ToR Tender Specifications

ToR Tender Specifications Feasibility Study of an office and housing Development Project in Nairobi for the Delegation of the European Union to Kenya December 2013

TERMS OF REFERENCE 1. BACKGROUND INFORMATION... 3 1.1. Project Site description... 3 1.2. Project concept... 3 1.3. Design Principles... 4 2. OBJECTIVE, PURPOSE & EXPECTED OUTPUT... 4 2.1. Overall objective... 4 2.2. Specific objective... 4 2.3. Results to be achieved by the Contractor... 5 3. SCOPE OF THE WORK... 5 3.1. Description of the assignment... 5 4. LOGISTICS AND TIMING... 7 4.1. Location... 7 4.2. Start date & Period of implementation of tasks... 7 5. REPORTS... 7 5.1. Reporting requirements... 7 6. ACCESS TO PUBLIC PROCUREMENT... 7 7. EXCLUSION CRITERIA... 8 8. SELECTION CRITERIA... 8 9. AWARD CRITERIA... 10 9.1. Technical offer... 11 9.2. Financial offer... 11 2

1. BACKGROUND INFORMATION The Delegation of the European External Action Service in Kenya is currently renting office space in Union House on Ragati Road in Nairobi. The premises, as well as their urban location, however, no longer meet the requirements of the Delegation. The Delegation completed a search in the National Newspapers to identify possible construction plots and developers available in Nairobi. During this survey, the Delegation was approached by the company Sandalwood Developers Ltd, who owns a 20 acres plot in Loresho. This plot would be suitable for the construction of new office buildings and the necessary accommodations for the European expatriate staff. Sandalwood Developers offers a complete construction package and would be able to develop the entire project. 1.1. Project Site description The plot, which is owned by Sandalwood Developers Ltd, (in a JV with other investors) is located in the subdivision of Loresho area in Nairobi. The gross area of the plot is approximately 20 acres. 1.2. Project concept On the 20 acre plot the EU intends to build an office building and its annexes including circulation spaces and garden as well as up to 112 accommodations: The Office Premises: The building will be composed of several levels (basement, ground floor, 1 st floor up to 3 floors), taking into account the office space needed; Sufficient parking space for 250 vehicles (office vehicles and staff vehicles) will be foreseen in a separate parking facility minimum 30 meters from the office building. Parking spaces for visitors will also be provided on the outside of the office perimeter; A space for outdoor receptions and functions is expected in the garden, A branch of the Delegation bank will be located in the premises as well as a restaurant. Both will be housed in a separate building and not within the Delegation premises. The entrance to the plot will need to be developed according to the security norms for access control, a holding area of 0.5 acre is planned; An office space for a future visa section will be foreseen but possibly in a different location to avoid unnecessary traffic to the Delegation; A perimeter wall, with its control of local security guard access, will be built. The building will house all the offices of the Delegation staff and other EU missions. These include: EU Delegation to Kenya, EU Somalia Operations Unit, DEVCO Regional Hub, EU CAP NESTOR, EU NAVFOR, EUTM, EIB and ECHO Regional Office. An estimated total of up to 350 persons will work in the long term in the building. The useful area for programmed staff offices, common areas, safe spaces is about 35m 2 /staff, making a minimum of 10,000m 2. Conference facilities and cafeteria facilities are not included in the standard area of 35 m2 per person. This will be separate. The account of various services, technical rooms, corridors, and indoor parking reserves could therefore induce a higher need for space than this programming.

It is foreseen that the building should also be able to accommodate a minimum of 100 staff from EU member state embassies. This would increase the office space with 3000-5000 m2. Accommodations: In total, it is foreseen to construct a minimum of 54 apartments and 50 town houses (up to 60 apartments and 52 town houses would be possible) in the compound. The accommodations will be composed of 3 bedrooms apartments (of approx 175 m2) and 4 to 5 bedroom mirrored town houses (of approx 200-230 m2) with a smaller garden to accommodate European expatriate families with children. A club house within the residential compound will be foreseen, which will include gym, pool and other recreational facilities for children as well as adults; A 3-5 meter wide security passage along the entire perimeter is foreseen to facilitate patrols day and nights. 1.3. Design Principles The main principles of design to be adopted on the architectural, economic, technical, environmental and security points of view are as follows: The architectural aspect seeks to express monumentality related to the function of diplomatic representation of the European institutions; Standards of quality and comfort shall conform to those adopted by the European missions, corresponding to a standard of good level, but without any luxury; The choice of building construction aspects in agreement with the principles of an "intelligent building", including in particular the economic benefits and discounts and environmental impacts; Specific safety measures will be applied having regard to the diplomatic function performed by a Delegation. 2. OBJECTIVE, PURPOSE & EXPECTED OUTPUT 2.1. Overall objective The overall objective of the contract is to provide advice to the European External Action Service (EEAS) with regard to the development of office buildings and accommodations for its delegation in Kenya. 2.2. Specific objective The specific objective of this contract is to conduct a feasibility study of the proposed building project. The study should cover technical, financial, regulatory and legal aspects of the project. This includes clarifying local conditions in terms of realization of the project, pertaining to land rights, titles, purchase options, specificities related to diplomatic missions including possible legal and financial restrictions on such a development project. 4

2.3. Results to be achieved by the Contractor The consultant will achieve the following results: Analysis of the financial feasibility and sustainability of the project Analysis of the technical feasibility of the proposed project Overview of all legal and regulatory issues affecting the project Overview of key issues regarding the contractual agreement Analysis of the technical and financial capacity of the proposed developer Produce a brochure / booklet for presentation to delegates highlighting the most relevant aspects of the project. Provide overall recommendations of the feasibility of the project. 3. SCOPE OF THE WORK 3.1. Description of the assignment 1. Analyze the financial and economic feasibility and sustainability of the project on the basis of the financial proposal developed by the potential developer and the simulations of the EU delegation Is the proposed development cost reasonable and realistic? Does the estimate of the total project budget include the various additional costs related to construction (studies and control, notaries, operational coordination, etc ); Is the financial model developed robust and sufficiently comprehensive? Are the underlying assumptions reasonable and realistic? Is the project financially sustainable (taking into account available "rental" budget from the EU delegation)? Carry out a sensitivity analysis of the financial model and determine the breakeven point between the option of the development project versus the current rental arrangement. Does the project cost estimate address all costs necessary for completion of the project, including: construction cost estimate, professional fees, land costs, furnishings, administrative costs, contingencies and miscellaneous expenses (inspections, testing, permits and fees)? Analyze the scope for expansion and/or alterations to the site and proposed buildings. Identify a list of issues that should be considered during the design stage that will facilitate the expansion or evolution of building use in terms of adaptability/flexibility. These may include: Provisions for site space to accommodate further possible future expansion, flexibility and adaptability for future uses. Compare the proposed project to local real estate situation in terms of quality and quantity. 5

2. Prepare an initial assessment of the technical feasibility of the project in terms of the objectives of the project Compilation of all relevant maps of the project area, including geological-, topographic-, planimetric- and road maps. Assessment, verification and complementing of existing site plans and undertaking of site survey. Analysis of early stage conceptual designs out-lays and orientations including building volumes and generic shapes, orientations, building heights and floor levels, construction density, circulation concept, proposal of different options and its pros/cons. Analysis of access scheme including traffic requirements, access roads and parking spaces. Analysis, survey and plans of all other associated infrastructures that are to be considered for planning (water, sewage, electricity etc) Analyses of national planning regulations, building codes (security etc), zoning requirements and other possible planning restrictions. Analysis of national administrative procedures for the different phases of council planning and building approvals and authorizations. Listing of all other accompanying studies that may be required in the planning process in order to comply with national regulations (security, fire, environment ). Is the project compliant with specific EEAS building specifications (will be provided to the tenderer)? 3. Prepare an analysis of potential legal issues pertaining to the foreseen project Analysis of all the legal issues regarding the development of such a project and in particular in relation to a diplomatic mission Analysis of particular land ownership and identification of legal issues and consequences with transfer of land ownership to the EU; Analysis of the legal issues and consequences and recommendation on contractual clauses to be put in the contract with the potential developer Analysis of the tax legislation and its implication on this construction contract. Provide options on how the contract between the developer and the EU Delegation could be structured so as to benefit from diplomatic exemptions on duties and taxes (indirect taxes such as VAT, registration taxes, customs duties, etc ) Advise on the key legal and financial arrangements that need to be taken into account in the agreement between the EU and the potential developer. 4. Analysis of the financial, professional and technical capacity of the potential developer on the basis of the supporting documents given by the EU delegation (they will relate to financial statements, project references, etc ) 5. Production of a brochure/booklet for presentation to delegates (European parliamentarians) highlighting the most relevant aspects of the project. 6. Advise on the overall feasibility of the project and identify all key issues that may affect its feasibility. Identify key issues to be considered to improve the project. 6

4. LOGISTICS AND TIMING 4.1. Location The assignment will be carried out in Nairobi. 4.2. Start date & Period of implementation of tasks The intended start date is Wednesday 15 th January 2014 and the period of implementation of the contract will be no more than 2 months from this date. Please see Article 1.2.3. of the Special Conditions for the actual start date and period of implementation. 5. REPORTS 5.1. Reporting requirements The Contractor will submit the following reports in English in one original and 2 copies as well as an electronic copy: Draft final report This report shall be submitted no later than 14 days before the end of the period of implementation of tasks. Final report, incorporating any comments received from the parties on the draft report. The deadline for sending the final report is 5 working days after receipt of comments on the draft final report. The detailed analyses underpinning the recommendations will be presented in annexes to the main report. The final report must be provided along with the corresponding invoice. Any other relevant information for the reports. 6. ACCESS TO PUBLIC PROCUREMENT 6.1 ACCESS TO PUBLIC PROCUREMENT Participation in this call for tender is open to natural and legal persons with their domicile or headquarters in one of the Member States of the European Union as stated in Article 119 of the Financial Regulation, and exceptionally in Kenya. 6.2 EVIDENCE OF ACCESS TO PUBLIC PROCUREMENT Tenderers must confirm that they have their headquarters or domicile in one of the abovementioned States and present the supporting evidence normally acceptable under their own law. 7

7. EXCLUSION CRITERIA All tenderers shall provide a declaration on their honour (see Annex 8), duly signed and dated by an authorised representative, stating that they are not in one of the situations of exclusion listed in the Annex 8. The declaration of honour is also required for identified subcontractors. The successful tenderer shall provide the documents mentioned as supporting evidence in Annex 8 before signature of the contract and within a deadline given by the contracting authority. This requirement applies to all members of the consortium in case of joint tender and to identified subcontractors. 8. SELECTION CRITERIA Tenderers must prove their economic, financial, technical and professional capacity to carry out the work subject to this call for tender. The evidence requested should be provided by each member of the group in case of joint tender and identified subcontractor. However a consolidated assessment will be made to verify compliance with the minimum capacity levels. 8.1.1. Economic and financial capacity criteria and evidence In order to prove their economic and financial capacity, the tenderer (i.e. in case of joint tender, the combined capacity of all members of the consortium and identified subcontractors) must comply with the following criteria: - Turnover of the last two financial years above 100,000 The following evidence should be provided: - Copy of the financial statements for the last two years for which accounts have been closed, - evidence of professional risk indemnity insurance; 8.1.2. Technical and professional capacity criteria and evidence a. Criteria relating to tenderers Tenderers (in case of a joint tender the combined capacity of all tenderers and identified subcontractors) must comply with the following criteria: 1. The tenderer must provide a copy of the Business registration document, (licence); 2. The tenderer must provide a copy of the VAT and TAX compliance certificates; 3. The tenderer must have been in business for at least 8 years in Kenya, i.e. starting 2006 or earlier; 4. The tenderer must provide a list of 2 contracts for studies of comparable scope. The list should indicate: a. The name of the Contracting authority for which the contract was executed, 8

b. A short descriptive of the study, c. The date of start and end of the study, (for studies started in 2013 it may be acceptable that there is not yet an end date), d. The contract value of the study. Each of the two listed studies must have been executed recently, i.e. within the past 4 years (studies conducted before 2010 are not considered). The Delegation of the European Union to Kenya may verify the authenticity of the information provided; 5. The tenderer must provide two (2) reference letters for works of comparable scope. Each of the two reference letters must be dated between 2010 and 2013. The Delegation of the European Union to Kenya may verify the authenticity of the information provided; b. Criteria relating to the team delivering the service: The team delivering the service should include, as a minimum, the following profiles: Project Manager: At least 5 years' experience in project management, including overseeing project delivery, quality control of delivered service, client orientation and conflict resolution experience in project of a similar scope and coverage with experience in management of team of at least 5 people. Expert in Architectural Services: Relevant higher education degree and 10 years' professional experience in the field of Architecture and minimum 5 years in Kenya. Expert in Property Law: Relevant higher education degree and 10 years' professional experience in the field of property law of which minimum 5 years are in Kenya. Expert in Quantity Surveying: Relevant higher education degree and 10 years' professional experience in the field of QS and minimum 5 years in Kenya. Financial Expert: Relevant higher education degree and 10 years' professional experience in the field of Finance and minimum 5 years in Kenya. Expert in Engineering: Relevant higher education degree and 10 years' professional experience in the field of engineering and minimum 5 years in Kenya. Expert in PR Services: Relevant higher education degree and 5 years' professional experience in the field of PR. c. Evidence: The following evidence should be provided to fulfil the above criteria: - List of relevant services provided in the past three years, with sums, dates and recipients, public or private. The most important services shall be accompanied by certificates of satisfactory execution, specifying that they have been carried out in a professional manner and have been fully completed; 9

- The educational and professional qualifications of the persons who will provide the service for this tender (CVs) including the management staff. Each CV provided should indicate the intended function in the delivery of the service. 9. AWARD CRITERIA The tender will be awarded according to the best-value-for-money procedure. The quality of the tender will be evaluated based on the following criteria. The maximum total quality score is 100 points. Quality of the proposed methodology (55 points - minimum threshold 50%) Sub-criterion 1.1 Rationale..(24 points minimum threshold 50%): Sub-criterion 1.2 Strategy..(24 points minimum threshold 50%) Sub-criterion 1.2 Timetable (7 points minimum threshold 50%) Please see Annex 3 for detailed description of the sub-criterion. Organisation of the work (25 points minimum threshold 50%) This criterion will assess how the roles and responsibilities of the proposed team and of the economic operators (in case of joint tenders, including subcontractors if applicable) are distributed for each task. It also assesses the global allocation of time and resources to the project and to each task or deliverable, and whether this allocation is adequate for the work. The tender should provide details on the allocation of time and resources and the rationale behind the choice of this allocation. Quality control measures (20 points minimum threshold 50%) This criterion will assess the quality control system applied to the service foreseen in this tender specification concerning the quality of the deliverables, the language quality check, and continuity of the service in case of absence of the member of the team. The quality system should be detailed in the tender and specific to the tasks at hand; a generic quality system will result in a low score. Tenders must score above 50% for each criterion and sub-criterion, and above 60 % in total. Tenders that do not reach the minimum quality thresholds will be rejected and will not be ranked. 10

After evaluation of the quality of the tender, the tenders are ranked using the formula below to determine the tender offering best value for money. A weight of 70/30 is given to quality and price. mark tender Z Lowest price Pi = (0.70) x ---------------------------- x 100 + (0.30) x ------------------------------------ x 100 Mark best technical tender Price tender Z 9.1. Technical offer The technical offer must cover all aspects and tasks required in the technical specification and provide all the information needed to apply the award criteria. Offers deviating from the requirements or not covering all requirements may be excluded on the basis of nonconformity with the tender specifications and will not be evaluated. 9.2. Financial offer The price for the tender must be quoted in euro. Tenderers from countries outside the euro zone have to quote their prices in euro. The price quoted may not be revised in line with exchange rate movements. It is for the tenderer to assume the risks or the benefits deriving from any variation. Prices must be quoted free of all duties, taxes and other charges, including VAT, as the European Union is exempt from such charges. The quoted price must be a fixed amount which includes all charges (including travel and subsistence). Travel and subsistence expenses are not refundable separately. 11