall be a prerequisite for award of the

D. Negotiations and Award

Section II. Data Sheet

The Employer is supported during the selection procedure by Helmut Ferrari as

1.2. (n) - Not applicable for this procurement

1.4 A pre-be meeting will be held for all interested consultants.

The attendance to the pre-bid meeting is mandatory to the bidders.

Name: ______ In the capacity of: