THE SOUTH AFRICAN NATIONAL ROADS AGENCY SOC LIMITED (SANRAL) FOR APPOINTME… · 3 1. INTRODUCTION...
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1 THE SOUTH AFRICAN NATIONAL ROADS AGENCY SOC LIMITED (SANRAL) RFT NO: HO/GL62110/2017 APPOINTMENT OF SUITABLY QUALIFIED AND EXPERIENCED LEGAL FIRMS TO A PANEL OF ATTORNEYS FOR SANRAL OVER A PERIOD OF THREE YEARS Compiled by: The South African National Roads Agency SOC Limited 48 Tambotie Avenue Val de Grace Pretoria, 0184 Tel: (012) 844 8000 Fax: (012) 844 8200 Name of Bidder: …………………………………………………………. National Treasury CSD Number: ……………………………………….
Transcript of THE SOUTH AFRICAN NATIONAL ROADS AGENCY SOC LIMITED (SANRAL) FOR APPOINTME… · 3 1. INTRODUCTION...
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THE SOUTH AFRICAN NATIONAL ROADS AGENCY SOC LIMITED
(SANRAL)
RFT NO: HO/GL62110/2017
APPOINTMENT OF SUITABLY QUALIFIED AND EXPERIENCED LEGAL FIRMS TO A PANEL OF ATTORNEYS FOR SANRAL OVER A PERIOD OF THREE YEARS
Compiled by: The South African National Roads Agency SOC
Limited
48 Tambotie Avenue
Val de Grace
Pretoria, 0184
Tel: (012) 844 8000
Fax: (012) 844 8200
Name of Bidder: …………………………………………………………. National Treasury CSD Number: ……………………………………….
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TABLE OF CONTENTS
1. INTRODUCTION AND TENDER NOTICE 3
2. PURPOSE OF THE RFT 3
3. B-BBEE PRE-QUALIFICATION CRITERIA 3
4. TENDER CLARIFICATION MEETING 4
5. TENDER DOCUMENTS 4
6. CONTACT AND COMMUNICATION 4
7. DEADLINE FOR TENDER QUERIES 4
8. SUBMISSION OF BIDS 4
9. LATE BIDS 5
10. DURATION OF CONTRACT 5
11. SCOPE OF ENGAGEMENT AND TERMS OF REFERENCE 6
12. RETURNABLE DOCUMENTS 8
13. SELECTION METHOD 30
14. ELIGIBILITY CRITERIA 32
15. FUNCTIONALITY CRITERIA 33
16. PRICE AND B-BBEE EVALUATION 39
17. TENDER RULES
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18. GENERAL CONDITIONS OF CONTRACT
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1. INTRODUCTION AND TENDER NOTICE
The South African National Roads Agency SOC Limited (SANRAL) is a company established in terms of the South African National Roads Agency Limited and National Roads Act, (No 7 of 1998).The South African government, represented by the Minister of Transport, is the sole shareholder and owner of SANRAL. The Agency has a distinct mandate – to finance, improve, manage and maintain the national road network (the ‘economic arteries’ of South Africa) and is committed to carrying out its mandate by protecting and preserving the environment through context-sensitive solutions. The South African national road network consists of 22 197 km of roads. This network seamlessly connects major cities, towns and rural areas, supporting economic growth and social development and immensely contributing to job creation in the country. SANRAL adds value to all the developmental initiatives in the fields of transport, education, health, and development of communities. It revels in its role as partners in the development of all South African communities and sees this as closely aligned to our core function. SANRAL makes a significant contribution towards road safety by maintaining and improving our road environment, and by identifying and addressing road safety concerns. The organisation also aligns itself with local and international road safety authorities in order to improve the safety of our road users. The organisation will continue to actively participate in communities across South Africa and support the development of South Africa’s human capital through tertiary institutions and cooperative governance. 2. PURPOSE OF THE REQUEST FOR TENDER (RFT) The purpose of this RFT is to solicit tenders from interested legal firms to enable SANRAL to appoint a panel of attorneys that will provide the Agency with legal services. The required legal services have been categorised into eleven (11) practice areas as set out in the terms of reference contained in paragraph 11 below. This RFT does not constitute an offer to do business with SANRAL, but merely serves as an invitation to bidders to facilitate a requirements based procurement process.
3. B-BBEE PRE-QUALIFICATION CRITERIA
Only the following Legal firms will be considered for inclusion on the panel:
Legal Firms that either have a verified B-BBEE contribution between levels 1- 4 and are either Exempted Micro Enterprises (EMEs) or Qualifying Small Enterprises (QSEs);and
Generic Legal Firms that subcontract 30% of the contract value to an EME or QSE that is 51% owned by Black people.
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4. TENDER CLARIFICATION MEETING
A compulsory tender clarification meeting with the representatives of SANRAL will take place at the SANRAL Head Office at 48 Tambotie Avenue, Val de Grace, Pretoria, (GPS dms (WGS84) 25˚ 44 ̍ 47.4̎ S and 28˚ 17̍ 23.2E) on 02 February 2018 starting at 11h00. Subject to the conditions of tender, late arrivals will not be allowed to participate in the meeting and their submissions shall be declared non-responsive. 5. TENDER DOCUMENTS
Tender documents are available at no cost in electronic format, downloadable from the SANRAL website as well
as National Treasury’s eTender website. Tenderers must have access to MS Office 2007 and Acrobat Adobe 9.0
or later and similar compatible software.
6. CONTACT AND COMMUNICATION Enquiries regarding this RFT must be submitted in writing to SANRAL at the following address:
Bidding procedure enquiries may be directed to: Attention: Brian Mathebula Email: [email protected] Fax: 012- 844 8200 7. DEADLINE FOR TENDER QUERIES Enquiries in relation to this RFT will not be entertained after 17h00 on 14 February 2018. The enquiries will be consolidated and SANRAL will issue one response and such response will be posted, within two days after the last day of enquiries. All dates and times in this RFT are South African standard time. Any time or date in this RFT is subject to change at SANRAL’s discretion. The establishment of a time or date in this bid does not create an obligation on the part of SANRAL to take any action, or create any right in any way for any bidder to demand that any action be taken on the date established. The bidder accepts that if SANRAL extends the deadline for bid submission (the Closing Date) for any reason, the requirements of this RFT apply equally to the extended deadline.
8. SUBMISSION OF BIDS
The closing time for receipt of tenders is 14h00 on 23 February 2018. The tender documents must be hand-delivered to SANRAL’s Northern Region Office, 38 Ida Street, Menlo
Park, Pretoria (GPS dms (WGS84) 25˚ 46̍ 39.9 ̎ S and 28˚ 16 ̍ 29.4̎ E)
Telegraphic, telephonic, telex, email, facsimile and late tenders will not be accepted. The bidder(s) are required to submit two (2) hard copies of each file being one (1) original and one (1) duplicate and one (1) CD-ROM with the contents of each file by the Closing date [23 February 2018 at 14h00]. Each file and CD-ROM must be marked correctly and sealed separately for ease of reference during the evaluation process. Furthermore, the file and information in the CD-ROM must be labelled and submitted in the following format:
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FILE 1 (TECHNICAL FILE) FILE 2 (PRICE & B-BBEE)
Mandatory Requirements
Pricing Schedule
Supporting documents for technical responses.
Proforma Letter of Engagement from the legal firm to be concluded at time of receipt of instruction
Bidders are requested to initial each page of the tender document on the top right hand corner.
Bid Validity Period Responses to this RFT received from bidders will be valid for a period of 120 calendar days counted from the bid closing date. 9. LATE BIDS
Bids received after the closing date and time [23 February 2018 at 14h00], at the address indicated in the bid documents, will not be accepted for consideration and where practicable, be returned unopened to the Bidder(s). 10. DURATION OF THE CONTRACT The successful bidders will serve on SANRAL’s panel of attorneys for a period of 3 (three) years.
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11. SCOPE OF ENGAGEMENT AND TERMS OF REFERENCE
11.1 General The following sets out the requirements a bidder must meet to serve as a legal firm on the SANRAL’s panel of attorneys. The appointment of bidders to serve as a legal firm on SANRAL’s panel of attorneys will not be exclusive. SANRAL may, as and when required, contract with any other legal firm to provide SANRAL with the legal and/or related services required in the specific instance/s. SANRAL does not guarantee that it will order or request any quantities whatsoever of the legal and/or related services from any of the legal firms appointed to SANRAL’s panel of attorneys. The bidders understand that SANRAL shall only order the legal and/or related services from the legal firms appointed to SANRAL’s panel of attorneys as and-when required by SANRAL.
The legal firm must declare any possible conflicts of interest in the pursuance of the proposed assignments in 11.2 below.
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11.2 Legal Services Required Bidders will, subject to the provisions contained in this RFT, be required to provide the following legal and/or related services to SANRAL:
Note: Each practice area will be assessed independently and the legal firms ranked according to the skills and experience offered by each applicant firm. The bidder must ensure that they provide the required response/information to the evaluation criteria for each practice area the bidder is bidding for. The bidder must indicate, in the table below, with a tick () the practice area(s) the bidder is bidding for.
PRACTICE AREA SCOPE OF WORK APPLICABLE TO ALL PRACTICE AREAS
1. Litigation and Dispute Resolution
Provide legally sound opinions and reports associated with each practice area ;
Draft and review policies associated with each practice area;
Advise on regulatory and legislative matters relating to each practice area, ensure technical quality to best practice and applicable legislative and regulatory framework;
Represent SANRAL in dispute resolution/ litigation processes , provide oral and written legal advice throughout dispute resolution/ litigation processes associated with each practice area;
Draft, review and advise on a broad range of contracts associated with each practice area; and
Attend to any other incidental matters on instruction of SANRAL.
2. Labour Law
3. Corporate and Commercial Law
4. Public Law (Procurement, Constitutional and Administrative Law)
5. Environmental Law
6. Engineering and Construction Law
7. Banking and Finance Law
8. Project Development and Infrastructure Law
9. Media and Communications Law (encompassing related fields of Access to Information and Privacy Law)
10. Technology and Cyber Security Law
11. Intellectual Property Law
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12. RETURNABLE DOCUMENTS Without limiting the generality of SANRAL’s other critical requirements for this RFT, bidder(s) must submit the documents listed in below. During this phase Bidders’ responses will be evaluated based on compliance with the listed administrative and mandatory bid requirements. The bidder(s) proposal may be deemed non-responsive for non-submission of any of the documents. Mandatory Requirements are outlined below:
Returnable Schedules
SBD 1 INVITATION TO BID
FORM A: CERTIFICATE OF AUTHORITY FOR SIGNATORY
FORM B: TAX CLEARANCE CERTIFICATE
FORM C: CENTRAL SUPPLIER DATABASE
FORM D: DECLARATION OF INTEREST
FORM E: PPPFA CLAIM FORM
FORM F: DECLARATION OF BIDDER’S PAST SUPPLY CHAIN MANAGEMENT PRACTICES
FORM G: CERTIFICATE OF INDEPENDENT BID DETERMINATION
FORM H: DECLARATION OF BIDDER’S CURRENT STATUS OF ANY DEBT OUTSTANDING TO SANRAL
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SBD 1: INVITATION TO BID
YOU ARE HEREBY INVITED TO BID FOR REQUIREMENTS OF THE SOUTH AFRICAN NATIONAL ROADS AGENCY SOC LTD
BID NUMBER:
HO/GL62110/2017 CLOSING DATE:
23 FEBRUARY 2018 CLOSING TIME: 14h00
DESCRIPTION
APPOINTMENT OF SUITABLY QUALIFIED AND EXPERIENCED LEGAL FIRMS TO A PANEL OF PROFESIONAL LEGAL SERVICES PROVIDERS FOR SANRAL OVER A PERIOD OF THREE YEARS
THE SUCCESSFUL BIDDER WILL BE REQUIRED TO FILL IN AND SIGN A WRITTEN CONTRACT FORM (SBD7).
THE PHYSICAL ADDRESS WHERE THE TENDER DOCUMENTS SHOULD BE DELIVERED TO SANRAL’S NORTHERN REGION OFFICE, 38 IDA STREET, MENLO PARK, PRETORIA
BIDDER INFORMATION
NAME OF BIDDER
POSTAL ADDRESS
STREET ADDRESS
TELEPHONE NUMBER CODE NUMBER
CELLPHONE NUMBER
FACSIMILE NUMBER CODE NUMBER
E-MAIL ADDRESS
VAT REGISTRATION NUMBER
TCS PIN: OR CSD No:
B-BBEE STATUS LEVEL VERIFICATION CERTIFICATE [TICK APPLICABLE BOX]
Yes
No
B-BBEE STATUS LEVEL SWORN AFFIDAVIT
Yes
No
IF YES, WHO WAS THE CERTIFICATE ISSUED BY?
AN ACCOUNTING OFFICER AS CONTEMPLATED IN THE CLOSE CORPORATION ACT (CCA) AND NAME THE APPLICABLE IN THE TICK BOX
AN ACCOUNTING OFFICER AS CONTEMPLATED IN THE CLOSE CORPORATION ACT (CCA)
A VERIFICATION AGENCY ACCREDITED BY THE SOUTH AFRICAN ACCREDITATION SYSTEM (SANAS)
A REGISTERED AUDITOR
NAME:
[A B-BBEE STATUS LEVEL VERIFICATION CERTIFICATE/SWORN AFFIDAVIT(FOR EMEs& QSEs) MUST BE SUBMITTED IN ORDER TO QUALIFY FOR PREFERENCE POINTS FOR B-BBEE]
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ARE YOU THE ACCREDITED REPRESENTATIVE IN SOUTH AFRICA FOR THE GOODS /SERVICES /WORKS OFFERED?
Yes No [IF YES ENCLOSE PROOF]
ARE YOU A FOREIGN BASED LEGAL FIRM FOR THE GOODS /SERVICES /WORKS OFFERED?
Yes No [IF YES ANSWER PART B:3 BELOW ]
SIGNATURE OF BIDDER ……………………………… DATE
CAPACITY UNDER WHICH THIS BID IS SIGNED (Attach proof of authority to sign this bid; e.g. resolution of directors, etc.)
TOTAL NUMBER OF ITEMS OFFERED
TOTAL BID PRICE (ALL INCLUSIVE)
BIDDING PROCEDURE ENQUIRIES MAY BE DIRECTED TO:
TECHNICAL INFORMATION MAY BE DIRECTED TO:
DEPARTMENT/ PUBLIC ENTITY SANRAL CONTACT PERSON Mr J Makgatho
CONTACT PERSON Brian Mathebula TELEPHONE NUMBER (012) 844 8012
TELEPHONE NUMBER (012) 844 8030 E-MAIL ADDRESS [email protected]
E-MAIL ADDRESS [email protected]
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FORM A: CERTIFICATE FOR AUTHORITY FOR SIGNATORY
Indicate the status of the tenderer by ticking the appropriate box hereunder. The tenderer must complete the certificate set out below for the relevant category.
A Company
B Partnership
C Joint Venture
D Sole Proprietor
E Close Corporation
1. Certificate for Company
I, ....................................................................................... …., chairperson of the board of directors of
…………………………………………………………..…., hereby confirm that by resolution of the board (copy
attached) taken on ............................................................ 20…, *Mr/Ms ....................................................
acting in the capacity of .................................................... (Position in the Enterprise), and who will sign as follows:
.................................................. be, and is hereby, authorized to sign the Bid/Tender, and any and all
documents and/or correspondence in connection with this tender and any contract resulting from it on behalf
of the company.
As witnesses :
1. Chairman :
2. Date :
NAME CAPACITY SIGNATURE
1
2
3
4
5
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SBD 2: (FORM B) TAX CLEARANCE CERTIFICATE REQUIREMENTS IT IS A CONDITION OF THIS BID THAT THE TAXES OF THE SUCCESSFUL BIDDER MUST BE IN ORDER, OR THAT SATISFACTORY ARRANGEMENTS HAVE BEEN MADE WITH SOUTH AFRICAN REVENUE SERVICES (SARS) TO MEET THE BIDDER’S TAX OBLIGATIONS. 1. In order to meet this requirement proposers are required to complete in full form TCC 001 “Application for a Tax
Clearance Certificate” and submit it to any SARS office nationally. The Tax Clearance Certificate Requirements are also applicable to individuals who wish to submit proposals.
2. SARS will then furnish the Bidder with a Tax Clearance certificate that will be valid for a period of 1 (one) year
from the date of approval. 3. The ORIGINAL Tax clearance Certificate must be submitted together with this BID. 4. In the event of a joint venture each member shall comply with the above requirement.
5. Where such certificates are no longer issued by SARS, the Bidders shall complete the declaration below. I,
.......................................................................................... (name) the undersigned in my capacity as
.............................................................................................. (position) on behalf of.................................................................................................................. (name of company) herewith grant consent that SARS may disclose to the South African National Roads Agency SOC Limited (SANRAL) our tax compliance status. For this purpose our unique security personal identification Number (PIN) is ...............................................................................................Income Tax/Tax Reference Number:………………………..............................
6. In Bids where Consortia/Joint Ventures/Sub-Proposers are involved, each party must submit a separate
ORIGINAL Tax Clearance Certificate. 7. Copies of the TCC 001 “Application for a tax Clearance Certificate” form are available from any SARS branch or
nationally on the website www.sars.gov.za 8. Applications for the Tax Clearance Certificates may also be made via e-Filing. In order to use this provision,
taxpayers will need to register with SARS as e-Filers through the website www.sars.gov.za.
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FORM C: CENTRAL SUPPLIER DATABASE
Tenderers who are not registered on the National Treasury Central Supplier Database at close of tender,
shall submit a copy of their proof of registration, with their tender submission. Bids received from service
providers who have not submitted proof of their registration with the Central Supplier Database, will not be
considered.
Failure to satisfy the eligibility criteria is a breach of the Conditions of this tender and as such, results
in instant disqualification.
The service providers shall provide a printed copy of the Active Legal firm Listing on the National
Treasury Central Supplier Database (www.treasury.gov.za).
Name of Service Provider: …………………….………………………………………………………………..................................
Central Supplier Database - Supplier Number: …………………………………...........................................................................
Central Supplier Database 36 Digit Code/reference Number: …………………………………...................................................
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SBD 4 (FORM D): DECLARATION OF INTEREST
COMPULSORY DECLARATION (INCORPORATING SBD4) Notes to Bidders: 1. Any legal person, including persons employed by the State, or persons having a kinship with persons
employed by the State, including a blood relationship, may make an offer or offers in terms of this bid. In view of possible allegations of favouritism, should the resulting bidder, or part thereof, be awarded to persons employed by the State, or to persons connected with or related to them, it is required that the bidder or his/her authorised representative declare his/her position in relation to the evaluating/adjudicating authority where: - the bidder is employed by the State; and/or - the legal person on whose behalf the bid document is signed, has a relationship with person/s
who are involved in the evaluation and/or adjudication of the bid, or where it is known that such a relationship exists between the person or persons for or on whose behalf the declarant acts and persons who are involved with the evaluation and/or adjudication of the bid.
2. Definitions: 2.1 “State” means:
a) any national or provincial department, national or provincial public entity or constitutional institution within the meaning of the Public Finance Management Act, 1999 (Act No. 1 of 1999);
b) any municipality or municipal entity; c) provincial legislature; d) National Assembly or the National Council of Provinces; or e) Parliament.
2.2 “Shareholder” means a person who owns shares in the company and is actively involved in the management of the enterprise or business and exercises control over the enterprise.
3. In the case of a joint venture (JV), a separate declaration form is to be completed and submitted by each JV member.
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SBD4: COMPULSORY DECLARATION (continued) BID NO: HO/GL62110/2017 APPOINTMENT OF SUITABLY QUALIFIED AND EXPERIENCED LEGAL FIRMS TO A PANEL OF PROFESIONAL LEGAL SERVICES PROVIDERS FOR SANRAL OVER A PERIOD OF THREE YEARS
The following particulars must be furnished. In the case of a joint venture, separate declarations in respect of each partner must be completed and submitted.
Section 1: Enterprise details
Name of enterprise
Contact person
Telephone
Cell
Fax
Physical address
Postal address
Section 2: Particulars of companies and close corporations
Company / Close Corporation registration number
Section 3: SARS information
Tax reference number
VAT registration number (state Not Registered if not registered for VAT)
Section 5: Particulars of principals
Principal: means a natural person who is a partner in a partnership, a sole proprietor, a director of a company established in terms of the Companies Act of 2008 (Act No. 71 of 2008) or a member of a close corporation registered in terms of the Close Corporations Act, 1984, (Act No. 69 of 1984)
Attach separate page if necessary.
Full name of principal Identity number Personal tax reference number
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Section 6: Record in the service of the state: Indicate by marking the relevant boxes with a cross, if any principal is currently or has been within the last 12 months in the service of any of the following:
a member of any municipal council
a member of any provincial legislature
a member of the National Assembly or the National Council of Province
a member of the board of directors of any municipal entity
an official of any municipality or municipal entity
an employee of any department, national or provincial public entity or constitutional institution within the meaning of the Public Finance Management Act, 1999 (Act 1 of 1999)
a member of an accounting authority of any national or provincial public entity
an employee of Parliament or a provincial legislature
If any of the above boxes are marked, disclose the following:
Name of principal Name of institution, public office, board or organ of state and position held
Status of service (tick appropriate column)
Current Within last 12 months
Insert separate page if necessary.
Section 7: Record of family member in the service of the state: Family member: a person’s spouse, whether in a marriage or in a customary union according to indigenous law, domestic partner in a civil union, or child, parent, brother, sister, whether such relationship results from birth, marriage or adoption Indicate by marking the relevant boxes with a cross, if any family member of a principal as defined in section 5 is currently or has within the last 12 months been in the service of any of the following:
a member of any municipal council
a member of any provincial legislature
a member of the National Assembly or the National Council of Province
a member of the board of directors of any municipal entity
an official of any municipality or municipal entity
an employee of any department, national or provincial public entity or constitutional institution within the meaning of the Public Finance Management Act, 1999 (Act 1 of 1999)
a member of an accounting authority of any national or provincial public entity
an employee of Parliament or a provincial legislature
If any of the above boxes are marked, disclose the following:
Name of family member Name of institution, public office, board
or organ of state and position held Status of service
(tick appropriate column)
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Current Within last 12 months
Insert separate page if necessary
If any of the above boxes are marked, disclose the following: Insert separate page if necessary
Name of family member Name of institution, public office, board
or organ of state and position held
Status of service (tick appropriate column)
Current Within last 12 months
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SBD 4: COMPULSORY DECLARATION (continued)
Section 8: Record of termination of previous contracts with an organ of state Was any contract between the tendering entity, including any of its joint venture partners, terminated during the past five years for reasons other than the employer no longer requiring such works or the employer failing to make payment in terms of the contract?
Yes No (tick appropriate box) If yes, provide particulars:
Insert separate page if necessary
Section 9: Declaration The undersigned, who warrants that he/she is duly authorised to do so on behalf of the tendering entity, confirms that the contents of this Declaration are within my personal knowledge, save where stated otherwise in an attachment hereto, and to the best of my belief is both true and correct, and that: i) neither the name of the tendering entity, nor any of its principals, appears on:
a) the Register of Tender Defaulters established in terms of the Prevention and Combating of Corrupt Activities Act of 2004 (Act No. 12 of 2004); or
b) National Treasury’s Database of RestrictError! Hyperlink reference not valid.ww.treasury.gov.za);
ii) the tendering entity or any of its principals has not been convicted of fraud or corruption by a court of law (including a court outside of the Republic of South Africa) within the last five years;
iii) any principal who is presently employed by the state has the necessary permission to undertake remunerative work outside such employment (attach permission to this declaration);
iv) the tendering entity is not associated, linked or involved with any other tendering entities submitting tender offers;
v) the tendering entity has not engaged in any prohibited restrictive horizontal practices, including consultation, communication, agreement, or arrangement with any competing or potential tendering entity regarding prices, geographical areas in which goods and services will be rendered, approaches to determining prices or pricing parameters, intentions to submit a tender or not, the content of the submission (specification, timing, conditions of contract, etc.) or intention to not win a tender;
vi) the tendering entity has no other relationship with any of the bidders or those responsible for compiling the scope of work that could cause or be interpreted as a conflict of interest;
vii) neither the bidder nor any of its principals owes municipal rates and taxes or municipal service charges to any municipality or a municipal entity, and are not in arrears for more than three months;
viii) SARS may, on an on-going basis during the term of the contract, disclose the bidder’s tax compliance status to the Employer and, when called upon to do so, obtain the written consent of any subcontractors who are subcontracted to execute a portion of the contract that is entered into in excess of the threshold prescribed by National Treasury, for SARS to do likewise.
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I, the undersigned ..................................................................................................................................................... certify that the information furnished in Form SBD4 above is correct. I accept that the Employer may reject the tender or act against me in terms of 5.7 of the Conditions of Tender should this declaration prove to be false. ................................................................................... ........................................................................................ Signature (duly authorised) Date ................................................................................... ........................................................................................ Position Name of Enterprise
NOTE 1: The Standard Conditions of Tender contained in SANS 10845-3 prohibits anticompetitive practices (clause 3.1) and requires that Bidders avoid conflicts of interest, only submit a bid offer if the bidder or any of his principals is not under any restriction to do business with the Employer (4.1.1) and submit only one bidder either as a single bidding entity or as a member in a joint venture (clause 4.13.1). Clause 5.7 also empowers the Employer to disqualify any bidder who engages in fraudulent and corrupt practice. Clause 3.1 also requires bidders to comply with all legal obligations.
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SBD 4 (FORM D): COMPULSORY DECLARATION (continued) BID NO: HO/GL62110/2017 APPOINTMENT OF SUITABLY QUALIFIED AND EXPERIENCED LEGAL FIRMS TO A PANEL OF PROFESIONAL LEGAL SERVICES PROVIDERS FOR SANRAL OVER A PERIOD OF THREE YEARS.
NOTE 2: Section 30(1) of the Public Service Act, 1994, prohibits an employee (person who is employed in posts on the establishment of departments) from performing or engaging remunerative work outside his or her employment in the relevant department, except with the written permission of the executive authority of the department. When in operation, Section 8(2) of the Public Administration Management Act, 2014, will prohibit an employee of the public administration (i.e. municipalities and all national departments, national government components listed in Part A of Schedule 3 to the Public Service Act, provincial departments including the office of the premier listed in Schedule 1 of the Public Service Act and provincial departments listed in schedule 2 of the Public Service Act, and provincial government components listed in Part B of schedule 3 of the Public Service Act) or persons contracted to executive authorities in accordance with the provisions of section 12A of the Public Service Act of 1994 or persons performing similar functions in municipalities, from conducting business with the State or to be a director of a public or private company conducting business with the State. The offence for doing so is a fine or imprisonment for a period not exceeding five years, or both. It is also a serious misconduct which may result in the termination of employment by the employer.
NOTE 3: Regulation 44 of Supply Chain Management regulations issued in terms of the Municipal Finance Management Act of 2003 requires that municipalities and municipal entities should not award a contract to a person who is in the service of the State, a director, manager or principal shareholder in the service of the State or who has been in the service of the State in the previous twelve months.
NOTE 4: Regulation 45 of Supply Chain Management regulations requires a municipality or municipal entity to disclose in the notes to the annual statements particulars of any award made to a close family member in the service of the State.
NOTE 5: Corrupt activities which give rise to an offence in terms of the Prevention and Combating of Corrupt Activities Act of 2004, include improperly influencing in any way the procurement of any contract, the fixing of the price, consideration or other moneys stipulated or otherwise provided for in any contract, and the manipulating by any means of the award of a tender.
NOTE 6: Section 4 of the Competition Act of 1998 prohibits restrictive horizontal practice, including agreements between parties in a horizontal relationship, which have the effect of substantially preventing or lessening competition, directly or indirectly fixing prices or dividing markets or constituting collusive tendering. Section 5 also prohibits restrictive vertical practices. Any restrictive practices that are suspicious will be reported to the Competition Commission for investigation and possible imposition of administrative penalties.
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SBD 6.1 (FORM E): PPPFA CLAIM FORM
SANRAL will reduce each responsive Bid offer to a comparative offer and evaluate it using a points system using the formulae given under each of the evaluation criteria hereunder. The value of A will be calculated utilising the following formula: A=80(1-(P-Pm)/Pm)
Where P is the comparative offer of the tender offer under consideration and Pm is the comparative offer of the most favourable comparative offer. In the event that the calculated value is negative, the allocated score shall be 0. The addition of preference points are based on a tenderer’s scorecard measured in terms of the Broad-Based Black Economic Empowerment Act (B-BBEE, Act 53 of 2003) and the Regulations (2009) to the Preferential Procurement Policy Framework Act (PPPFA, Act 5 of 2000). Points awarded will be according to a tenderer’s B-BBEE status level of contributor and summarised in the table below:
B-BBEE Status Level of contributor
Number of Points for Contract value up to R50 000 000
Number of Points for Contract Value above R50 000 000
1 20 10
2 18 9
3 14 6
4 12 5
5 8 4
6 6 3
7 4 2
8 2 1
Non-compliant Contributor 0 0
Eligibility for preference points is subject to the following conditions:
i. A tenderer’s scorecard shall be a B-BBEE Certificate issued in accordance with the revised Notice of Clarification published in Notice 444 of 2015 of Government Gazette No.38799 on 15 May 2015 by the Department of Trade and Industry ; and
ii. The scorecard shall be submitted as a certificate attached to Returnable Schedule Form SBD6.1; and
iii. The certificate shall: o be an original or an original certified copy of the original; and o have been issued by a verification agency accredited by the South African National
Accreditation System (SANAS); or o be in the form of a sworn affidavit in the case of an Exempted Micro Enterprise (EME) or
Qualifying Small Enterprise (QSE); and o The Verification Certificate must be valid at the tender closing date; and
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iv. The date of issue of the certificate must be less than 12 (twelve) months prior to the tender closing date (see Tender Data 4.15); and
v. If a tenderer claims a preference score without submitting an acceptable verification certificate, a period of 1 working day (from request) will be granted to submit an acceptable verification certificate which was valid at date of closure; and
vi. Failure to submit a valid verification certificate will result in the disqualification of the bidder as no proof for the prequalification will exist; and
vii. In the event of a joint venture (JV), a consolidated B-BBEE verification certificate in the name of the JV shall be submitted, as well as a valid B-BBEE verification certificate for each member of the JV.
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SBD 8 (FORM F): DECLARATION OF BIDDER’S PAST SUPPLY CHAIN MANAGEMENT BID NO: HO/GL62110/2017 APPOINTMENT OF SUITABLY QUALIFIED AND EXPERIENCED LEGAL FIRMS TO A PANEL OF PROFESIONAL LEGAL SERVICES PROVIDERS FOR SANRAL OVER A PERIOD OF THREE YEARS. Notes to bidder: 1. This declaration:
a) must form part of all tenders submitted. b) in the case of a joint venture (JV), must be completed and submitted by each member of the JV.
2. This form serves as a declaration to be used by institutions in ensuring that when goods and services are being procured, all reasonable steps are taken to combat the abuse of the supply chain management system.
3. The tender of any tenderer may be disregarded if that tenderer or any of its directors have: (a) abused the institution’s supply chain management system; (b) committed fraud or any other improper conduct in relation to such system; or (c) failed to perform on any previous contract.
4. In order to give effect to the above, the following questionnaire must be completed and submitted with this tender.
4.1 Is the bidder or any of its directors listed on the National Treasury’s Database of Restricted Legal firms as companies or persons prohibited from doing business with the public sector? Companies or persons who are listed on this Database were informed in writing of this restriction by the Accounting Officer/ Authority of the institution that imposed the restriction after the audi alteram partem rule was applied. The Database of Restricted Legal firms now resides on the National Treasury website (www.treasury.gov.za) and can be accessed by clicking on its link at the bottom of the home page.
Yes
No
4.1.1 If Yes, furnish particulars:
4.2 Is the bidder or any of its directors listed on the Register for Tender Defaulters in terms of Section 29 of the Prevention and Combating of Corrupt Activities Act (No. 12 of 2004)? The Register for Tender Defaulters can be accessed on the National Treasury website ((www.treasury.gov.za) by clicking on its link at the bottom of the home page.
Yes
No
4.2.1 If Yes, furnish particulars:
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4.3 Was the bidder or any of its directors convicted by a court of law (including a court outside the Republic of South Africa) for fraud or corruption during the past five years?
Yes
No
4.3.1 If Yes, furnish particulars:
4.4 Was any contract between the bidder and any organ of State terminated during the past five years on account of failure to perform on or comply with the contract?
Yes
No
4.4.1 If Yes, furnish particulars:
CERTIFICATION I, the undersigned, .................................................................................................................................................... certify that the information furnished on this declaration form is true and correct. I accept that, in addition to cancellation of a contract, action may be taken against me should this declaration prove to be false. Signature: .................................................................................................................................................................. Name: ....................................................................................................................................................................... Position: .................................................................................................................................................................... Date: ......................................................................................................................................................................... Name of bidder: ........................................................................................................................................................ :
25
SBD 9 (FORM G): CERTIFICATE OF INDEPENDENT BID DETERMINATION
1 This Standard Bidding Document (SBD) must form part of all bids¹ invited.
2 Section 4 (1) (b) (iii) of the Competition Act No. 89 of 1998, as amended, prohibits an agreement between,
or concerted practice by, firms, or a decision by an association of firms, if it is between parties in a horizontal
relationship and if it involves collusive bidding (or bid rigging).² Collusive bidding is a pe se prohibition
meaning that it cannot be justified under any grounds.
3 Treasury Regulation 16A9 prescribes that accounting officers and accounting authorities must take all reasonable steps to prevent abuse of the supply chain management system and authorizes accounting officers and accounting authorities to:
a. disregard the bid of any bidder if that bidder, or any of its directors have abused the institution’s
supply chain management system and or committed fraud or any other improper conduct in relation to such system.
b. cancel a contract awarded to a legal firm of goods and services if the legal firm committed any corrupt
or fraudulent act during the bidding process or the execution of that contract.
4 This SBD serves as a certificate of declaration that would be used by institutions to ensure that, when bids
are considered, reasonable steps are taken to prevent any form of bid-rigging.
5 In order to give effect to the above, the attached Certificate of Bid Determination (SBD 9) must be completed
and submitted with the bid:
¹ Includes price quotations, advertised competitive bids, limited bids and proposals.
² Bid rigging (or collusive bidding) occurs when businesses, that would otherwise be expected to compete,
secretly conspire to raise prices or lower the quality of goods and / or services for purchasers who wish to
acquire goods and / or services through a bidding process. Bid rigging is, therefore, an agreement between
competitors not to compete.
³ Joint venture or Consortium means an association of persons for the purpose of combining their expertise, property, capital, efforts, skill and knowledge in an activity for the execution of a contract.
26
CERTIFICATE OF INDEPENDENT BID DETERMINATION
I, the undersigned, in submitting the accompanying bid:
________________________________________________________________________
(Bid Number and Description)
in response to the invitation for the bid made by:
_________________________________________________________________________
(Name of Institution)
do hereby make the following statements that I certify to be true and complete in every respect:
I certify, on behalf of:_______________________________________________that:
(Name of Bidder)
1. I have read and I understand the contents of this Certificate;
2. I understand that the accompanying bid will be disqualified if this Certificate is found not to be true and
complete in every respect;
3. I am authorized by the bidder to sign this Certificate, and to submit the accompanying bid, on behalf of the
bidder;
4. Each person whose signature appears on the accompanying bid has been authorized by the bidder to
determine the terms of, and to sign the bid, on behalf of the bidder;
5. For the purposes of this Certificate and the accompanying bid, I understand that the word “competitor” shall
include any individual or organization, other than the bidder, whether or not affiliated with the bidder, who:
(a) has been requested to submit a bid in response to this bid invitation;
(b) could potentially submit a bid in response to this bid invitation, based on their qualifications,
abilities or experience; and
(c) provides the same goods and services as the bidder and/or is in the same line of business
as the bidder
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6. The bidder has arrived at the accompanying bid independently from, and without consultation, communication,
agreement or arrangement with any competitor. However communication between partners in a joint venture
or consortium³ will not be construed as collusive bidding.
7. In particular, without limiting the generality of paragraph 6 above, there has been no consultation,
communication, agreement or arrangement with any competitor regarding:
(a) prices;
(b) geographical area where product or service will be rendered (market allocation)
(c) methods, factors or formulas used to calculate prices;
(d) the intention or decision to submit or not to submit, a bid;
(e) the submission of a bid which does not meet the specifications and conditions of the bid;
or
(f) bidding with the intention not to win the bid.
8. In addition, there have been no consultations, communications, agreements or arrangements with any
competitor regarding the quality, quantity, specifications and conditions or delivery particulars of the products
or services to which this bid invitation relates.
9. The terms of the accompanying bid have not been, and will not be, disclosed by the bidder, directly or
indirectly, to any competitor, prior to the date and time of the official bid opening or of the awarding of the
contract.
10. I am aware that, in addition and without prejudice to any other remedy provided to combat any restrictive
practices related to bids and contracts, bids that are suspicious will be reported to the Competition
Commission for investigation and possible imposition of administrative penalties in terms of section 59 of the
Competition Act No 89 of 1998 and or may be reported to the National Prosecuting Authority (NPA) for
criminal investigation and or may be restricted from conducting business with the public sector for a period
not exceeding ten (10) years in terms of the Prevention and Combating of Corrupt Activities Act No 12 of
2004 or any other applicable legislation.
Signature Date:
…………………………………………… ………………………………
Position Name of Bidder
………………………………………… ………………………………..
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FORM H : DECLARATION OF BIDDER’S CURRENT STATUS OF ANY DEBT OUTSTANDING TO SANRAL BID NO: HO/62110 APPOINTMENT OF SUITABLY QUALIFIED AND EXPERIENCED LEGAL FIRMS TO A PANEL OF PROFESIONAL LEGAL SERVICES PROVIDERS FOR SANRAL OVER A PERIOD OF THREE YEARS. Notes to Bidder:
1. The signatory for the bidder shall complete and sign this form declaring the current status of (any) debt outstanding to SANRAL.
2. SANRAL may at its own discretion declare the tenderer’s bid non-responsive should it be
established that the tenderer has made a false declaration under oath in completing this form by not disclosing any debt owing by it to SANRAL.
I, the undersigned, …………………………….....………………………………..……………………. declare that:
1. the tenderer or any of its Directors/Members do not have any debt outstanding to SANRAL, other than what is listed below:
Please provide the details:
............................................................................................................................................. ............................................................................................................................................. ............................................................................................................................................. ............................................................................................................................................. .............................................................................................................................................
2. the tenderer and/or any of its Directors/Members freely, voluntarily and without undue duress unconditionally authorises the SANRAL to set off any proven debts agreed to which is due and payable by the tenderer or any of its Directors/Members in terms of this declaration against any moneys due to the tenderer or any of its Directors/Members.
3. to the best of my knowledge the above information is true and accurate.
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Signed and sworn before me at______________ on the ______day of __________________
_______________________________
The deponent having:
1. Acknowledge that he knows and understands the contents hereof;
2. Confirmed that he has no objection to the taking of the prescribed oath; and
3. That he considered the prescribed oath as biding upon her conscience;
4. The Regulations contained in the Government Gazette Notice R1258 of July 1972 and the R 1648 of August
1977 having been complied with.
____________________________
COMMISSIONER OF OATHS
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13. SELECTION METHOD SANRAL would like to promote broad based transformation and development of small and medium firms in this industry and as such will appoint firms in the following categories. The bidder must indicate, in the table below, with a tick () the relevant category:
Firm Categories Definition Please Tick ()
Category 1: Small Firms (EMEs) Legal Firm with an annual turnover of not more than R10 million
Category 2: Medium Firms (QSEs) Legal Firm with an annual turnover greater than R10 million but below R50 million
Category 3: Generic Firms (GENs) Legal Firm with an annual turnover greater than R50 million
NB: Prospective service providers will be selected based on the provisions of the PPPFA and its associated regulations Each practice area on the panel of attorneys will ultimately consist of a total of at least 10 (ten) law firms, 7 (seven) of which will be EMEs and QSEs in furtherance of SANRAL’s development of small and medium firms in the industry. (I.e. 7 (seven) highest scoring EMEs and QSEs and 3 (three) highest scoring GENs.)
It is for this purpose that SANRAL will evaluate EMEs and QSEs separately from GENs. All Bidders, (i.e. EMEs, QSEs and GENs) are required to achieve a minimum of 60 points out of 100 points in order to proceed to (Price and BEE).
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13. 1 LEGAL FIRM’S MUST SUBMIT LATEST FINANCIAL STATEMENTS (PREFEREBLY AUDITED).
The legal firm must submit its latest financial statements as proof of its annual turnover as confirmed by an independent accountant. Small businesses with no financial history, must submit a letter from their independent accounting firm confirming their financial status and / or projections.
32
14. Eligibility Criteria
[The legal firm must insert its letter of good standing from the law society of South Africa]
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15. Functionality Criteria Bidders are required to achieve a minimum of 60 points out of 100 points for functionality to proceed to Price and BEE.
CRITERIA MAX POINTS SCORING CRITERIA
Lead Partner’s / Director’s total years of experience in identified practice area(s).
30 10 years or more =30 points 8 years or more = 25 points 6 years or more =20 points 4 years or more = 15 points 2 years or more = 10 points less than 2 years = 5 points
Lead Partner’s/ Director’s Certified Relevant Educational Qualification(s) in identified practice area(s).
10 Doctorate = 10 points Masters = 8 points Postgraduate Diploma = 6 points Undergraduate LLB degree = 4 points
Lead Partner’s/ Director’s Support Team
20 Lead Partner’s/ Director’s support team consisting of Senior Associate, Associate/Professional Assistant, Candidate Attorney and secretarial assistance = 20 points Lead Partner’s/ Director’s support team consisting of Associate/ Professional Assistant, Candidate Attorney and secretarial assistance = 15 points Lead Partner’s/ Director’s support team consisting of Candidate Attorney and secretarial assistance = 10 points Lead Partner’s/ Director’s support team consisting of secretarial assistance only = 5 points
Company Profile: Proof that the firm has been in existence and in practice for at least 2 (two) years at close of tender.
10 8 years or more = 15 points 6 years or more =10 points 4 years or more = 8 points 2 years or more = 5 points less than 2 years = 0 points
Proof of procurement protocol signatory status with the Law Society of South Africa
10 Procurement signatory status =10 points No signatory status =0 points
Track Record (References) Attach 3 (three) written references for similar services in identified
20 3 reference letters per identified practice area = 20 points 2 reference letters per identified practice area = 10 points
34
practice area. These references letters must be on a client’s official letterhead and the service must have been rendered in the last two years.
1 reference letter per identified practice area = 5 points
Total 100
Minimum Threshold 60
35
15.1 LEAD PARTNER’S/DIRECTOR’S and SUPPORT TEAM’S CURRICULUM VITAE FORMAT
Lead Partner’s/ Director’s Name
Indicate number of individuals along with their respective titles in lead partner’s/director’s support team (i.e. Senior Associate, Associate/Professional Assistant, Candidate Attorney or secretarial and administrative assistance)
Number of years’ experience in identified practice area(s) and short description of matters and work carried out in the identified practice area(s) by the Lead Partner/ Director.
Lead Partner’s / Director’s Certified Relevant Educational Qualification(s) in identified practice area(s).
In the event that the lead partner /director and/or his/her support team members leave the employ of the
legal firm, an attorney with comparable /higher qualifications and comparable /more years of experience
must take over the work assignment.
36
15.2 INSERT LEGAL FIRM’S COMPANY PROFILE INDICATING NUMBER OF YEARS LEGAL FIRM HAS BEEN
IN EXISTENCE
37
15.3 [IMPORTANT NOTE TO BIDDER: PROOF OF PROCUREMENT PROTOCOL SIGNATORY STATUS AND
SUBMISSION TO THE LAW SOCIETY OF SOUTH AFRICA MUST BE INSERTED IN HERE:]
The goal of this RFT is to contract with persons, or categories of persons, historically disadvantaged by unfair
discrimination on the basis of race, gender or disability. The Action Group on Briefing Patterns in the Legal Profession –
which comprises representatives of the Law Society of South Africa, the General Council of the Bar, Advocates for
Transformation and the Department of Justice and Constitutional Development –invites law firms to align themselves
with the Procurement Protocols on briefing which have been adopted by the legal profession.
Complete and return the 'Expression of Interest' form to the Law Society of South Africa and your firm will
be included in the list of law firms that have committed to the protocol on the LSSA website:
http://www.lssa.org.za/our-initiatives/briefing-patterns-in-the-legal-profession/commitment-by-attorneys--firms.
16.3.1 LEGAL FIRM’S FINANCIAL
38
15.4 INSERT REFERENCES FOR SIMILAR SERVICES IN IDENTIFIED PRACTICE AREA. THESE REFERENCES LETTER(S) MUST BE ON A CLIENT’S OFFICIAL LETTERHEAD AND THE SERVICE MUST HAVE BEEN RENDERED IN THE LAST TWO YEARS.
39
16. PRICE AND B-BBEE EVALUATION All bids that achieve the minimum score for Functionality (acceptable bids) will be evaluated further in terms of the Price and B-BBEE, as follows:
PRICE 80
B-BBEE STATUS LEVEL OF CONTRIBUTOR POINTS
1 20
2 18
3 14
4 12
5 8
6 6
7 4
8 2
Non-compliant contributor 0
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Pricing Instructions The Bidder must price ALL items contained in the Pricing Schedule Professional rates of remuneration must be indicated separate from disbursement and any other fees chargeable. Professional rates of remuneration are to include all costs with no unspecified cost to arise. Interim payments will be made monthly against proven progress in terms of the agreed monthly work plan and signed off- time sheets (if applicable).
Payment will only be made on the basis of valid tax invoices provided.
Travel expenses must be factored in as disbursements Below is the pricing schedule to be completed as the breakdown of the bidder’s offer.
Pricing Schedule
Please provide prices (VAT Exclusive) for the appointment of a panel of attorneys for a period of three (3) years. For comparative purposes, bidders are requested to quote on an hourly rate per practice area for each team member (attorney) proposed for the legal services required.
Team Member Hourly rate Excluding VAT
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17. TENDER RULES
NOTE:
Only entities who are in good standing with the South African Revenue Services and with the necessary
experience and capacity to execute these services satisfactorily need submit a TENDER. Should SANRAL
require more information in order to permit a full appraisal of the Tenderer’s experience and capacity to
execute these services satisfactorily, such information shall be provided within five days of being called upon
to do so.
17.1 SIGNING OF TENDER
The TENDER shall be signed by a person duly authorised to do so. A TENDER submitted by a corporation shall bear
the seal of the corporation and be attested by its secretary. TENDERs submitted by joint ventures of two or more firms
shall be accompanied by the document of formation of the joint venture, authenticated by a notary public or other official
deputed to witness sworn statements, in which is defined precisely the conditions under which the joint venture will
function, its period of duration, the persons authorised to represent and obligate it, the participation of the several firms
forming the joint venture, and any other information necessary to permit a full appraisal of its functioning.
17.2 TENDER ALL-INCLUSIVE
The Tenderer shall allow in the TENDER for all fees related to professional services, electronic equipment, all taxes,
levies, duties and everything necessary for the execution and completion of the services in accordance with the
TENDER documents. Value Added Tax (VAT) shall be excluded from the rates and prices.
17.3 ALTERATIONS TO TENDER DOCUMENTS
No unauthorised alteration or addition shall be made to the letter of TENDER, the Invitation, Scope of Works, General Conditions, TENDER Rules, General Conditions of Contract or any other part of the TENDER documents. If any such alteration or addition is made or if the TENDER is not properly completed, the TENDER may be rejected.
TENDERs submitted in accordance with this Request for TENDER shall be without any qualifications (Postulated TENDER). The Tenderer shall request SANRAL in writing to clarify any point. SANRAL shall inform all the Tenderers of all such points in question.
42
17.4 TENDER QUALIFICATION
Should the Tenderer, despite the provisions of TENDER rule 17.3, wish to amend or qualify the TENDER
documents, such amendment or qualification shall be expressly set out with full details in the TENDER
submission. Any qualification or amendment not expressly set out shall not have any force or effect. NO
QUALIFIED TENDER WILL BE EVALUATED UNLESS A POSTULATED TENDER IN TERMS OF THIS
TENDER HAS BEEN PROVIDED.
17.5 ALTERNATIVE TENDERS
17.6 If, in addition, the Tenderer desires to submit for consideration any alternative method of rendering the services, each alternative TENDER shall be submitted independently and shall be fully priced
17.7 No alternative TENDER shall be considered unless a TENDER based strictly on the Request for TENDER is
also submitted (Postulated TENDER).
17.8 When a qualified TENDER is submitted, it shall be compiled in the form of an alternative offer, showing the
financial and other implications of the alternative to the postulated Request for TENDER.
CONFIDENTIAL NATURE OF DOCUMENTS
17.9 All recipients of the Request for TENDER documents (whether or not a TENDER is submitted) shall treat the
details of the documents as confidential.
17.10 No part of the TENDER may be reproduced without the permission of the South African National Roads
Agency Limited. This Request for TENDER document contains confidential information regarding this
TENDER and SANRAL. By accepting this document the recipient and all its participating members agree that
they:
17.11 Will cause their members/directors, officers, employees, agents, advisors and representatives to use this
document only to evaluate their possible involvement in this contract and for no other purpose;
17.12 Subject to the above paragraph, will not divulge or distribute any such information or pass any copies of this
document without the prior written approval of SANRAL and will return this document together with all copies
thereof and of such information to SANRAL promptly upon being requested to do so. Each recipient agrees
to maintain the confidentiality of all information supplied to it in connection with the contract, and agrees to
keep its own TENDER confidential.
17.13 All data and details submitted by the Tenderers will be kept strictly confidential by SANRAL.
17.14 COST INCURRED BY TENDERER
SANRAL shall not be responsible for, or pay for, any expenses or losses which may be incurred by the
Tenderer in the preparation and submission of the TENDER or in visiting the site in connection therewith.
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17.15 TENDER ACCEPTANCE
SANRAL does not bind itself to accept the lowest or any other TENDER. No correspondence will be entered into with
regard to its decision.
SANRAL will only consider TENDERs from Tenderers who can prove to the satisfaction of SANRAL that they:
a) are experienced in the performance of services of a similar scope, complexity, extent and duration.
In making an assessment in this regard, SANRAL shall be entitled to have regard to, inter alia, the
scope, complexity, extent and duration of previous services undertaken or proposed for by the
Tenderer;
b) have sufficient employees who possess the high level of skill and expertise commensurate with the
type of services proposed for, which skill and expertise must be detailed in the TENDER.
17.18 SANRAL reserves to itself the right, in its sole discretion, to reject any TENDER where it appears to SANRAL
that the Tenderer does not comply with any of the requirements set out above.
17.19 TENDER WITHDRAWAL OR MODIFICATION PRIOR TO CLOSING DATE
Any Tenderer has the right to withdraw, modify or correct his TENDER after it has been delivered, provided
that the written request for such withdrawal, modification or correction, together with full details of such
modification or correction is received in the same form as the original submission, at the address given for the
submission of Request for TENDERs before the closing date and hour set for the receipt thereof.
The original TENDER as amended by such written communication shall be considered the Tenderer’s offer.
17.20 TENDER WITHDRAWAL OR MODIFICATION AFTER CLOSING DATE AND TENDER VALIDITY
SANRAL may ask any Tenderer for a clarification of his TENDER, or to amend or adjust imbalanced proposed
rates; nevertheless no Tenderer shall be permitted to alter his TENDER sum after the TENDERs have been
opened. However, clarifications or amendments to imbalanced proposed rates which do not change the
TENDER sum may be accepted.
TENDERs shall remain valid for a period of ninety (90) days from the time set for the receipt of TENDERs and
no TENDER may be withdrawn during this period unless SANRAL informs the Tenderer in writing before the
end of this period that his TENDER is not accepted.
Should a Tenderer amend or withdraw his TENDER after the time set for the receipt of TENDERs and during
the period of its validity, but prior to his being notified of the acceptance of his original TENDER, or should a
Tenderer, after having been notified that his TENDER has been accepted-
(a) give notice of his inability to execute the contract in terms of his TENDER; or
(b) fail to sign a contract with SANRAL; or
(c) fail to execute the contract according to the contract documents;
he shall pay either the difference between his TENDER and a less favourable TENDER accepted, or if
SANRAL decides to invite fresh TENDERs, all additional expenses which SANRAL has to incur in this regard,
as well as any difference between his TENDER and the accepted new TENDER; provided that SANRAL may
44
fully or partly exempt a Tenderer from the provisions of this sub rule if he is of the opinion that the
circumstances justify the exemption.
17.21 When it is not deemed desirable to invite fresh TENDERs, SANRAL may accept another TENDER from those
already received.
17.22 CANCELLATION OF CONTRACT
If SANRAL is satisfied that any person (being an employee, partner, director or shareholder of the Tenderer
or a person acting on behalf of or with the knowledge of the Tenderer), firm or company:
a) is executing a contract with SANRAL unsatisfactorily;
b) has offered, promised or given a bribe or other gift or remuneration to any officer or employee in the
Public Service or in any Organ of State in connection with obtaining or executing a contract;
c) has acted in a fraudulent manner or in bad faith or in any other unsatisfactory manner in obtaining
or executing a contract with any government department, provincial administration, public body,
company, Organ of State or person, or that he has managed his affairs in such a way that he has in
consequence thereof been found guilty of a criminal offence;
d) has approached an officer or employee in the Public Service or in any Organ of State or in the employ
of SANRAL before or after TENDERs have been called for, to influence the award of the contract in
his favour;
e) has withdrawn or amended his TENDER after the time set for the receipt and opening of TENDERs;
f) when advised that his TENDER has been accepted, has given notice of his inability to execute or
sign the contract;
g) has entered into any agreement or arrangement, whether legally binding or not, with any other
person, firm or company to refrain from TENDERing for a contract, or as to the amount of the
TENDER to be submitted by either party;
h) has disclosed to any other person, firm or company the exact or approximate amount of his proposed
TENDER except where disclosure, in confidence, was necessary to obtain insurance premium
TENDERs required for the preparation of the TENDER; or
i) had made any misrepresentation to SANRAL, either in its TENDER documents or in any other
manner whatsoever regarding the matters referred to in rule 10 above, or its experience, capability
or potential to execute the works proposed for to SANRAL’s satisfaction;
SANRAL may, in addition to any claim which it may have, and in addition to any other legal recourse, cancel
any contract between SANRAL and such person, firm or company and no TENDER from such person, firm
or company will be favourably considered for such period as SANRAL, in its sole discretion, may specify. Any
cancellation in terms of this rule shall not entitle the Tenderer to any claim for compensation or damages from
SANRAL.
17.23 If SANRAL is satisfied that any person, firm or company is or was a shareholder, a director or key employee
of a firm or company which, in terms of sub rule 5.13(1), is one from which no TENDER will be favourably
considered for a specified period, SANRAL may also decide that no TENDER from such person, firm or
company shall be favourably considered for such specified period.
45
17.24 Any restriction imposed upon any person, firm or company shall, for the purpose of this rule, apply to any
other undertaking with which such person, firm or company is actively associated. The expression "firm or
company" shall include an authorised employee or agent of such person, firm or company.
17.25 SANRAL may take any decision of a State TENDER Board, including those of other Organs of State, SA Post
Office Ltd, Telkom SA Ltd, Transnet Ltd, or any provincial administration with regard to the restriction of a
Tenderer as being applicable to TENDERs for SANRAL from such Tenderer.
17.26 SANRAL shall be entitled, notwithstanding anything to the contrary contained in the TENDER rules, not to
consider any TENDER received from any person, firm or company where such person, firm, company or
shareholder or director of such company is involved in any form of litigation or legal proceedings with SANRAL
or such litigation or legal proceedings is likely to be instituted in the near future.
17.27 For the purpose of the TENDER rules, the expressions “company”, “shareholder’ and “director” shall include
a close corporation and member.
17.28 LEGAL ASPECTS
17.29 The laws of the Republic of South Africa shall be applicable to each contract created by the acceptance of a
TENDER and each Tenderer shall indicate a place in the Republic of South Africa and specify it in his
TENDER as his domicilium citandi et executandi (permanent physical business address) where any legal
process may be served on him.
17.30 Each Tenderer shall undertake to accept the jurisdiction of the law-courts of the Republic of South Africa.
17.31 In the case of a TENDER from an entity not resident in the Republic of South Africa (foreign) the Tenderer
shall state in his TENDER the name of his accredited agent in the Republic of South Africa in whom the
necessary legal capacity is vested and who has been duly appointed to sign any contract.
17.40 SUBMISSION OF TENDERS 17.41 All TENDERs and supporting documents shall be submitted strictly in accordance with the instructions given
in the official Request for TENDER Notice.
17.42 All TENDERs and supporting documents shall be sealed in an envelope or package clearly marked in
accordance with the requirements in this Request for TENDER.
17.43 Delivery of the TENDER shall be one of the following:
(a) by hand, in which case the sealed envelope shall be deposited in the TENDER box at the address stated
in the Request for TENDER Notice, or
(b) by mail, in which case the sealed envelope shall be sealed in another envelope clearly addressed to the
address stated in the Request for TENDER Notice.
17.44 In each case, TENDERs shall reach the stipulated address not later than the closing hour and date given in
the Request for TENDER Notice.
17.45 ADDITIONAL INFORMATION REQUIRED
17.46 The Tenderer shall submit with his TENDER the information, data and calculations as applicable and as
required in terms of the provisions of the TENDER documents. SANRAL reserves the right, in its sole
discretion, to call for additional information. SANRAL further reserves the right, in its discretion, to call for any
clarification, amplification and/or further details relating to the rates, margins or other information reflected in
the TENDER, as well as details concerning the method and manner in which the Tenderer intends to perform
46
the work and the Tenderer’s capabilities in that regard. The Tenderer shall furnish such additional information
within five days of being called upon to do so. Should the Tenderer not provide the material, or satisfactory
reason as to why it cannot be provided, by the time for submission, the SANRAL may regard the TENDER as
non-responsive
17.47 The Tenderer shall make full allowance in the relevant fees for all costs in connection with the preparation
and furnishing of any other or additional information required by SANRAL.
17.48 SANRAL reserves the right, in its sole discretion, to appoint a firm of chartered accountants and/or other
suitably qualified persons to report on the financial resources, standing with the South African Revenue
Services regarding all taxes, including Value Added Tax, management structure and ownership of any
Tenderer and/or to verify the correctness of any of the information furnished to SANRAL by the Tenderer.
The Tenderer shall provide all reasonable assistance in such an investigation and shall, within five days from
receiving any request for information pursuant to such investigation, comply with such request.
17.49 All written information submitted by the Tenderer, together with and in support of his TENDER, or
subsequently in response of a request for additional information from SANRAL, shall form the basis on which
the TENDER has been prepared and submitted.
17.50 Any failure on the part of the Tenderer to supply information requested by SANRAL, or to fully co-operate with
any investigation, shall afford SANRAL the right, in its sole discretion, to reject the TENDER.
17.51 AMENDMENTS TO TENDERS BY SANRAL
Arithmetical errors and imbalanced unit rates
17.52 Check responsive TENDERs for arithmetical errors, correcting them in the following manner: Where there is a discrepancy between the amounts in figures and in words, the amount in words shall
govern If a Pricing Schedule (or schedule of quantities or schedule of rates) applies and there is an error in the
line item total resulting from the product of the unit rate and the quantity, the unit rate shall govern and the line item shall be corrected. However, where there is an obviously gross misplacement of the decimal point in the unit rate, the unit rate will be corrected.
Where there is an error in the total of the prices either as a result of other corrections required by this checking process or in the Tenderer’s addition of prices, the total of the prices shall be corrected.
17.53 Check responsive tender offers for imbalanced unit rates and request Tenderers to consider amending and
adjusting any rates declared imbalanced by the SANRAL while retaining the total of the prices derived after
any correction made in terms of this TENDER Rules.
17.54 Consider the rejection of a TENDER if the Tenderer does not correct or accept the correction of his arithmetical
errors or amend/adjust an imbalanced unit rate in the manner described above.
17.55 DISQUALIFICATION OF TENDER
The TENDER of any Tenderer who has not conformed to this Request for TENDER including, but not limited
to, these TENDER rules and the instructions reflected in the official TENDER Notice may be disqualified at
the sole discretion of SANRAL.
17.56 DELEGATION OF AUTHORITY BY EMPLOYER
SANRAL may delegate any power vested in it by virtue of these rules to an officer or employee of SANRAL.
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17.57 STAMP DUTIES
All stamp duties in connection with the contract shall be paid by the service provider.
17.58 TENDER RULES ARE BINDING
The TENDER rules as well as the instructions given in the official TENDER Notice shall be binding on all
Tenderers submitting TENDERs for the service or services stated in the TENDER documents.
17.59 LANGUAGE OF THE CONTRACT
The TENDER documents have been drafted in English. Each contract which originates from the acceptance
of the TENDER shall be interpreted and construed in English.
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GENERAL CONDITIONS OF CONTRACT
1.1 DEFINITIONS
1.1.1 In the Agreement (as hereinafter defined) the following words and expressions shall have the meanings
hereby assigned to them, except where the context requires otherwise:
“Agreement” shall mean this agreement including all annexures and appendices thereto and any written
supplementary agreements which may be validly concluded between the parties thereto.
"Legal firm" means the company or firm whose TENDER has been accepted for the execution of the
agreement work as specified in this agreement and includes the Legal firm’s legally appointed representatives,
heirs, successors, assignees, executors, administrators, trustees or sureties of such person, persons,
partnership, company or firm.
“SANRAL” means The SOUTH AFRICAN NATIONAL ROADS AGENCY LIMITED instituted in terms of the
South African National Roads Agency Limited and National Roads Act (Act No 7 of 1998) or a person
delegated by the South African National Roads Agency Limited to act on its behalf.
1.1.2 All references to days shall mean days of 24 (twenty four) hours duration commencing at midnight (00h00)
and which shall include non-working days unless otherwise stated.
1.1.3 The headings of clauses in the Agreement are for reference purposes only and shall not be taken into account
in construing the context thereof.
1.1.4 In the Agreement unless inconsistent with the context, the words “notice”, “notify”,” notification”, “certification”
and “issue” shall connote an act to be carried out in writing.
1.1.5 In the Agreement, unless inconsistent with the context, the masculine includes the other gender, the singular
includes the plural and vice versa, and persons shall include bodies corporate.
1.1.6 Any document or notice sent by a party in terms of the Agreement by prepaid registered post addressed to
the other party at his domicilium citandi et executandi shall be deemed to have reached the other party within
7 (seven) days from date of posting.
1.1.7 The Agreement constitutes the whole agreement between the parties and no variation, amendment or addition
to any of the terms and conditions shall have any force or effect unless reduced to writing and signed by both
the parties.
1.1.8 The law applicable to this agreement is the law of the Republic of South Africa.
1.1.9 The Request for TENDER document has been drafted in English, which language shall apply to this
Agreement.
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1.3 GENERAL
1.3.1 The Legal firm holds harmless and indemnifies SANRAL from and against all claims, demands, proceedings,
damages, costs, charges and expenses whatsoever arising out of or in connection with any failure to perform
its obligations or to fulfil liabilities.
1.4 WARRANTIES AND REPRESENTATIONS
1.4.1 The Legal firm warrants and represents that:
1.4.1.1 the Legal firm has full capacity and authority and all necessary licences, permits and consents (including but
not limited to, where its circumstances and procedures so require) to enter into and to perform this Agreement;
1.4.1.2 this Agreement is executed by a duly authorised representative of the Legal firm;
1.4.1.3 the provision of the services and SANRAL’s use thereof shall not infringe on any Intellectual Property Rights
of any third party and indemnifies SANRAL in respect of any claim arising out of SANRAL's use thereof;
1.4.1.4 the services shall be supplied and rendered by appropriately experienced, qualified and trained personnel
with all due skill, care and diligence. SANRAL reserves the right to call upon the Legal firm to remove any
personnel whom in its opinion is incompetent;
1.4.1.5 the Legal firm shall discharge its obligations hereunder with all due skill, care and shall perform all services in
terms of this Agreement with the highest standards consistent with, and applicable to the industry, practice
and its own established internal procedures;
1.4.1.6 the services shall be performed in compliance with all applicable laws, enactments, orders, regulations, and
other similar rules and directives; and
1.4.1.10all statements and representations made to SANRAL are, to the best of its knowledge, information and belief,
true and accurate and that it will advise SANRAL of any fact, matter or circumstance of which it may become
aware which would render any such statement or representation to be false or misleading.
1.5 ASSIGNMENT AND SUBCONTRACTING
1.5.1 The Legal firm shall not cede or delegate his rights or obligations in respect of the whole or any part of this
Agreement.
1.5.2 The Legal firm shall not subcontract the whole or any part of the without the prior written consent of SANRAL.
1.6 INTELLECTUAL PROPERTY RIGHTS INDEMNITY
1.6.1 The Legal firm shall indemnify SANRAL against all claims, demands, actions, costs, expenses (including but
not limited to legal costs and disbursements on an attorney and SANRAL scale), losses and damages arising
from or incurred by reason of any infringement or alleged infringement (including but not limited to the defence
of such alleged infringement) in South Africa of any Intellectual Property Right arising out of or consequent
upon the services rendered by the Legal firm to SANRAL.
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1.6..2 The Legal firm shall promptly notify SANRAL if any claim or demand is made or action brought against the
Legal firm for infringement or alleged infringement of any Intellectual Property Right.
1.6.3 If a claim or demand is made or action brought to which Clause 1.6.1 may apply or in the reasonable opinion
of the Legal firm is likely to made or brought, the Legal firm shall at its own expense either:
1.7.3.1 Modify any or all of the services without reducing the performance and functionality, or substitute alternative
services of equivalent performance and functionality for any or all of the services, so as to avoid the
infringement or the alleged infringement, provided that the terms of this Agreement shall apply mutatis
mutandis to such modified or substituted services and such modified or substituted services shall be
acceptable to SANRAL, who will not unreasonably withhold such acceptance; or
1.7.3.2 Procure a royalty free licence to use the service on terms which are acceptable to SANRAL.
1.8 CANCELLATION BY SANRAL
1.8.1 This Agreement may be cancelled by SANRAL in the event of:
1.8.1.1 Failure by the Legal firm to proceed with his obligations in terms of this Agreement with due care, skill and
diligence.
1.8.2 Should the Legal firm default as listed in Clause 1.8.1, SANRAL shall deliver a Notice of Cancellation to the
Legal firm and cancel the agreement forthwith.
1.8.3 SANRAL shall be entitled to deduct from any payment due to the Legal firm any additional cost, losses,
disbursements and damages incurred or sustained by SANRAL by reason or in consequence of the
cancellation of this Agreement..
1.9 PUBLICITY
1.9.1 Neither party shall use the name or any other material and Information of the other in publicity releases or
advertising or for other promotional purposes, without securing the prior written approval of the other party.
1.9.2 Both parties shall take all reasonable steps to ensure the observance of the provisions of this Clause 1.9 by
all their employees, agents, Sub-Legal firms and Service Providers.
1.9.3 Notwithstanding the provisions of Clause 1.9.1 above, SANRAL shall be entitled to publicise the Agreement
in accordance with any legal or quasi-legal obligation upon SANRAL.
1.10 GIFTS AND PAYMENTS OF COMMISSION
1.10.1 The Legal firm shall not:
1.10.1.1 Offer or give or agree to give any person of SANRAL any gift or consideration of any kind as an inducement
or reward for doing or forbearing to do or for having done or forborne to do any act in relation to the
obtaining or performance of this Agreement or any other Agreement with SANRAL
1.10.1.2 or for showing or forbearing to show favour or disfavour to any person in relation to this Agreement; nor
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1.10.1.3 Enter into this Agreement if in connection with it commission has been paid or agreed to be paid to any
person of SANRAL by the Legal firm or on the Legal firm’s behalf or to the Legal firm’s knowledge, unless
before this Agreement particulars of any commission and of the terms and conditions of any Agreement
for the payment thereof have been disclosed in writing to SANRAL.
1.10.2 In the event of any breach of Clause 1.10.1 by the Legal firm or by anyone employed by the Legal firm or
acting on the Legal firm’s behalf in relation to this Agreement or any other agreement with SANRAL, SANRAL
may summarily terminate this Agreement by notice in writing to the Legal firm and withhold all payments due
to the Legal firm for completed work. Provided always that such termination shall not prejudice or affect any
right of action or remedy which shall have accrued or shall accrue thereafter to SANRAL and provided always
that SANRAL may recover from the Legal firm the amount or value of any such gift, consideration or
commission.
1.10.3 The decision of SANRAL shall be final and conclusive in any dispute, difference or question arising in respect
of:
1.10.3.1 The interpretation of this Clause (except insofar as the same may relate to the amount recoverable from
the Legal firm under Clause 1.10.2 in respect of any loss resulting from such termination of this
Agreement); and/or
1.10.3.2 The right of SANRAL under Clause 1.10.3 to terminate this Agreement; and/or
1.10.3.3 The amount of value of any such gift, consideration or commission.
1.10.4 In the event that any gift, consideration or commission was solicited by any employee of SANRAL, this shall
immediately be disclosed in writing to SANRAL.
1.11 FORCE MAJEURE
1.11.1 For the purpose of this Agreement the expression “Force Majeure” shall mean a cause affecting the
performance by a party of its obligations arising from acts, events, omissions, happenings or non-happenings
beyond its reasonable control including (but without limiting the generality thereof) acts of God, fire, flood, or
any disaster, governmental regulations, war, rebellion or other military action. Any act, event, omission,
happening or non-happening will only be considered Force Majeure if it is not attributable to the wilful act,
neglect or failure to take reasonable precautions of the effected party, its employees, agents, Sub-Legal firms
or Service Providers.
1.11.2 Neither party shall in any circumstances be liable to the other for any loss of any kind whatsoever including
but not limited to any damages whether directly or indirectly caused to or incurred by the other party by reason
of any failure or delay in the performance of its obligations hereunder which is due to Force Majeure.
Notwithstanding the foregoing, each party shall use all reasonable endeavours to continue to perform, or
resume performance of such obligations hereunder for the duration of such Force Majeure event.
1.11.3 If either of the parties shall become aware of circumstances of Force Majeure which give rise to or which are
likely to give rise to any such failure or delay on its part it shall forthwith notify the other by the most expeditious
method available and shall inform the other of the period which it is estimated that failure or delay shall
continue.
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1.11.4 It is expressly agreed that any failure by the Legal firm to perform or any delay by the Legal firm in performing
its obligations under this Agreement which results from any failure or delay in the performance of its obligations
by any person, firm or company with which the Legal firm shall have entered into any such agreement, shall
be regarded as a failure or delay due to Force Majeure only in the event that such person, firm or company
shall itself be prevented from or delayed in complying with its obligations under such agreement, supply
arrangement or subcontract or otherwise as a result of circumstances of Force Majeure.
1.11.5 If a party fails to inform the other party of the Force Majeure event concerned as set out in this Clause, then
such party shall thereafter not be entitled to refer to or rely on such Force Majeure as a reason for non-
fulfilment of any obligation in terms of this Agreement, provided that this obligation to perform shall not apply
if a Force Majeure event is known by both parties or the party is unable to inform the other party due to the
Force Majeure event.
1.11.6 If the Force Majeure continues for more than 90 (ninety) days, either party shall have the right to terminate
this Agreement with immediate affect.
1.12 SEVERABILITY
1.12.1 If any court of competent jurisdiction holds any provision of this Agreement invalid, illegal, unlawful or
unenforceable for any reason, such provision shall be severed and the remainder of the provisions hereof
shall continue in full force and effect as if this Agreement had been executed with the invalid, illegal or
unenforceable provision eliminated.
1.12.2 In the event of a holding of invalidity so fundamental as to prevent the accomplishment of the purpose of this
Agreement, SANRAL and the Legal firm shall agree to meet and review the matter and if any valid and
enforceable means is reasonably available to achieve the same objective as the invalid or unenforceable
provision, to adopt such means by mutual agreement by way of variation of the Agreement.
1.13 WAIVER
1.13.1 The failure of either party to insist upon strict performance of any provision of this Agreement, or the failure of
either party to exercise any right or remedy to which it is entitled hereunder, shall not constitute a waiver
thereof and shall not cause a diminution of the obligations established by this Agreement..
1.14 SUCCESSION
1.14.1 This Agreement shall be binding on the successors in title, assignees, administrators, executors and heirs of
either party.
1.15 INSURANCE
1.15.1 The Legal firm shall act and take out insurance and maintain at his own cost such insurance as he deems
necessary to cover his responsibilities in terms of the Agreement . SANRAL shall be at liberty to examine the
insurance purchased.
1.16 COMMENCEMENT AND PROGRAMME
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1.16.1 The Legal firm shall commence the legal advisory services as specified herein, and shall proceed with the
same with due expedition and without delay except as may be expressly sanctioned or ordered by SANRAL
or be completed beyond the control of the Legal firm.
1.25 SETTLEMENT AND DISPUTES
1.25.1 Any dispute or difference of any kind whatsoever between SANRAL and the Legal firm in connection with or
arising out of this Agreement (whether during the execution of the legal advisory services or after their
completion and whether before or after the termination, abandonment or breach of this Agreement) shall be
settled by reference to SANRAL.
1.25.2 If a dispute cannot be settled between the two parties, then the chief executive officers of the two parties shall
meet and endeavour to resolve issues between them.
1.25.3 If the agreement between the chief executive officers cannot be reached within 49 (forty-nine) calendar days
after receipt by one Party of the other Party’s request to do so, the dispute may be submitted by either party
to the High Court of South Africa, Gauteng Provincial Division, Pretoria.
1.25.4 Notwithstanding any contrary provisions in this Agreement, any Party shall have the right to approach the
High Court of South Africa, Gauteng Provincial Division, Pretoria .
1.26 NON RENOUNCEMENT OF STATUTORY POWERS
1.26.1 Notwithstanding any provision contained in this Agreement or any right or obligations arising there from:
1.26.1.1 SANRAL does not renounce any of its statutory powers; and
1.26.1.2 both parties record SANRAL's power to act in accordance with the existing or future acts of Parliament or
regulations made by virtue thereof and that this Agreement shall not affect such powers in any way
whatsoever.
1.27 ENTIRE AGREEMENT
1.27.1 The Agreement constitutes the entire understanding between the parties relating to the subject matter of this
Agreement and supersedes all prior representations, negotiations or understandings, TENDERs or prior
arrangements, oral or written with respect hereto, except in respect of any fraudulent misrepresentation made
by either party.
1.27.2 The Legal firm shall be deemed to have waived and renounced any condition printed upon any stationary used by them for the purpose of or in connection with the submission of the TENDER.
1.27 GOVERNING LAW
This Agreement will be governed in all respects by and will be construed in accordance with the laws of the Republic of South Africa.
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