Bid Document Proposed New BIPA Office Developmet 2

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OPEN NATIONAL BIDDING

FOR WORKS

BIDDING DOCUMENTS

Issued on: 31 March 2026

For

The Proposed New BIPA Office Development

Procurement Reference No: W/ONB/BIPA-01/2026

Name of Bidder:

Bid Amount (IncludingVAT):

Site inspection date: Monday, 27 April 2026 at 10h00

Bid Closing date extended from : 12 May 2026 at 11h00 to 26 May 2026

at 11h00

Cost: N$ 300.00 (Three Hundred Namibia Dollar Only)

Only EFT payments will be accepted

Original receipts (proof of payment) should be attached on the bidding document

Section 1 - Instructions to Bidders 1-ii

Section 1 - Instructions to Bidders 1-iii

Standard Bidding Document

Table of Contents

PART 1 – Bidding Procedures ............................................................................................. 1

Section I - Instructions to Bidders .......................................................................................... 2

Section II - Bidding Data Sheet (BDS) ................................................................................ 19

Section III - Evaluation Criteria ........................................................................................... 24

Section IV - Bidding Forms ................................................................................................. 29

PART 2 – Employer’s Requirements................................................................................. 39

Section V - Employer’s Requirements ................................................................................. 40

PART 3 – Conditions of Contract and Contract Forms ..................................................... 44

Section VI - General Conditions of Contract ....................................................................... 45

Section VII. Special Conditions of Contract ....................................................................... 71

Section VIII - Contract Forms.............................................................................................. 78

PART 1 – Bidding Procedures

Section I - Instructions to Bidders

Table of Clauses

A. General ..................................................................................................................... 4

1. Scope of Bid .................................................................................................................. 4

2. Source of Fund .............................................................................................................. 4

3. Public Entities Related to Bidding Documents & to application for review ................ 4

4. Fraud and Corruption .................................................................................................... 5

5. Eligible Bidders............................................................................................................. 5

6. Qualifications of Bidders .............................................................................................. 7

B. Contents of Bidding Document................................................................................ 9

7. Sections of Bidding Document ..................................................................................... 9

8. Clarification of Bidding Document............................................................................. 10

9. Site visit/Pre-bid meeting ............................................................................................ 10

10. Amendment of Bidding Document ............................................................................. 10

C. Preparation of Bids................................................................................................. 10

11. Cost of Bidding ........................................................................................................... 10

12. Language of Bid .......................................................................................................... 10

13. Documents Comprising the Bid .................................................................................. 10

14. Bid Submission Form and Schedules.......................................................................... 11

15. Alternative Proposal .................................................................................................... 11

16. Bid Prices and Discounts ............................................................................................ 11

17. Currencies of Bid and Payment .................................................................................. 12

18. Documents Comprising the Technical Proposal ......................................................... 12

19. Period of Validity of Bids ........................................................................................... 12

20. Bid Security/Bid Securing Declaration ....................................................................... 12

21. Format and Signing of Bid .......................................................................................... 13

D. Submission and Opening of Bids ........................................................................... 13

22. Sealing and Marking of Bids ...................................................................................... 13

23. Deadline for Submission of Bids ................................................................................ 13

24. Late Bids ..................................................................................................................... 14

25. Withdrawal, Substitution, and Modification of Bids .................................................. 14

26. Bid Opening ................................................................................................................ 14

E. Evaluation and Comparison of Bids ...................................................................... 14

27. Confidentiality ............................................................................................................ 14

28. Clarification of Bids .................................................................................................... 14

29. Determination of Responsiveness ............................................................................... 14

30. Nonconformities, Errors, and Omissions .................................................................... 15

31. Correction of Arithmetical Errors ............................................................................... 15

32. Margin of Preference .................................................................................................. 15

33. Evaluation of Bids ....................................................................................................... 16

34. Comparison of Bids .................................................................................................... 16

35. Qualification of the Bidder ......................................................................................... 16

36. Employer’s Right to Accept Any Bid, and to Reject Any or All Bids ....................... 16

F. Award of Contract .................................................................................................. 17

37. Award Criteria............................................................................................................. 17

38. Notification of Award ................................................................................................. 17

39. Signing of Contract ..................................................................................................... 17

40. Performance Security .................................................................................................. 18

41. Advance Payment and Security .................................................................................. 18

42. Plant and Materials on site .......................................................................................... 18

43. Debriefing ................................................................................................................... 18

Section I - Instructions to Bidders

A. General

1. Scope of Bid 1.1 The Public Entity as defined in Section II “Bidding Data Sheet”

(BDS) also referred to herein as Employer invites bids for the

construction of Works, as described in the BDS and Section VII,

“Special Conditions of Contract” (SCC).

The name and identification number of the Contract are

provided in the BDS and the SCC.

1.2 The successful Bidder shall be expected to complete the

Works by the Intended Completion Period specified in the

BDS.

1.3 Throughout these bidding documents, the terms:

(a) the term “in writing” means communicated in written

form (e.g. by mail, e-mail, fax,) with proof of receipt;

(b) if the context so requires, “singular” means “plural” and

vice versa;

2. Source of Fund 2.1 The Works shall be financed by the Public Entity’s own

budgetary allocation, unless otherwise stated in the BDS.

3. Public Entities 3.1 The public entities related to these bidding documents are

Related to Bidding the Public Entity, acting as procurement entity (Purchaser),

Documents & to the Procurement Policy Unit, in charge of issuing standard

application for bidding documents and responsible for any amendment

review these may require, the Central Procurement Board in charge

of vetting Bidding document, receiving and evaluation of bids

in respect of major contracts and the Review Panel, set up

under the Public Procurement Act, 2015 (hereinafter referred

to as the Act.)

The Chairperson

Review Panel

Ministry of Finance

Private Bag 13295

Windhoek, Namibia

4. Fraud and 4.1 The Government of the Republic of Namibia requires that

Corruption bidders/suppliers/contractors, participating in procurement

in Namibia, observe the highest standard of ethics during the

procurement process and execution of contracts.

4.2 The Employer will reject a proposal for award if it determines

that the Bidder recommended for award has, directly or

through an agent, engaged in corrupt, fraudulent, collusive,

coercive or obstructive practices in competing for the

contract in question;

For the purposes of this Sub-Clause:

(i) “corrupt practice” is the offering, giving, receiving or

soliciting, directly or indirectly, of anything of value to

influence improperly the actions of another party;

(ii) “fraudulent practice” is any act or omission, including a

misrepresentation, that knowingly or recklessly

misleads, or attempts to mislead, a party to obtain a

financial or other benefit or to avoid an obligation;

(iii) “collusive practice” is an arrangement between two or

more parties designed to achieve an improper purpose,

including to influence improperly the actions of another

party;

(iv) “coercive practice” is impairing or harming, or

threatening to impair or harm, directly or indirectly, any

party or the property of the party to influence

improperly the actions of a party;

(v) “obstructive practice” is deliberately destroying,

falsifying, altering or concealing of evidence material to

the investigation or making false statements to

investigators in order to materially impede an

investigation into allegations of a corrupt, fraudulent,

coercive or collusive practice; and/or threatening,

harassing or intimidating any party to prevent it from

disclosing its knowledge of matters relevant to the

investigation or from pursuing the investigation.

4.3. Bidders, suppliers and public officials shall also be aware of the

provisions stated in section 67 and 68 of the Public

Procurement Act, 2015 which can be consulted on the website

of the Procurement Policy Unit (PPU) :

www.mof.gov.na/procurement-policy-unit

5. Eligible Bidders 5.1 A Bidder may be a natural person, private entity, or

government-owned entity or any combination of them in the

form of a joint venture, under an existing agreement, or with

the intent to constitute a legally-enforceable joint venture. All

partners shall be jointly and severally liable for the execution

of the Contract in accordance with the Contract terms.

5.2 A Bidder shall not have a conflict of interest. All Bidders found

to have a conflict of interest shall be disqualified. A Bidder may

be considered to have a conflict of interest with one or more

parties in this bidding process, if :

(a) they have a controlling partner in common; or

(b) they receive or have received any direct or indirect

subsidy from any of them; or

this bid; or

(d) they have a relationship with each other, directly or

through common third parties, that puts them in a

position to have access to information about or influence

on the Bid of another Bidder, or influence the decisions

of the Employer regarding this bidding process; or

(e) a Bidder participates in more than one bid in this bidding

process. Participation by a Bidder in more than one Bid

will result in the disqualification of all Bids in which the

party is involved. However, this does not limit the

inclusion of the same subcontractor in more than one bid;

(f) a Bidder or any of its affiliates participated as a consultant

in the preparation of the design or technical

specifications of the contract that is the subject of the

Bid; or

(g) a Bidder, or any of its affiliates has been hired (or is

proposed to be hired) by the Employer as Engineer for the

contract.

5.3 (a)A bidder that is under a declaration of ineligibility by the

Government of Namibia in accordance with applicable laws

at the date of the deadline for bid submission and

thereafter shall be disqualified

(b)Bids from contractors appearing on the ineligibility lists of

African Development Bank, Asian Development Bank,

European Bank for Reconstruction and Development, Inter-

American Development Bank Group and World Bank Group

shall be rejected.

5.4 Government-owned enterprises in the Republic of Namibia

shall be eligible only if they can establish that they are legally

and financially autonomous and operate under commercial

law, and that they are not a dependent agency of the

Government.

6. Qualifications of 6.1 All bidders shall provide in Section IV, a preliminary description of

Bidders the proposed work method and schedule, including drawings and

charts, as necessary.

6.2 Bidders shall include the information and documents listed

hereunder with their bids, unless otherwise stated in the BDS.

The non-submission of the documents by the Bidder within the

prescribed period may lead to the rejection of its bid.

(a) copies of original documents defining the constitution or

legal status, place of registration, and principal place of

business of the Bidder;

(b) total monetary value of construction works performed for

each of the last five years;

the last five years or as otherwise stated in the BDS; and

clients who may be contacted for further information on

those contracts;

(d) major items of construction equipment proposed to carry

out the Contract;

(e) qualifications and experience of key site personnel and

technical personnel proposed for the contract;

(f) report on the financial standing of the Bidder for the last

three years, such as certified copies of Financial

Statements/Audited Accounts as filed at the Registrar of

Companies;

(g) evidence of adequacy of working capital for this Contract

(access to line(s) of credit and availability of other

financial resources);

(h) authority to seek references from the Bidder’s bankers;

and

(i) information regarding any litigation, current or during the

last five years, in which the Bidder was/is involved, the

parties concerned, the issues involved, the disputed

amounts, and awards;

(j) proposals for subcontracting components of the Works

amounting to more than 10 percent of the Contract Price.

6.3 To qualify for award of the Contract, bidders shall meet the

following minimum qualifying criteria:

(a) a minimum average annual financial amount of

construction work over the period specified in the BDS.

(b) experience as prime contractor in the construction of a

minimum number of works of a nature and complexity

equivalent to the Works over a period as specified in the

BDS (To comply with this requirement, works cited

should be at least 70 percent complete);

etc.) of the essential equipment listed in the BDS;

(d) a Contract Manager/Supervisor with five years’

experience in works of an equivalent nature and

volume, including no less than three years as Manager

or as otherwise specified in the BDS; and

(e) liquid assets and/or credit facilities, net of other

contractual commitments and exclusive of any advance

payments which may be made under the Contract, of no

less than the amount specified in the BDS.

A consistent history of litigation or arbitration awards against

the Applicant or any partner of a Joint Venture may result in

disqualification.

B. Contents of Bidding Document

7. Sections of 7.1 The Bidding Document consists of all the Sections indicated

Bidding Document below, and should be read in conjunction with any Addenda

issued in accordance with ITB 10.

Section I - Instructions to Bidders (ITB)

Section II- Bidding Data Sheet

Section III - Evaluation Criteria

Section IV - Bidding Forms

Section V - Employer’s Requirements

Section VI – General Conditions of Contract

Section VII- Special Conditions of Contract

Section VIII - Contract Forms

7.2 The Invitation for Bids issued by the Employer is not part of the

Bidding Document.

8. Clarification of 8.1 A prospective Bidder requiring any clarification of the Bidding

Bidding Document Document shall contact the Employer in writing at the

Employer’s address indicated in the BDS.

The Employer will respond in writing to any request for

clarification, provided that such request is received 14 days

prior to the deadline for submission of bids.

Should the Employer deem it necessary to amend the Bidding

Document as a result of a request for clarification, it shall do

so following the procedure under ITB 10.

9. Site visit/Pre-bid 9.1 Bidders, at the Bidders’ own responsibility and risk, are

meeting encouraged to visit and examine the Site of Works and its

surroundings and obtain all information that may be necessary

for preparing their Bids and entering into a contract for

construction of the Works. The costs of visiting the Site shall

be at the Bidders’ own expense.

9.2 The Bidder or its designated representative is invited to attend

a pre-bid meeting, as provided for in the BDS. The purpose of

the pre-bid meeting will be to clarify issues and to answer

questions on any matter that may be raised at that stage.

Non-attendance at the pre-bid meeting will not be a cause for

disqualification of a bidder.

10. Amendment of 10.1 At any time prior to the deadline for submission of bids, the

Bidding Employer may amend the Bidding Document by issuing

Document addenda and extend the deadline for submission of bids, if

needed.

C. Preparation of Bids

11. Cost of Bidding 11.1 The Bidder shall bear all costs associated with the preparation

and submission of its Bid, and the Employer shall in no case be

responsible or liable for those costs irrespective of the

outcome of the bidding process.

12. Language of Bid 12.1 The Bid, supporting documents as well as all correspondence

relating to the bid exchanged by the Bidder and the Employer

shall be in English Language.

13. Documents 13.1 The Bid shall comprise the following:

Comprising the

Bid (a) Bid submission Form (in the format indicated in Section

IV);

(b) Qualification information and documentary evidence

establishing the Bidder’s qualifications to perform the

contract;

(d) the following documentary evidence is required:

1. have a valid company Registration Certificate;

entities incorporated in Namibia with no less than 51

percent equity that is owned by Namibian citizens of

which no less than 30 percent is owned by previously

disadvantaged persons;

2. have valid original or certified copy of good Standing

Tax Certificate;

3. have a valid original or certified copy of good

Standing Social Security Certificate;

4. have a valid original or certified copy of BIPA good

Standing Certificate

5. have a valid certified copy of Affirmative Action

Compliance Certificate, proof from Employment

Equity Commissioner that bidder is not a relevant

employer, or exemption issued in terms of Section 42

of the Affirmative Action Act, 1998;

6. An undertaking on the part of the Bidder that the

salaries and wages payable to its personnel in

respect of this proposal are compliant to the relevant

laws, Remuneration Order, and Award, where

applicable and that it will abide to sub-clause 4.6 of

the General conditions of Contract if it is awarded

the contract or part thereof; and;

14. Bid Submission 14.1 The Bid Submission Form, Schedules, and all documents listed

Form and under ITB 13.1 shall be prepared using the relevant forms, if so

Schedules provided.

15. Alternative 15.1 Alternative Technical Proposals and completion dates if

Proposal allowed shall be indicated in Section V- Specifications. The

evaluation methodologies for their consideration shall be

given in Section III.

16. Bid Prices and 16.1 The Contract shall be for the whole Works, as described in ITB

Discounts Sub-Clause 1.1, based on the Bill of Quantities submitted by the

Bidder.

16.2 Bidders shall fill in rates and prices for all items of the Works

described in the Bill of Quantities. Items for which no rate or

price is entered by Bidders, shall not be paid for by the Public

Entity when executed and shall be deemed covered by the

other rates and prices in the Bill of Quantities. Corrections, if

any, shall be made by crossing out, initialing, dating and

rewriting.

16.3 All duties, taxes, and other levies payable by the Contractor

under the Contract, or for any other cause, as of the date 14

days prior to the deadline for submission of bids, shall be

included in the rates, prices, and total Bid price submitted by

Bidders.

16.4 The price to be quoted in the Bid Submission Form shall be the

total price of bid after any discount offered.

The discount if any and the conditions of its application shall be

indicated separately.

17. Currencies of Bid 17.1 The bid price and rates shall be in Namibian Dollars and fixed

and Payment for the duration of the contract unless otherwise specified in

the BDS.

17.2 Unless otherwise specified in BDS interim payment for Plant

and Material on site is applicable as per GCC 39.7.

18. Documents 18.1 The Bidder shall furnish a Technical Proposal including a

Comprising the statement of work methods, equipment, personnel, schedule

Technical Proposal and any other information as stipulated in the Bidder

Qualification Form (section IV), in sufficient details to

demonstrate the adequacy of the Bidders’ proposal to meet

the work requirements and the completion time.

19. Period of Validity 19.1 Bids shall remain valid for a period specified in the BDS. The

of Bids Bid Validity period should not exceed 180 days.

19.2 In exceptional circumstances, prior to expiry of the original bid

validity period, the Employer may request that the bidders

extend the period of validity for a specified additional period.

The request and the responses thereto shall be made in

writing.

20. Bid Security/Bid 20.1 The Bidder shall furnish either a subscription to a Bid Securing

Securing Declaration Security or a Bid Security in its original form with

Declaration its bid as part of its bid, if so required in the BDS.

20.2 Bid Security shall be in the form of a Bank Guarantee from a

local commercial bank as per the format contained in section

IV and shall be valid for a period of 30 days beyond the validity

period of the bid or beyond any period of extension.

20.3 Any bid not accompanied by an enforceable and substantially

compliant Bid Security or a subscription to a Bid Securing

Declaration in the Bid Submission Form, if required in

accordance with ITB 20.1, shall be rejected by the Employer as

non-responsive.

20.4 Bid Security shall be forfeited or the Bid Securing declaration

exercised for non-compliance on the part of the Bidder for

reasons mentioned in the Bid Security format contained in

Section III or the Bid Suring Declaration contained as Appendix

to the Bid Submission Form.

21. Format and 21.1 The Bidder shall prepare one original of the documents

Signing of Bid comprising the bid as described in ITB 13.1 and clearly mark it

“ORIGINAL”. In addition, the Bidder shall submit the number of

copies as specified in the BDS, clearly mark with the label

“COPY.” In the event of any discrepancy between the original

and the copies, the original shall prevail.

21.2 The original and all copies of the bid shall be typed or written

in indelible ink and shall be signed by a person duly authorized

to sign on behalf of the Bidder.

D. Submission and Opening of Bids

22. Sealing and 22.1 Bidders may always submit their bids by mail or by hand.

Marking of Bids Procedures for submission, sealing and marking are as follows:

(a) Bidders submitting bids by mail or by hand shall enclose

the original and each copy of the Bid, including alternative

bids, if permitted in accordance with ITB 15, in separate

sealed envelopes, duly marking the envelopes as

“ORIGINAL”, “ALTERNATIVE” and “COPY.” These envelopes

containing the original and the copies shall then be

enclosed in one single envelope. The rest of the procedure

shall be in accordance with ITB sub-Clauses 22.2.

22.2 The inner and outer envelopes shall:

(a) bear the name and address of the Bidder;

(b) be addressed to the Employer as indicated in ITB 22.1;

indicated in accordance with ITB 1.1; and

(d) bear a warning not to open before the time and date for

bid opening.

23. Deadline for 23.1 Bids shall be delivered to the Employer at the address and no

Submission of Bids later than the time and date specified in the BDS.

The Employer may, at its discretion, extend the deadline for

the submission of bids by amending the Bidding Document in

accordance with ITB 10.

24. Late Bids 24.1 Late bids shall not be considered. They will be returned

unopened

25. Withdrawal, 25.1 No bid may be withdrawn, substituted, or modified in the

Substitution, and interval between the deadline for submission of bids and the

Modification of expiration of the period of bid validity specified by the Bidder

Bids on the Bid submission Form or any extension thereof.

26. Bid Opening 26.1 The Employer shall open the bids at the time place and address

specified in the BDS in the presence of Bidders` designated

representatives who choose to attend.

26.2 The bidders' names, the Bid Prices, the total amount of each

bid, any discounts, any alternative bid, bid modifications and

withdrawals, the presence or absence of bid security, and

such other details as the Employer may consider appropriate,

will be announced and recorded by the Employer at the

opening.

E. Evaluation and Comparison of Bids

27. Confidentiality 27.1 Information relating to the examination, evaluation,

comparison, and post-qualification of bids and

recommendation of contract award, shall not be disclosed to

Bidders or any other person not officially concerned with such

process.

27.2 Any attempt by a Bidder to influence the Employer in the

evaluation of the bids or Contract award decisions may result

in the rejection of its bid.

28. Clarification of 28.1 To assist in the examination, evaluation, and comparison of

Bids the bids, and qualification of the Bidders, the Employer may,

at its discretion, ask any Bidder for a clarification of its bid. No

change in the prices or substance of the bid shall be sought,

offered, or permitted, except to confirm the correction of

arithmetical errors discovered by the Employer in the

evaluation of the bids, in accordance with ITB 31.

29. Determination of 29.1 The Employer’s determination of a bid’s responsiveness is to

Responsiveness be based on the contents of the bid itself, as defined in ITB13.

29.2 A substantially responsive bid is one that meets the

requirements of the Bidding Document without material

deviation, reservation, or omission.

29.3 The Employer shall examine the technical aspects of the bid

submitted in accordance with ITB 18, Technical Proposal, in

particular, to confirm that all requirements of Section V

(Employer’s Requirements) have been met without any

material deviation, reservation or omission.

29.4 If a bid is not substantially responsive to the requirements of

the Bidding Document, it shall be rejected by the Employer and

may not subsequently be made responsive by correction of the

material deviation, reservation, or omission.

30. Nonconformities, 30.1 Provided that a bid is substantially responsive, the Employer

Errors, and may waive any non-material non-conformity in the bid,

Omissions request that the Bidder submit the necessary information or

documentation, to rectify nonmaterial nonconformities in the

bid related to documentation requirements but not related to

any aspect of the price of the bid; and shall rectify quantifiable

nonmaterial nonconformities related to the Bid Price.

31. Correction of 31.1 Provided that the bid is substantially responsive, the Employer

Arithmetical shall correct arithmetical errors on the following basis:

Errors

(a) only for unit price contracts, if there is a discrepancy

between the unit price and the total price that is obtained

by multiplying the unit price and quantity, the unit price

shall prevail and the total price shall be corrected, unless

in the opinion of the Employer there is an obvious

misplacement of the decimal point in the unit price, in

which case the total price as quoted shall govern and the

unit price shall be corrected;

(b) if there is an error in a total corresponding to the addition

or subtraction of subtotals, the subtotals shall prevail and

the total shall be corrected; and

amount in words shall prevail, unless the amount

expressed in words is related to an arithmetic error, in

which case the amount in figures shall prevail subject to

(a) and (b) above.

32. Margin of 32.1 Unless otherwise specified in the BDS, Margin of preference

Preference shall not apply.

33. Evaluation of Bids 33.1 The Employer shall use the criteria and methodology defined

in this clause and no other evaluation criteria or

methodologies shall be permitted.

33.2 To evaluate a bid, the Employer shall consider the following:

(a) the bid price, excluding Provisional Sums and the

provision, if any, for contingencies in the Summary Bill of

Quantities for admeasurement contracts or Schedule of

Prices for lump sum contracts, but including Daywork

items, where priced competitively; and

(b) price adjustment for correction of arithmetic errors,

discounts, non-conformities, due to the supplementary

criteria as defined in Section III, and Margin of Preference,

if applicable.

33.3 If this Bidding Document allows Bidders to quote separate

prices for different contracts, and to award multiple contracts

to a single Bidder, the methodology to determine the lowest

evaluated price of the contract combinations, including any

discount offered in the Bid Submission Form, is specified in

Section III (Evaluation and Qualification Criteria).

33.4 If the bid for an admeasurement contract, which results in the

lowest Evaluated Bid Price, is seriously unbalanced, front

loaded or substantially below updated estimates or if any item

in the Priced Activity Schedule is front loaded or contains an

erroneous amount in the opinion of the Employer, the

Employer may after clarification require the Bidder to produce

detailed price analysis for any or all items that the amount of

the performance security be increased at the expense of the

Bidder.

34. Comparison of 34.1 The Employer shall compare all substantially responsive bids in

Bids accordance with ITB 33 to determine the lowest evaluated bid.

35. Qualification of 35.1 The Employer shall determine to its satisfaction whether the

the Bidder Bidder that is selected as having submitted the lowest

evaluated substantially responsive bid meets the qualifying

criteria.

36. Employer’s Right 36.1 The Employer reserves the right to accept or reject any bid,

to Accept Any Bid, and to annul the bidding process and reject all bids at any time

and to Reject Any prior to contract award, without thereby incurring any liability

or All Bids to Bidders.

F. Award of Contract

37. Award Criteria 37.1 Subject to ITB 36.1, the Employer shall award the Contract to

the Bidder whose offer has been determined to be the lowest

evaluated bid and is substantially responsive to the Bidding

Document, provided further that the Bidder is determined to

be qualified to perform the Contract satisfactorily.

38. Notification of 38.1 Prior to the expiration of the period of bid validity, the

Award Employer shall, for contract amount above the prescribed

threshold of N$ 2 M, notify the selected bidder of the proposed

award and accordingly notify unsuccessful bidders. Subject to

Challenge, the Employer shall notify the selected Bidder, in

writing, by a Notification of award for award of contract. The

Notification of award shall specify the sum that the Employer

will pay the Contractor in consideration of the execution and

completion of the Works (hereinafter and in the Conditions of

Contract and Contract Forms called “the Contract Price”) and

the requirement for the Contractor to remedy any defects

therein as prescribed by the Contract. Within seven days from

the issue of notification of award, the Purchaser shall publish

on the Public Procurement Portal (www.mof.gov.na/procurement-

policy-unit) and the Purchaser’s website, the results of the

Bidding Process identifying the bid and lot numbers and the

following information:

(i) name of the successful Bidder, and the Price it offered,

as well as the duration and summary scope of the contract

awarded; and

(ii) an executive summary of the Bid Evaluation Report.

38.2 Until a formal contract is prepared and executed, the

notification of award shall constitute a binding Contract.

39. Signing of 39.1 Promptly upon issue of notification of award, the Employer

Contract shall send to the successful Bidder the Contract Agreement.

39.2 Within thirty (30) days of receipt of the Contract Agreement,

the successful Bidder shall sign, date, and return it to the

Employer.

40. Performance 40.1 Within thirty (30) days of the receipt of the notification of

Security award from the Employer, the successful Bidder shall furnish

the Performance Security in accordance with the conditions of

contract, using for that purpose the Performance Security

Form included in Section VIII (Contract Forms).

40.2 Failure of the successful Bidder to submit the above-

mentioned Performance Security or to sign the Contract

Agreement within the prescribed delay shall constitute

sufficient grounds for the annulment of the award and

forfeiture of the bid security.

41. Advance Payment 41.1 The Public Entity shall provide an Advance Payment on the

and Security Contract Price as stipulated in the GCC, subject to a maximum

amount, as stated in the BDS. The Advance Payment shall be

guaranteed by a security as per the format contained in

Section VIII.

42. Plant and 42.1 Unless otherwise specified in BDS interim payment for Plant

Materials on site and Material on site is applicable as per GCC 39.7.

43. Debriefing 43.1 The Purchaser shall promptly attend to all debriefing for the

contract made in writing and within 30 days from the date of

the publication of the award or date the unsuccessful bidders

are informed about the award.

Section II - Bidding Data Sheet (BDS)

The following specific data for the works to be procured shall complement, supplement, or amend

the provisions in the Instructions to Bidders (ITB). Whenever there is a conflict, the provisions herein

shall prevail over those in ITB.

A. General

ITB 1.1 The Public Entity is:

Business Intellectual and Property Authority

PO Box 185

Windhoek

Namibia

The Project is:

The Proposed New BIPA Office Development

On Erf 8681, Robert Mugabe Avenue, Windhoek

The name and identification of the Contract are:

The Proposed New BIPA Office Development

On Erf 8681, Robert Mugabe Avenue, Windhoek

Procurement reference number:

W/ONB/BIPA-01/2026

ITB 1.2 The Intended Completion period is 6 Months from start date

ITB 2.1 The Funding Agency is: BIPA

ITB 5.3 A list of firms debarred from participating in Public Procurement in

Namibia is available at http://www.mof.gov.na/procurement-policy-unit

A list of firms debarred by World Bank is available at

http://www.worldbank.org/debarr

ITB 6.2 The information required from bidders in ITB Sub-Clause 6.2 is modified as

follows:

6.2 (i) This is to include any Arbitration and Adjudication

ITB 6.3 (a) The Contractor must have a minimum average annual financial amount of

N$ 20,000,000.00 (Twenty Million Namibia Dollar)

construction of over the last 3 years.

ITB 6.3 (b) 1 (one)

3 years

ITB 6.3 (c) The essential equipment to be made available for the Contract by the

successful Bidder shall be:

Excavator

Crane

Transport (Truck/baggy)

Concrete Mixer

Compactor

Scaffolding

Generator

Jack Hammer

The bidder shall indicate sufficient plant and equipment for

completion of the Contract (own, lease or hire agreements)

ITB 6.3 (d) Bidders shall provide a detailed CV of the contracts manager to be

appointed for this project.

The contracts manager shall be fluent in both English writing and oral

communication.

ITB 6.3 (e) The minimum amount of liquid assets and/or credit facilities net of other

contractual commitments of the successful Bidder shall be:

20% of the Contract Sum

B. Bidding Documents

ITB 8.1 The Public Entity’s address for clarification is:

BIPA Business Hub

172 Jan Jonker Road

Windhoek

Mr. J. Shaanika

Tel: +264 61 299 4309

Email: shaanikaj@bipa.na

ITB 9.2 A pre-bid meeting has been scheduled for: 07 April 2026 on site at 11H00

The bidder must acquaint himself with the site, access and surrounding

properties.

No claims for extras arising from the contractor having failed to comply with

the above or having failed to attend the pre-bid meeting will be entertained.

C. Preparation of Bids

ITB 13.1(e) Any additional materials required to be completed and submitted by the

Bidders are: None

ITB 17.1 The Contract is not subject to price adjustment.

ITB 17.2 Interim Payment for Plant and Material on site is applicable.

80% of materials rate with proof of ownership confirmed.

ITB 19.1 The Bid shall be valid for 180 days days after the deadline set for the

submission of bid, the deadline being counted as day one of the validity

period.

ITB 20.1 Bid shall include a subscription to a Bid Securing Declaration

D. Submission and Opening of Bids

ITB 22.1 The deadline for submission of bids shall be 12 May 2026 at 11h00.

ITB 23.1 The Employer’s address for the purpose of Bid submission is

BIPA Business Hub

172 Jan Jonker Road

Windhoek

NOTE: A BID BOX WILL BE PROVIDED AT THE RECEPTION AREA. THE BOX

BOX WILL BLOSED AT EXACTLY 11:01 AT THE DAY OF BID CLOSURE AND

WILL ONLY BE OPENED DURING BID OPENING

ITB 26.1 The bid opening shall take place at:

BIPA Business Hub

172 Jan Jonker Road

Windhoek

12 May 2026 at 11H15

E. Evaluation and Comparison of Bids

ITB 32.1 A margin of preference shall not apply.

F. Award of Contract

ITB 40.1 The Standard Form of Performance Security acceptable to the Public Entity

shall be “a Bank Guarantee”. The Bank guarantee shall be 10% of the

contract price inclusive of provisional and contingencies sum and VAT.

ITB 41.1 The Advance Payment shall not apply.

ITB 42.1 Interim Payment for Plant and Material on site is applicable.

80% of materials rate with proof of ownership confirmed.

Section III - Evaluation Criteria

This section contains supplementary criteria that the Employer shall use to evaluate bids.

1. Evaluation

In addition to the criteria listed in ITB 6.2, ITB 6.3, ITB 13.1 and ITB 33 the following criteria

shall apply:

(i) Adequacy of Technical Proposal

Evaluation of the Bidder's Technical Proposal will include an assessment of the

Bidder's technical capacity to mobilize key equipment and personnel for the contract

consistent with its proposal regarding work methods, scheduling, and material

sourcing in sufficient detail and fully in accordance with the requirements stipulated

in Section V (Employer's Requirements).

(ii) Mandatory, Technical and Financial Requirements

The bidder will be evaluated against a combination of Mandatory, Technical and

Financial criteria (combined scoring method). Maximum technical criteria equal

100% with a pass score of 70%. The financial criteria equal 30%.

(iii) Mandatory, Technical and Financial Requirements checklist

MANDATORY REQUIREMENT Please tick

1 Original valid or certified copy Certificate of Good Standing Tax for

Procurement Purposes, issued NAMRA

2 Certified copy of a valid Affirmative Action Compliance Certificate

(issued in terms of Section 42 of the Affirmative Action (Employment)

Act 29 of 1998, as amended); or Letter from the Employment Equity

Commission or exemption issued in terms of Section 42 of the

Affirmative Action Act, 1998.

(letter should be on letterhead, stamped and signed by the EEC).

3 Original valid or certified copy of Good Standing Certificate with the

Social Security Commission.

4 Certified Copy of the Close Corporation Certificate (issued in terms of

Act 26 of 1988) or Founding Statement or any other Company

Registration Certificate. Entities incorporated in Namibia with no less

than 51 percent equity that is owned by Namibian citizens of which no

less than 30 percent is owned by previously disadvantaged persons

5 Submit BIPA Good standing Certificate

6 Signed Bid-securing Declaration & Written Undertaking (these forms

are part of the bid document)

7 An undertaking on the part of the Bidder that the salaries and wages

payable to its personnel in respect of this proposal are compliant to the

relevant laws, Remuneration Order, and Award, where applicable and

that it will abide to sub-clause 4.6 of the General conditions of Contract

if it is awarded the contract or part thereof; and;

8 Duly completed and signed Bid Submission Form on stationery with its

letterhead clearly showing the Bidder’s complete name and address

this is mandatory.

9 The Contractor must have a minimum average annual financial amount

of N$ 20,000,000.00 (Twenty Million Namibia Dollar)

construction of over the last 3 years.

10 Original receipts (proof of payment) attached on the bidding

document.

2. Technical Evaluation Criteria

a. Technical Staff (attach qualifications) Maximum 20 points

Key Personnel Qualifications Points Max 5

1 No=2 >2 No=5

(Name)

2 Artisans/Technicians Qualification/Experience Points Max 10

(1-2) (3-5) No= 5 6> No=10

No=2

(Name)

3 Support Staff Points Max 5

(1-5) (6-11) No= 12 > No=

No=2 3 5

(Name)

Total Points on Staff

b. Plant and Equipment (Maximum 15 points)

Relevant Equipment Points

1 Excavator 5

2 Crane 5

3 Transport (Truck/baggy) 5

4 Concrete Mixer 2

5 Compactor 2

6 Scaffolding 2

7 Jack Hammer 2

Total Points on Plant & Equipment

c. Completed Projects of a Similar Nature (Maximum 20 Points)

Project Name Completed Project Value in Millions Max 20 points

on Time Minimum 1 project Within 5 years

(yes/No)

(1-5) (6-10) (11-15) >20

Million =5 Million =10 Million =15 Million =

Total points

The Bids that score 70% and above shall be considered for Further Evaluation

Formulae: Total Bidders Points X 100% = Bidders% score

Maximum Points

d. Multiple Contracts

Pursuant sub-clause 1.1 of the Instructions to Bidders, if Works are grouped in

multiple contracts, evaluation will be as follows: N/A

e. Completion Time

An alternative Completion Time, if permitted under ITB 15.1, will be evaluated as

follows: N/A

f. Technical Alternatives

Technical alternatives, if permitted under ITB 15.1, will be evaluated as follows: N/A

g. Margin of Preference

No margin of preference will be applicable.

h. Technical Specifications

The bid will be evaluated in terms of technical compliance with the

Specifications and scope of work as described in the schedule of activities/BoQ.

i. Financial Evaluation and Shortlisting Criteria:

Offers that are substantially responsive shall be compared on the basis of evaluated

cost to determine the lowest evaluated quotation. Only bids determined compliant

with all the stages of evaluation above will be evaluated in terms of price. Prices of

bids deemed not fair and reasonable may not be considered. This will be determined

based on the Professional Consultant’s Cost Estimate and the Market.

Only bids within a margin not below or above fifteen percent (15%) of the approved

professional cost estimate and prevailing market rates shall be considered responsive

for financial evaluation and shortlisting purposes.

If two or more bidders submit the same price, the most responsive bid will be

determined by the bidders relevant experience and the value of similar projects they

have completed.

Section IV - Bidding Forms

Table of Forms

Bid Submission Form....................................................................................................................... 30

Bid Securing Declaration................................................................................................................. 31

Written undertaking ........................................................................................................................ 33

Qualification Information ............................................................................................................... 35

Bills of Quantities ............................................................................................................................. 38

Bid Submission Form

The Bidder must prepare the Bid Submission Form on stationery with its letterhead clearly

showing the Bidder’s complete name and address( mandatory).

Date: _______________

Bidder’s Reference No.: _______________

Procurement Reference No:……………………

To:

We, the undersigned, declare that:

(a) We have examined and have no reservations to the Bidding Documents, including Addenda

issued in accordance with Instructions to Bidders (ITB) Clause 10;

(b) We offer to execute in conformity with the Bidding Documents the following Works:

_________________________________________________________________;

__________________________________________________________________

_________________________________________________________________;

(d) The discounts offered and the methodology for their application are:

__________________________________________________________________

_________________________________________________________________ ;

(e) Our bid shall be valid for a period of ________ [insert validity period as specified in ITB 19.1.]

days from the date fixed for the bid submission deadline in accordance with the Bidding

Documents, and it shall remain binding upon us and may be accepted at any time before the

expiration of that period;

(f) We hereby confirm that we have read and understood the content of the Bid Securing

Declaration attached hereto and subscribe fully to the terms and conditions contained

therein, if required. We understand that non-compliance to the conditions mentioned may

lead to disqualification.

(g) If our bid is accepted, we commit to obtain a Performance Security and a Preference Security

(if applicable) in accordance with the Bidding Document;

(h) We, including any subcontractors or suppliers for any part of the contract, do not have any

conflict of interest in accordance with ITB 5.2;

(i) We are not participating, as a Bidder in more than one bid in this bidding process other than

alternative offers submitted in accordance with ITB 15;

(j) Our firm, its affiliates or subsidiaries, including any Subcontractors or Suppliers for any part

of the contract, has not been declared ineligible under the laws of Namibia;

(k) We are not a government owned entity / We are a government owned entity but meet the

requirements of ITB 5.4;1

(l) We understand that this bid, together with your written acceptance thereof included in your

notification of award, shall constitute a binding contract between us, until a formal contract

is prepared and executed;

(m) We understand that you are not bound to accept the lowest evaluated bid or any other bid

that you may receive; and

(n) If awarded the contract, the person named below shall act as Contractor’s Representative:

________________________________________________________

Name:

In the capacity of:

Signed:

Duly authorized to

sign the Bid for and on

behalf of:

Date:

Seal of Company

Appendix to Bid Submission Form

Bid Securing Declaration

(Section 45 of Act)

(Regulation 37(1)(b) an 37(5))

Use one of the two options as appropriate.

Date: ........[Day|month|year]..........

Procurement Ref No.: ..................................................

To: .........[insert complete name of Public Entity and address]........

I/We* understand that in terms of section 45 of the Act a public entity must include in the bidding document

the requirement for a declaration as an alternative form of bid security.

I/We* accept that under section 45 of the Act, I/we* may be suspended or disqualified in the event of

(a) a modification or withdrawal of a bid after the deadline for submission of bids during the period of validity;

(b) refusal by a bidder to accept a correction of an error appearing on the face of a bid;

document, should I/We* be successful bidder; or

(d) failure to provide security for the performance of the procurement contract if required to do so by the bidding

document.

I/We* understand this bid securing declaration ceases to be valid if I am/We are* not the successful Bidder

Signed: ..................................................................................................................................................

[insert signature of person whose name and capacity are shown]

Capacity of:

[indicate legal capacity of person(s) signing the Bid Securing Declaration]

Name: ...................................................................................................................................................

[insert complete name of person signing the Bid Securing Declaration]

Duly authorized to sign the bid for and on behalf of: [insert complete name of Bidder]

Dated on ____________ day of __________________, _______

[insert date of signing]

Corporate Seal (Mandatory)

[Note*: In case of a joint venture, the bid securing declaration must be in the name of all partners to the joint

venture that submits the bid.]

*delete if not applicable / appropriate

Republic Of Namibia

Ministry of Labour, Industrial Relations and Employment Creation

Written undertaking

in terms of section 138 of the Labour Act, 2015 and section 50(2)(D) of the Public

Procurement Act, 2015

1. EMPLOYERS DETAILS

Company Trade Name:………………………………………………………

Registration Number :...……………………………………………………...

Vat Number: …………………………………………………………………

Industry/Sector: ………………………………………………………………

Place of Business:……………………………………………………………..

Physical Address:……………………………………………………………..

Tell No.:………………………………………………………………………

Fax No.:……………………………………………………………………….

Email Address:………………………………………………………………..

Postal Address:………………………………………………………………..

Full name of Owner/Accounting Officer:……………..……………………...

…………………………………………………………………………….......

Email Address:………………………………………………………………..

2. PROCUREMENT DETAILS

Procurement Reference No.:……………………………………………………..

Procurement Description: ………………………………………………………..

……………………………………………………………………………………

Anticipated Contract Duration: ………………………………………………….

Location where work will be done, good/services will be delivered: …………..

……………………………………………………………………………………

3. UNDERTAKING

I ……………………………………………[insert full name], owner/representative

of ………………………………………………………….[insert full name of company]

hereby undertake in writing that my company will at all relevant times comply

fully with the relevant provisions of the Labour Act and the Terms and Conditions of

Collective Agreements as applicable.

I am fully aware that failure to abide to such shall lead to the action as stipulated in section

138 of the labour Act, 2007, which include but not limited to the cancellation of the

contract/licence/grant/permit or concession.

Signature: ……………………………..

Date: …………………………………..

Seal:…………………………………….

Please take note:

1. A labour inspector may conduct unannounced inspections to assess the level of compliance

2. This undertaking must be displayed at the workplace where it will be readily accessible and visible by the employees rendering service(s) in relations

to the goods and services being procured under this contract.

Qualification Information

1. Individual 1.1 Constitution or legal status of Bidder: [attach copy]

Bidders or

Individual Place of registration: [insert]

Members of Principal place of business: [insert]

Joint Ventures

Evidence of signatory authorized to sign the bid ( if applicable):

[attach]

1.2 Annual amounts of construction works performed during the

last [insert number] years [insert amounts in the national

currency equivalent]

1.3 Number [insert number] of works of a nature and amount

similar to the Works performed as prime Contractor over the

last [insert number] years. [Also list details of work under way

or committed, including expected completion date(s).]

Project/Contract name Name of client and Type of work performed Value of contract

and country contact person and year of completion in NAD

(a)

(b)

1.4 Major items of Contractor’s Equipment proposed for carrying

out the Works. [List all information requested below. Refer also

to ITB Sub-Clause 6.3 (c).]

Item of Description, make, Condition (new, good, poor) Owned, leased (from whom?), or to

equipment and age (years) and number available be purchased (from whom?)

(a)

(b)

1.5 Qualifications and experience of key personnel proposed for

administration and execution of the Contract. [Attach

biographical data. Refer also to ITB Sub-Clause 6.3 (d).]

Position Name Years of experience Years of experience in

(general) proposed position

(a)

(b)

1.6 Proposed subcontracts and firms involved. Refer to General

Conditions of Contract Clause 7.

Sections of the Works Value of Subcontractor Experience in similar work

subcontract (name and address)

(a)

(b)

1.7 Financial reports for the last 3 years: Financial Statements,

Audited Accounts, etc. [List below and attach copies.]

1.8 Evidence of access to financial resources to meet the

qualification requirements: cash in hand, lines of credit, etc.

List below and attach copies of support documents.

1.9 Name, address, and telephone, telex, and facsimile numbers of

banks that may provide references if contacted by the Public

Entity.

1.10 Information on current litigation(s) in which the Bidder is

involved.

Other party(ies) Cause of dispute Amount involved

(a)

(b)

1.11 Proposed Program (work method and schedule). Descriptions,

drawings, and charts, as necessary, to comply with the

requirements of the Bidding Documents.

2. Additional 2.1 Bidders should provide any additional information requested in

Requirements the Bidding Document.

2.2 The Bidders attention is specifically to the additional

qualification information required in Annexures “B” to “D”

(Wireman’s licence, etc.)

Bills of Quantities

NB! PLEASE SEE THE BILLS OF QUANTITY ATTACHED AT THE END OF THE BIDDING DOCUMENT.

Annexure Description Total (Excluding VAT)

A Main Building Works and External Work

B Electrical work

C Electronic Installations

D HVAC Installations

TOTAL BID AMOUNT EXCLUDING VAT N$

PLUS: VAUE ADDED TAX

TOTAL BID AMOUNT INCLUDING VAT N$

The sub-totals exclusive of all Bills of Quantities included in the Annexures attached to this Bid

document is to be carried to this summary and totalled to arrive the Bid price.

PART 2 – Employer’s Requirements

Section V- Employer’s Requirements 40

Section V - Employer’s Requirements

Table of Contents

Specifications .................................................................................................................... 41

Drawings ........................................................................................................................... 42

Supplementary Information............................................................................................ 42

Section V- Employer’s Requirements 41

Specifications

1. Quality

All goods and materials shall be incorporated in the Works be new, unused, of the most

recent or current models, and incorporate all recent improvements in design and materials

unless provided otherwise in the Contract.

2. “Equivalency of Standards and Codes”

Wherever reference is made in the Contract to specific standards and codes to be met

by the goods and materials to be furnished, and work performed or tested, the provisions

of the latest current edition or revision of the relevant standards and codes in effect shall

apply, unless otherwise expressly stated in the Contract. Where such standards and

codes are national, or relate to a particular country or region, other authoritative

standards that ensure a substantially equal or higher quality than the standards and

codes specified shall be accepted subject to the Employer’s Representative’s prior review

and written consent. Differences between the standards specified and the proposed

alternative standards shall be fully described in writing by the Contractor and submitted

to the Employer’s Representative at least 30 days prior to the date when the Contractor

desires the Employer ’s Representative’s consent. In the event the Employer’s

Representative determines that such proposed deviations do not ensure substantially

equal or higher quality, the Contractor shall comply with the standards specified in the

documents.”

3. Detailed Secifications and Bills of Quantities

a. For Building and External Works, refer to Annexure “A”

b. For Electrical Works, refer to Annexure “B”

c. For Electronic Installations, refer to Annexure “C”

d. For HVAC Installations, refer to Annexure “D”

Section V- Employer’s Requirements 42

Drawings

Architect’s drawings

A.01 - A.01.1 Site Plan, Boundary wall elevation, Plan & Section andBasement

Cellar Floor Plan

A.01 - A.01.2 Existing Building Floor Plan, Roof plan, Elevations & Section

A.01 - A.01.3 New Office Building, Floor Plan, Roof Plan Elevation & Section

A.01 - A.01.4 Guard House Floor Plan, Roof Plan, Elevations & Sections, and Door

and Window schedule

Structural Engineer’s drawings

P2518-SC-00 Constricion Notes

P2518-SC-01 Foundation Layout

P2518-SC-02 Surface bed Layout

P2518-SC-03 RC Beam and Slab Layout

P2518-SC-04 SS Roof Layout

Elecrical Installation drawings

2518 - E-01 Lighting Layout

2518 - E-02 Power Layout

2518 - E-03 Db Schematics

Electronic Installation drawings

2518 - EL-01 Electronics Layout

HVAC Installation drawings

2518 - AC-01 Hvac Installations – Existing Building

2518 - AC-01 Hvac Installations – New Building

Section V- Employer’s Requirements 43

Supplementary Information

The bidder’s attention is drawn to the Bills of Quantities Preliminaries _ Additional

Preliminaries.

PART 3 – Conditions of Contract and Contract

Forms

Section VI – Conditions of Contract 45

Section VI - General Conditions of Contract

Table of Clauses

Section VI – General Conditions of Contract ................................ 44–68

A. General ................................................................................................................................ 46

GCC 1 Definitions ........................................................................ 46

GCC 2 Interpretation .................................................................... 46

GCC 3 Language and Law .......................................................... 46

GCC 4 Project Manager’s Decisions ........................................ 46

GCC 5 Delegation ........................................................................ 46

GCC 6 Communications ............................................................ 47

GCC 7 Subcontracting .............................................................. 47

GCC 8 Other Contractors ........................................................ 47

GCC 9 Personnel and Equipment ........................................... 48

GCC 10 Employer’s and Contractor’s Risks ......................... 48

GCC 11 Employer’s Risks ........................................................ 48

GCC 12 Contractor’s Risks ...................................................... 49

GCC 13 Insurance ....................................................................... 49

GCC 14 Site Data ......................................................................... 50

GCC 15 Contractor to Construct the Works ......................... 50

GCC 16 Completion by Intended Completion Date ............. 50

GCC 17 Approval by the Project Manager .......................... 51

GCC 18 Safety .............................................................................. 51

GCC 19 Discoveries ..................................................................... 51

GCC 20 Possession of the Site ................................................. 52

GCC 21 Access to the Site ........................................................ 52

GCC 22 Instructions .................................................................. 52

GCC 23 Appointment of the Adjudicator ............................. 53

GCC 24 Procedure for Disputes ............................................. 53

B. Time Control .............................................................. 54

GCC 25 Program ......................................................................... 54

GCC 26 Extension of Intended Completion Date ............... 55

GCC 27 Acceleration ................................................................. 55

GCC 28 Delays Ordered by the Project Manager ............... 55

GCC 29 Management Meetings ............................................ 56

GCC 30 Early Warning .............................................................. 56

C. Quality Control ......................................................... 57

GCC 31 Identifying Defects ..................................................... 57

GCC 32 Tests ............................................................................... 57

GCC 33 Correction of Defects ................................................ 58

GCC 34 Uncorrected Defects .................................................. 58

D. Cost Control ............................................................... 59

GCC 35 Contract Price ............................................................. 59

GCC 36 Changes in the Contract Price ............................... 59

GCC 37 Variations ..................................................................... 60

GCC 38 Cash Flow Forecasts ................................................. 61

GCC 39 Payment Certificates ................................................ 61

GCC 40 Payments ...................................................................... 62

GCC 41 Compensation Events ............................................... 62

GCC 42 Tax .................................................................................. 63

GCC 43 Currencies .................................................................... 63

GCC 44 Price Adjustment ....................................................... 63

GCC 45 Retention ...................................................................... 64

GCC 46 Liquidated Damages ................................................ 64

GCC 47 Bonus ............................................................................. 65

GCC 48 Advance Payment ...................................................... 65

GCC 49 Securities ...................................................................... 66

GCC 50 Dayworks ...................................................................... 66

GCC 51 Cost of Repairs .......................................................... 67

GCC 52 Labour Clause ............................................................ 67

E. Finishing the Contract .......................................... 68

44. GCC 53 Completion ................................................................... 68

GCC 54 Taking Over ................................................................. 68

GCC 55 Final Account ............................................................. 68

GCC 56 Operating and Maintenance Manuals ................. 68

GCC 57 Termination ............................................................... 68

GCC 58 Fraud and Corruption .............................................. 68

GCC 59 Payment upon Termination ................................... 68

GCC 60 Property ........................................................................ 68

GCC 61 Release from Performance .................................... 68

General Conditions of Contract

A. General

1. Definitions 1.1 Boldface type is used to identify defined terms.

(a) The Accepted Contract Amount means the amount

accepted in the Notification of award for the execution

and completion of the Works and the remedying of any

defects.

(b) The Activity Schedule is a schedule of the activities

comprising the construction, installation, testing, and

commissioning of the Works in a lump sum contract. It

includes a lump sum price for each activity.

Employer and the Contractor to resolve disputes in the

first instance, as provided for in GCC 23.

(d) Bill of Quantities means the priced and completed Bill of

Quantities forming part of the Bid.

(e) Compensation Events are those defined in GCC Clause 41

hereunder.

(f) The Completion Date is the date of completion of the

Works as certified by the Project Manager, in accordance

with GCC Sub-Clause 53.1.

(g) The Contract is the Contract between the Employer and

the Contractor to execute, complete, and maintain the

Works. It consists of the documents listed in GCC Sub-

Clause 2.3 below.

(h) The Contractor is the party whose Bid to carry out the

Works has been accepted by the Employer.

(i) The Contractor’s Bid is the completed bidding document

submitted by the Contractor to the Employer.

(j) The Contract Price is the Accepted Contract Amount

stated in the Notification of award and thereafter as

adjusted in accordance with the Contract.

(k) Days are calendar days; months are calendar months

unless otherwise stated.

(l) Dayworks are varied work inputs subject to payment on

a time basis for the Contractor’s employees and

Equipment, in addition to payments for associated

Materials and Plant.

(m) A Defect is any part of the Works not completed in

accordance with the Contract.

(n) The Defects Liability Certificate is the certificate issued by

Project Manager upon correction of defects by the

Contractor.

(o) The Defects Liability Period is the period named in the

SCC pursuant to Sub-Clause 33.1 and calculated from the

Completion Date.

(p) Adjudicator means the single person appointed under

Clause 23.

(q) Drawings means the drawings of the Works, as included

in the Contract, and any additional and modified drawings

issued by (or on behalf of) the Employer in accordance

with the Contract, include calculations and other

information provided or approved by the Project

Manager for the execution of the Contract.

(r) The Employer is the party who employs the Contractor to

carry out the Works, as specified in the SCC.

(s) Equipment is the Contractor’s machinery and vehicles

brought temporarily to the Site to construct the Works.

(t) “In writing” or “written” means hand-written, type-

written, printed or electronically made, and resulting in a

permanent record;

(u) The Initial Contract Price is the Contract Price listed in the

Employer’s Notification of award.

(v) The Intended Completion Date is the date on which it is

intended that the Contractor shall complete the Works.

The Intended Completion Date is specified in the SCC. The

Intended Completion Date may be revised only by the

Project Manager by issuing an extension of time or an

acceleration order.

(w) Materials are all supplies, including consumables, used by

the Contractor for incorporation in the Works.

(x) Plant is any integral part of the Works that shall have a

mechanical, electrical, chemical, or biological function.

(y) The Project Manager is the person named in the SCC (or

any other competent person appointed by the Employer

and notified to the Contractor, to act in replacement of

the Project Manager) who is responsible for supervising

the execution of the Works and administering the

Contract.

(z) SCC means Special Conditions of Contract

(aa) The Site is the area defined as such in the SCC.

(bb) Site Investigation Reports are those that were included in

the bidding documents and are factual and interpretative

reports about the surface and subsurface conditions at

the Site.

(cc) Specification means the Specification of the Works

included in the Contract and any modification or addition

made or approved by the Project Manager.

(dd) The Start Date is given in the SCC. It is the latest date

when the Contractor shall commence execution of the

Works. It does not necessarily coincide with any of the

Site Possession Dates.

(ee) A Subcontractor is a person or corporate body who has a

Contract with the Contractor to carry out a part of the

work in the Contract, which includes work on the Site.

(ff) Temporary Works are works designed, constructed,

installed, and removed by the Contractor that are needed

for construction or installation of the Works.

(gg) A Variation is an instruction given by the Project Manager

which varies the Works.

(hh) The Works are what the Contract requires the Contractor

to construct, install, and turn over to the Employer, as

defined in the SCC.

2. Interpretation 2.1 In interpreting these GCC, words indicating one gender include all

genders. Words indicating the singular also include the plural and

words indicating the plural also include the singular. Headings

have no significance. Words have their normal meaning under

the language of the Contract unless specifically defined. The

Project Manager shall provide instructions clarifying queries

about these GCC.

2.2 If sectional completion is specified in the SCC, references in the GCC

to the Works, the Completion Date, and the Intended Completion

Date apply to any Section of the Works (other than references to

the Completion Date and Intended Completion Date for the

whole of the Works).

2.3 The documents forming the Contract shall be interpreted in the

following order of priority:

(a) Agreement,

(b) Notification of award,

(d) Special Conditions of Contract,

(e) General Conditions of Contract,

(f) Specifications,

(g) Drawings,

(h) Bill of Quantities,2 and

(i) any other document listed in the SCC as forming part of

the Contract.

3. Language and 3.1 The language of the Contract must be English and the law

Law governing the Contract is the Law of Namibia.

4. Project 4.1 Except where otherwise specifically stated, the Project Manager

Manager’s shall decide contractual matters between the Employer and the

Decisions Contractor in the role representing the Employer.

5. Delegation 5.1 Otherwise specified in the SCC, the Project Manager may

delegate any of his duties and responsibilities to other people,

except to the Adjudicator, after notifying the Contractor, and may

revoke any delegation after notifying the Contractor.

6. Communica- 6.1 Communications between parties that are referred to in the

tions Conditions shall be effective only when in writing to the

addresses specified in the SCC. A notice shall be effective only

when it is delivered.

7. Subcontracting 7.1 The Contractor may subcontract with the approval of the Project

Manager, but may not assign the Contract without the approval

of the Employer in writing. Subcontracting shall not alter the

Contractor’s obligations.

8. Other 8.1 The Contractor shall cooperate and share the Site with other

Contractors contractors, public authorities, utilities, and the Employer

between the dates given in the Schedule of Other Contractors, as

referred to in the SCC. The Contractor shall also provide facilities

and services for them as described in the Schedule. The Employer

may modify the Schedule of Other Contractors, and shall notify

the Contractor of any such modification.

In lump sum contracts, delete “Bill of Quantities” and replace with “Activity Schedule.”

9. Personnel and 9.1 The Contractor shall employ the key personnel and use the

Equipment equipment identified in its Bid, to carry out the Works or other

personnel and equipment approved by the Project Manager. The

Project Manager shall approve any proposed replacement of key

personnel and equipment only if their relevant qualifications or

characteristics are substantially equal to or better than those

proposed in the Bid.

9.2 If the Project Manager asks the Contractor to remove a person

who is a member of the Contractor’s staff or work force, stating

the reasons, the Contractor shall ensure that the person leaves

the Site within seven days and has no further connection with the

work in the Contract.

10. Employer’s and 10.1 The Employer carries the risks which this Contract states are

Contractor’s Employer’s risks, and the Contractor carries the risks which this

Risks Contract states are Contractor’s risks.

11. Employer’s 11.1 From the Start Date until the Defects Liability Certificate has been

Risks issued, the following are Employer’s risks:

(a) The risk of personal injury, death, or loss of or damage to

property (excluding the Works, Plant, Materials, and

Equipment), which are due to

(i) use or occupation of the Site by the Works or for the

purpose of the Works, which is the unavoidable result

of the Works or

(ii) negligence, breach of statutory duty, or interference

with any legal right by the Employer or by any person

employed by or contracted to him except the

Contractor.

(b) The risk of damage to the Works, Plant, Materials, and

Equipment to the extent that it is due to a fault of the

Employer or in the Employer’s design, or due to war or

radioactive contamination directly affecting the country

where the Works are to be executed.

11.2 From the Completion Date until the Defects Liability Certificate

has been issued, the risk of loss of or damage to the Works, Plant,

and Materials is an Employer’s risk except loss or damage due to

(a) a Defect which existed on the Completion Date,

(b) an event occurring before the Completion Date, which was

not itself an Employer’s risk, or

Completion Date.

12. Contractor’s 12.1 From the Starting Date until the Defects Liability Certificate has

Risks been issued, the risks of personal injury, death, and loss of or

damage to property (including, without limitation, the Works,

Plant, Materials, and Equipment) which are not Employer’s risks

are Contractor’s risks.

13. Insurance 13.1 The Contractor shall provide, in the joint names of the Employer

and the Contractor, insurance cover from the Start Date to the

end of the Defects Liability Period, in the amounts and

deductibles stated in the SCC for the following events which are

due to the Contractor’s risks:

(a) loss of or damage to the Works, Plant, and Materials;

(b) loss of or damage to Equipment;

Materials, and Equipment) in connection with the Contract;

and

(d) personal injury or death.

13.2 Policies and certificates for insurance shall be delivered by the

Contractor to the Project Manager for the Project Manager’s

approval within 21 days after issue of notification of award. All

such insurance shall provide for compensation to be payable in

the types and proportions of currencies required to rectify the

loss or damage incurred.

13.3 If the Contractor does not provide any of the policies and

certificates required, the Employer may effect the insurance

which the Contractor should have provided and recover the

premiums the Employer has paid from payments otherwise due

to the Contractor or, if no payment is due, the payment of the

premiums shall be a debt due.

13.4 Alterations to the terms of insurance shall not be made without

the approval of the Project Manager.

13.5 Both parties shall comply with any conditions of the insurance

policies.

13.6 The policies which are in the joint names of the Contractor and

the Employer shall contain a clause to include a waiver of

subrogation of the Contractor's rights to the insurance carrier

against the Employer.

14. Site Data 14.1 The Contractor shall be deemed to have examined any Site Data

referred to in the SCC, supplemented by any information

available to the Contractor.

15. Contractor to 15.1 The Contractor shall construct and install the Works in

Construct the accordance with the Specifications and Drawings.

Works

16. The Works to 16.1 The Contractor may commence execution of the Works on the

Be Completed Start Date and shall carry out the Works in accordance with the

by the Intended Program submitted by the Contractor, as updated with the

Completion approval of the Project Manager, and complete them by the

Date Intended Completion Date.

17. Approval by the 17.1 The Contractor shall submit Specifications and Drawings showing

Project the proposed Temporary Works to the Project Manager, for his

Manager approval.

17.2 The Contractor shall be responsible for design of Temporary

Works.

17.3 The Project Manager’s approval shall not alter the Contractor’s

responsibility for design of the Temporary Works.

17.4 The Contractor shall obtain approval of third parties to the design

of the Temporary Works, where required.

17.5 All Drawings prepared by the Contractor for the execution of the

temporary or permanent Works, are subject to prior approval by

the Project Manager before this use.

18. Safety 18.1 The Contractor shall be responsible for the safety of all activities

on the Site.

19. Discoveries 19.1 Anything of historical or other interest or of significant value

unexpectedly discovered on the Site shall be the property of the

Employer. The Contractor shall notify the Project Manager of

such discoveries and carry out the Project Manager’s instructions

for dealing with them.

20. Possession of 20.1 The Employer shall, after receiving the Performance security, the

the Site insurance covers and the Program for the Works all as per

requirements, give possession of all parts of the Site to the

Contractor within thirty days for execution of works in

accordance to the Program for the Works. If possession of a part

is not given by the date stated in the SCC, the Employer shall be

deemed to have delayed the start of the relevant activities, and

this shall be a Compensation Event.

21. Access to the 21.1 The Contractor shall allow the Project Manager and any person

Site authorized by the Project Manager access to the Site and to any

place where work in connection with the Contract is being carried

out or is intended to be carried out.

22. Instructions 22.1 The Contractor shall carry out all instructions of the Project

Manager which comply with the applicable laws where the Site is

located.

22.2 The Contractor shall permit persons appointed by the Employer

to inspect the Site and/or the accounts and records of the

Contractor and its sub-contractors relating to the performance of

the Contract, and to have such accounts and records audited by

auditors appointed by the Employer if required by the Employer.

The Contractor’s attention is drawn to Sub-Clause 57.1 which

provides, inter alia, that acts intended to materially impede the

exercise of the inspection and audit rights provided for under

Sub-Clause 22.2 constitute a prohibited practice subject to

contract termination.

23. Appointment of 23.1 The Adjudicator shall be appointed jointly by the Employer and

the Adjudicator the Contractor, at the time of the Employer’s issuance of the

Notification of award. If, in the notification of award, the

Employer does not agree on the appointment of the Adjudicator,

the Employer will request the Appointing Authority designated in

the SCC, to appoint the Adjudicator within 15 days of receipt of

such request.

23.2 Should the Adjudicator resign or die, or should the Employer and

the Contractor agree that the Adjudicator is not functioning in

accordance with the provisions of the Contract; a new

Adjudicator shall be jointly appointed by the Employer and the

Contractor. In case of disagreement between the Employer and

the Contractor, within 30 days, the Adjudicator shall be

designated by the Appointing Authority designated in the SCC at

the request of either party, within 30 days of receipt of such

request.

24. Procedure for 24.1 If the Contractor believes that a decision taken by the Project

Disputes Manager was either outside the authority given to the Project

Manager by the Contract or that the decision was wrongly taken,

the decision shall be referred to the Adjudicator within 15 days

of the notification of the Project Manager’s decision.

24.2 The Adjudicator shall give a decision in writing within 30 days of

receipt of a notification of a dispute.

24.3 The Adjudicator shall be paid by the hour at the rate specified in

the SCC, together with reimbursable expenses of the types

specified in the SCC, and the cost shall be divided equally

between the Employer and the Contractor, whatever decision is

reached by the Adjudicator. Either party may refer a decision of

the Adjudicator to an Arbitrator within thirty (30) days of the

Adjudicator’s written decision. If neither party refers the dispute

to arbitration within the above thirty (30) days, the Adjudicator’s

decision shall be final and binding.

24.4 The arbitration shall be conducted in accordance with the

arbitration procedures published by the institution named and in

the place specified in the SCC.

B. Time Control

25. Program 25.1 Within the time stated in the SCC, after the date of the

Notification of award, the Contractor shall submit to the Project

Manager for approval a Program showing the general methods,

arrangements, order, and timing for all the activities in the

Works. In the case of a lump sum contract, the activities in the

Program shall be consistent with those in the Activity Schedule.

25.2 An update of the Program shall be a program showing the actual

progress achieved on each activity and the effect of the progress

achieved on the timing of the remaining work, including any

changes to the sequence of the activities.

25.3 The Contractor shall submit to the Project Manager for approval

an updated Program at intervals no longer than the period stated

in the SCC. If the Contractor does not submit an updated Program

within this period, the Project Manager may withhold the

amount stated in the SCC from the next payment certificate and

continue to withhold this amount until the next payment after

the date on which the overdue Program has been submitted. In

the case of a lump sum contract, the Contractor shall provide an

updated Activity Schedule within 15 days of being instructed to

by the Project Manager.

25.4 The Project Manager’s approval of the Program shall not alter the

Contractor’s obligations. The Contractor may revise the Program

and submit it to the Project Manager again at any time. A revised

Program shall show the effect of Variations and Compensation

Events.

26. Extension of the 26.1 The Project Manager shall extend the Intended Completion Date

Intended if a Compensation Event(as defined in GCC 41) occurs or a

Completion Variation is issued which makes it impossible for Completion to

Date be achieved by the Intended Completion Date without the

Contractor taking steps to accelerate the remaining work, which

would cause the Contractor to incur additional cost.

26.2 The Project Manager shall decide whether and by how much to

extend the Intended Completion Date within 21 days of the

Contractor asking the Project Manager for a decision upon the

effect of a Compensation Event or Variation and submitting full

supporting information. If the Contractor has failed to give early

warning of a delay or has failed to cooperate in dealing with a

delay, the delay by this failure shall not be considered in assessing

the new Intended Completion Date.

27. Acceleration 27.1 When the Employer wants the Contractor to finish before the

Intended Completion Date, the Project Manager shall obtain

priced proposals for achieving the necessary acceleration from

the Contractor. If the Employer accepts these proposals, the

Intended Completion Date shall be adjusted accordingly and

confirmed by both the Employer and the Contractor.

27.2 If the Contractor’s priced proposals for acceleration are accepted

by the Employer, they are incorporated in the Contract Price and

treated as a Variation.

28. Delays Ordered 28.1 The Project Manager may instruct the Contractor to delay the

by the Project start or progress of any activity within the Works.

Manager

29. Management 29.1 Either the Project Manager or the Contractor may require the

Meetings other to attend a management meeting. The business of a

management meeting shall be to review the plans for remaining

work and to deal with matters raised in accordance with the early

warning procedure.

29.2 The Project Manager shall record the business of management

meetings and provide copies of the record to those attending the

meeting and to the Employer. The responsibility of the parties

for actions to be taken shall be decided by the Project Manager

either at the management meeting or after the management

meeting and stated in writing to all who attended the meeting.

30. Early Warning 30.1 The Contractor shall warn the Project Manager at the earliest

opportunity of specific likely future events or circumstances that

may adversely affect the quality of the work, increase the

Contract Price, or delay the execution of the Works. The Project

Manager may require the Contractor to provide an estimate of

the expected effect of the future event or circumstance on the

Contract Price and Completion Date. The estimate shall be

provided by the Contractor as soon as reasonably possible.

30.2 The Contractor shall cooperate with the Project Manager in

making and considering proposals for how the effect of such an

event or circumstance can be avoided or reduced by anyone

involved in the work and in carrying out any resulting instruction

of the Project Manager.

C. Quality Control

31. Identifying 31.1 The Project Manager shall check the Contractor’s work and notify

Defects the Contractor of any Defects that are found. Such checking shall

not affect the Contractor’s responsibilities. The Project Manager

may instruct the Contractor to search for a Defect and to uncover

and test any work that the Project Manager considers may have

a Defect.

32. Tests 32.1 If the Project Manager instructs the Contractor to carry out a test

not specified in the Specification to check whether any work has

a Defect and the test shows that it does, the Contractor shall pay

for the test and any samples. If there is no Defect, the test shall

be a Compensation Event.

33. Correction of 33.1 The Project Manager shall give notice to the Contractor of any

Defects Defects before the end of the Defects Liability Period, which

begins at Completion, and is defined in the SCC. The Defects

Liability Period shall be extended for as long as Defects remain to

be corrected.

33.2 Every time notice of a Defect is given, the Contractor shall correct

the notified Defect within the length of time specified by the

Project Manager’s notice.

34. Uncorrected 34.1 If the Contractor has not corrected a Defect within the time

Defects specified in the Project Manager’s notice, the Project Manager

shall assess the cost of having the Defect corrected, and the

Contractor shall pay this amount.

D. Cost Control

35. Contract Price 35.1 In the case of an admeasurement contract, the Bill of Quantities

shall contain priced items for the Works to be performed by the

Contractor. The Bill of Quantities is used to calculate the Contract

Price. The Contractor will be paid for the quantity of the work

accomplished at the rate in the Bill of Quantities for each item.

35.2 In the case of a lump sum contract, the Activity Schedule shall

contain the priced activities for the Works to be performed by the

Contractor. The Activity Schedule is used to prepare interim

valuations of works done.

Any errors or inconsistencies including front loading detected in

the Activity Schedule at any time during the execution of the

project shall be resolved as directed as by the Project Manager.

36. Changes in the 36.1 In the case of an admeasurement contract:

Contract Price

(a) If the final quantity of the work done differs from the

quantity in the Bill of Quantities for the particular item by

more than 25 percent, provided the change exceeds 1

percent of the Initial Contract Price, the Project Manager

shall adjust the rate to allow for the change.

(b) The Project Manager shall not adjust rates from changes in

quantities if thereby the Initial Contract Price is exceeded

by more than 15 percent, except with the prior approval of

the Employer.

provide the Project Manager with a detailed cost

breakdown of any rate in the Bill of Quantities.

36.2 In the case of a lump sum contract, the Activity Schedule shall be

amended by the Contractor to accommodate changes of Program

or method of working made at the Contractor’s own discretion.

Prices in the Activity Schedule shall not be altered when the

Contractor makes such changes to the Activity Schedule.

37. Variations 37.1 All Variations shall be included in updated Programs, and, in the

case of a lump sum contract, also in the Activity Schedule,

produced by the Contractor.

37.2 The Contractor shall provide the Project Manager with a

quotation for carrying out the Variation when requested to do so

by the Project Manager. The Project Manager shall assess the

quotation, which shall be given within seven (7) days of the

request or within any longer period stated by the Project

Manager and before the Variation is ordered.

37.3 If the Contractor’s quotation is unreasonable, the Project

Manager may order the Variation and make a change to the

Contract Price, which shall be based on the Project Manager’s

own forecast of the effects of the Variation on the Contractor’s

costs.

37.4 If the Project Manager decides that the urgency of varying the

work would prevent a quotation being given and considered

without delaying the work, no quotation shall be given and the

Variation shall be treated as a Compensation Event.

37.5 The Contractor shall not be entitled to additional payment for

costs that could have been avoided by giving early warning.

37.6 In the case of an admeasurement contract, if the work in the

Variation corresponds to an item description in the Bill of

Quantities and if, in the opinion of the Project Manager, the

quantity of work above the limit stated in Sub-Clause 38.1 or the

timing of its execution do not cause the cost per unit of quantity

to change, the rate in the Bill of Quantities shall be used to

calculate the value of the Variation. If the cost per unit of

quantity changes, or if the nature or timing of the work in the

Variation does not correspond with items in the Bill of Quantities,

the quotation by the Contractor shall be in the form of new rates

for the relevant items of work.

38. Cash Flow 38.1 When the Program, or, in the case of a lump sum contract, the

Forecasts Activity Schedule, is updated, the Contractor shall provide the

Project Manager with an updated cash flow forecast.

39. Payment 39.1 The Contractor shall submit to the Project Manager monthly

Certificates statements of the estimated value of the work executed less the

cumulative amount certified previously.

39.2 The Project Manager shall check the Contractor’s monthly

statement and certify the amount to be paid to the Contractor.

39.3 The value of work executed shall be determined by the Project

Manager.

39.4 The value of work executed shall comprise:

(a) In the case of an admeasurement contract, the value of the

quantities of work in the Bill of Quantities that have been

completed; or

(b) In the case of a lump sum contract, the value of work

executed shall comprise the value of completed activities in

the Activity Schedule.

39.5 The value of work executed shall include the valuation of

Variations and Compensation Events.

39.6 The Project Manager may exclude any item certified in a previous

certificate or reduce the proportion of any item previously

certified in any certificate in the light of later information.

39.7 Unless otherwise specified in the SCC Interim Payment may be

made for Plant and Material delivered on site ready for

incorporation within reasonable period of time in the permanent

works, subject to the Contractor transferring ownership to the

Employer and providing, where applicable, the right of the

transfer of ownership vested upon the Contractor by its supplier.

Notwithstanding the transfer of ownership the responsibility for

care and custody thereof together with the risk of loss or

damage thereto shall remain with the Contractor until taking

over of the works or part thereof in which such Plant and

Materials are incorporated and shall make good at its own cost

any loss or damage that may occur to the works or part thereof

from any cause whatsoever during such period prior to the

taking over.

40. Payments 40.1 Payments shall be adjusted for deductions for advance payments

and retention. The Employer shall pay the Contractor the

amounts certified by the Project Manager within 30 days of the

date of each certificate. If the Employer makes a late payment,

the Contractor shall be paid interest on the late payment in the

next payment. Interest shall be calculated from the date by

which the payment should have been made up to the date when

the late payment is made at the prevailing rate of interest at the

legal rate.

40.2 If an amount certified is increased in a later certificate or as a

result of an award by the Adjudicator or an Arbitrator, the

Contractor shall be paid interest upon the delayed payment as

set out in this clause. Interest shall be calculated from the date

upon which the increased amount would have been certified in

the absence of dispute.

40.3 Unless otherwise stated, all payments and deductions shall be

paid or charged in the proportions to the Contract Price.

40.4 Items of the Works for which no rate or price has been entered

in shall not be paid for by the Employer and shall be deemed

covered by other rates and prices in the Contract.

41. Compensation 41.1 The following shall be Compensation Events:

Events

(a) The Employer does not give access to a part of the Site by

the Site Possession Date pursuant to GCC Sub-Clause 20.1.

(b) The Employer modifies the Schedule of Other Contractors

in a way that affects the work of the Contractor under the

Contract.

Drawings, Specifications, or instructions required for

execution of the Works on time.

(d) The Project Manager instructs the Contractor to uncover or

to carry out additional tests upon work, which is then found

to have no Defects.

(e) The Project Manager unreasonably does not approve a

subcontract to be let.

(f) Ground conditions are substantially more adverse than

could reasonably have been assumed before issuance of the

Notification of award from the information issued to

bidders (including the Site Investigation Reports), from

information available publicly and from a visual inspection

of the Site.

(g) The Project Manager gives an instruction for dealing with

an unforeseen condition, caused by the Employer, or

additional work required for safety or other reasons.

(h) Other contractors, public authorities, utilities, or the

Employer does not work within the dates and other

constraints stated in the Contract, and they cause delay or

extra cost to the Contractor.

(i) The advance payment is delayed.

(j) The effects on the Contractor of any of the Employer’s Risks.

(k) The Project Manager unreasonably delays issuing a

Certificate of Completion.

(l) In situations of Force Majeure which makes the contractor’s

performance of its obligations under the Contract

impossible or so impractical as to be considered impossible

under the circumstances. Such events shall be limited to:

(a) reason of any exceptionally adverse weather

conditions (as specified in the BDS) and

(b) reason of civil commotion, strike or lockout

affecting any of the trades employed upon the

Works or any of the trades engaged in the

preparation, manufacture or transportation of any

of the goods or materials required for the Works.

41.2 If a Compensation Event would cause additional cost or would

prevent the work being completed before the Intended

Completion Date, the Contract Price shall be increased and/or the

Intended Completion Date shall be extended. The Project

Manager shall decide whether and by how much the Contract

Price shall be increased and whether and by how much the

Intended Completion Date shall be extended.

41.3 As soon as information demonstrating the effect of each

Compensation Event upon the Contractor’s forecast cost has

been provided by the Contractor, it shall be assessed by the

Project Manager, and the Contract Price shall be adjusted

accordingly. If the Contractor’s forecast is deemed unreasonable,

the Project Manager shall adjust the Contract Price based on the

Project Manager’s own forecast. The Project Manager shall

assume that the Contractor shall react competently and promptly

to the event.

41.4 The Contractor shall not be entitled to compensation to the

extent that the Employer’s interests are adversely affected by the

Contractor’s not having given early warning or not having

cooperated with the Project Manager.

42. Tax 42.1 The Project Manager shall adjust the Contract Price if taxes,

duties, and other levies are changed between the date 30 days

before the submission of bids for the Contract and the date of the

last Completion certificate. The adjustment shall be the change

in the amount of tax payable by the Contractor, provided such

changes are not already reflected in the Contract Price or are a

result of GCC Clause 44.

43. Currencies 43.1 Where payments are made in currencies other than the currency

of the Employer’s country specified in the SCC, the exchange

rates used for calculating the amounts to be paid shall be the

exchange rates stated in the Contractor’s Bid.

44. Price 44.1 Prices shall be adjusted for fluctuations in the cost of inputs only

Adjustment if provided for in the SCC. If so provided, the amounts certified

in each payment certificate, before deducting for Advance

Payment, shall be adjusted by applying the respective price

adjustment factor to the payment amounts due in each currency.

A separate formula of the type indicated below applies to each

Contract currency:

Pc = Ac + Bc Imc/Ioc

where:

Pc is the adjustment factor for the portion of the Contract

Price payable in a specific currency “c.”

Ac and Bc are coefficients3 specified in the SCC,

representing the nonadjustable and adjustable portions,

respectively, of the Contract Price payable in that specific

currency “c;” and

Imc is the index prevailing at the end of the month being

invoiced and Ioc is the index prevailing 28 days before Bid

opening for inputs payable; both in the specific currency “c.”

44.2 If the value of the index is changed after it has been used in a

calculation, the calculation shall be corrected and an adjustment

made in the next payment certificate. The index value shall be

deemed to take account of all changes in cost due to fluctuations

in costs.

45. Retention 45.1 The Employer shall retain from each payment due to the

Contractor the proportion stated in the SCC until Completion of

the whole of the Works.

45.2 Upon the issue of a Certificate of Completion of the Works by the

Project Manager, in accordance with GCC 53.1, half the total

amount retained shall be repaid to the Contractor and half when

the Defects Liability Period has passed and the Project Manager

has certified that all Defects notified by the Project Manager to

the Contractor before the end of this period have been corrected.

The Contractor may substitute retention money with an “on

demand” Bank guarantee.

46. Liquidated 46.1 The Contractor shall pay liquidated damages to the Employer at

Damages the rate per day stated in the SCC for each day that the

Completion Date is later than the Intended Completion Date. The

total amount of liquidated damages shall not exceed the amount

defined in the SCC. The Employer may deduct liquidated

damages from payments due to the Contractor. Payment of

liquidated damages shall not affect the Contractor’s liabilities.

46.2 If the Intended Completion Date is extended after liquidated

damages have been paid, the Project Manager shall correct any

overpayment of liquidated damages by the Contractor by

adjusting the next payment certificate. The Contractor shall be

paid interest on the overpayment, calculated from the date of

payment to the date of repayment, at the rates specified in GCC

Sub-Clause 40.1.

The sum of the two coefficients Ac and Bc should be 1 (one) in the formula for each currency. Normally, both

coefficients shall be the same in the formulae for all currencies, since coefficient A, for the nonadjustable portion of

the payments, is a very approximate figure (usually 0.15) to take account of fixed cost elements or other nonadjustable

components. The sums of the adjustments for each currency are added to the Contract Price. [To be transferred to

the User Guide]

47. Bonus 47.1 The Contractor shall be paid a Bonus calculated at the rate per

calendar day stated in the SCC for each day (less any days for

which the Contractor is paid for acceleration) that the

Completion is earlier than the Intended Completion Date. The

Project Manager shall certify that the Works are complete,

although they may not be due to be complete.

48. Advance 48.1 The Employer shall make advance payment to the Contractor of

Payment the amounts stated in the SCC by the date stated in the SCC,

against provision by the Contractor of an Unconditional Bank

Guarantee in a form and by a bank acceptable to the Employer in

amounts equal to the advance payment. The Guarantee shall

remain effective until the advance payment has been repaid, but

the amount of the Guarantee shall be progressively reduced by

the amounts repaid by the Contractor. Interest shall not be

charged on the advance payment.

48.2 The Contractor is to use the advance payment only to pay for

Equipment, Plant, Materials, and mobilization expenses required

specifically for execution of the Contract. The Contractor shall

demonstrate that advance payment has been used in this way by

supplying copies of invoices or other documents to the Project

Manager.

48.3 The advance payment shall be repaid by deducting proportionate

amounts from payments otherwise due to the Contractor,

following the schedule of completed percentages of the Works

on a payment basis. No account shall be taken of the advance

payment or its repayment in assessing valuations of work done,

Variations, price adjustments, Compensation Events, Bonuses, or

Liquidated Damages.

49. Securities 49.1 The Performance Security shall be provided to the Employer no

later than the date specified in the Notification of award and shall

be issued in an amount specified in the SCC, by a bank and

denominated in the Namibian Dollars. The Performance Security

shall be valid until a date 30 days from the date of issue of the

Certificate of Completion in the case of a Bank Guarantee.

49.2 (a)Where the contractor has benefitted from the application of

the Margin of Preference for employment of local

manpower, it shall:

(i) in the execution of the contract, fulfill its obligation of

maintaining local manpower force for 80 % or more of the

man-days deployed in the execution of the Works with

which it satisfied the criteria of eligibility for being awarded

the contract in application of the Margin of Preference;

and

(ii) concurrently with the above performance security,

provide a preference security to guarantee it will fulfill its

obligation in that respect.

(b) For contracts above N$ 5 M, the preference security

shall be in the form of an “on demand” bank guarantee

for an amount in a convertible currency equivalent to

the difference between its bid price and the bid price of

the lowest bid if the Margin of Preference was not

applicable. It shall be issued by a commercial bank

located in the Republic of [Insert name of country].

of the preference security shall be retained from

progressive payments to the contractor, to constitute the

guarantee for the preference security.

(d) The preference security shall be valid until the Contractor

has completed the Works and a Completion Certificate

has been issued by the Employer’s Representative as

per GCC 53.

(e) The cost of providing the security shall be borne by the

Contractor.

49.3 Where a Preference Security is applicable:

(i) the Employer’s Representative shall monitor the employment of local

manpower throughout the execution of the contract and shall from time

to time request a report from the contractor on the percentage of total

men-days deployed using local manpower.

(ii)the Contractor shall submit the local manpower employment reports

as often as it is reasonably requested by the Employer’s Representative.

(iii) the Employer’s and Contractor’s representatives shall consult each

other to ensure that the Contractor’s obligation towards local manpower

employment is met during the Works execution.

(iv) At the time of works completion, the Contractor shall submit a

certified audited report to the Employer to substantiate the actual

percentage of local manpower employed throughout the execution of

the works.

(v) The preference security shall be forfeited by the employer in case of

failure on the part of the contractor to employ at least 80% of the local

manpower in the execution of the Works.

50. Dayworks 50.1 If applicable, the Dayworks rates in the Contractor’s Bid shall be

used only when the Project Manager has given written

instructions in advance for additional work to be paid for in that

way.

50.2 All work to be paid for as Dayworks shall be recorded by the

Contractor on forms approved by the Project Manager. Each

completed form shall be verified and signed by the Project

Manager within two days of the work being done.

50.3 The Contractor shall be paid for Dayworks subject to obtaining

signed Dayworks forms.

51. Cost of Repairs 51.1 Loss or damage to the Works or Materials to be incorporated in

the Works between the Start Date and the end of the Defects

Correction periods shall be remedied by the Contractor at the

Contractor’s cost if the loss or damage arises from the

Contractor’s acts or omissions.

52. Labour Clause 52.1 (a) The rates of remuneration and other conditions of work of

the employees of the Contractor shall not be less favorable than

those established for work of the same character in the trade

concerned-

(i) by collective agreement applying to a substantial

proportion of the workers and employers in the trade

concerned;

(ii) by arbitration awards; or

(iii) by Remuneration Regulations made under the Labour

Act, 2007.

(b) Where remuneration and conditions of work are not

regulated in a manner referred to at (a) above, the rates of the

remuneration and other conditions of work shall be not less

favourable than the general level observed in the trade in which

the contractor is engaged by employers whose general

circumstances are similar.

52.2 No Contractor shall be entitled to any payment in respect of

work performed in the execution of the contract unless he has,

together with his claim for payment, filed a certificate:

(a) stating the rates of remuneration and hours of work of

the various categories of employees employed in the execution

of the contracts;

(b) stating whether any remuneration payable in respect of

work done is due;

Executive Officer of the Public Body administering the contract

may require to satisfy himself that the provisions under this

clause have been complied with.

52.3 Where the Chief Executive Officer of the Public Entity

administering the contract is satisfied that remuneration is still

due to an employee employed under this contract at the time the

claim for payment is filed under subsection Clause 39, he may,

unless the remuneration is sooner paid by the Contractor,

arrange for the payment of the remuneration out of the money

payable under this contract.

52.4 Every Contractor shall display a copy of this clause of the contract

at the place at which the work required by the contract is

performed.

E. Finishing the Contract

53. Completion 53.1 The Contractor shall request the Project Manager to issue a

Certificate of Completion of the Works, and the Project Manager

shall do so upon deciding that the whole of the Works is

completed.

54. Taking Over 54.1 The Employer shall take over the Site and the Works within seven

days of the Project Manager’s issuing a certificate of Completion.

55. Final Account 55.1 The Contractor shall supply the Project Manager with a detailed

account of the total amount that the Contractor considers payable

under the Contract before the end of the Defects Liability Period.

The Project Manager shall issue a Defects Liability Certificate and

certify any final payment that is due to the Contractor within 60

days of receiving the Contractor’s account if it is correct and

complete. If it is not, the Project Manager shall issue within 60

days a schedule that states the scope of the corrections or

additions that are necessary. If the Final Account is still

unsatisfactory after it has been resubmitted, the Project Manager

shall decide on the amount payable to the Contractor and issue a

payment certificate.

56. Operating and 56.1 If “as built” Drawings and/or operating and maintenance manuals

Maintenance are required, the Contractor shall supply them by the dates stated

Manuals in the SCC.

56.2 If the Contractor does not supply the Drawings and/or manuals by

the dates stated in the SCC pursuant to GCC Sub-Clause 55.1, or

they do not receive the Project Manager’s approval, the Project

Manager shall withhold the amount stated in the SCC from

payments due to the Contractor.

57. Termination 57.1 The Employer or the Contractor may terminate the Contract if the

other party causes a fundamental breach of the Contract.

57.2 Fundamental breaches of Contract shall include, but shall not be

limited to, the following:

(a) the Contractor stops work for 30 days when no stoppage of

work is shown on the current Program and the stoppage has

not been authorized by the Project Manager;

(b) the Project Manager instructs the Contractor to delay the

progress of the Works, and the instruction is not withdrawn

within 30 days;

liquidation other than for a reconstruction or amalgamation;

(d) a payment certified by the Project Manager is not paid by the

Employer to the Contractor within 60 days of the date of the

Project Manager’s certificate;

(e) the Project Manager gives Notice that failure to correct a

particular Defect is a fundamental breach of Contract and the

Contractor fails to correct it within a reasonable period of

time determined by the Project Manager;

(f) the Contractor does not maintain a Security, which is required;

(g) the Contractor has delayed the completion of the Works by

the number of days for which the maximum amount of

liquidated damages can be paid, as defined in the SCC; or

(h) if the Contractor, in the judgment of the Employer, has

engaged in corrupt or fraudulent practices in competing for

or in executing the Contract, pursuant to GCC Clause 57.1.

57.3 When either party to the Contract gives notice of a breach of

Contract to the Project Manager for a cause other than those listed

under GCC Sub-Clause 56.2 above, the Project Manager shall

decide whether the breach is fundamental or not.

57.4 Notwithstanding the above, the Employer may terminate the

Contract for convenience.

57.5 If the Contract is terminated, the Contractor shall stop work

immediately, make the Site safe and secure, and leave the Site as

soon as reasonably possible.

58. Fraud and 58.1 If the Employer determines that the Contractor has engaged in

Corruption corrupt, fraudulent, collusive, coercive or obstructive practices, in

competing for or in executing the Contract, then the Employer

may, after giving 15 days’ notice to the Contractor, terminate the

Contractor's employment under the Contract and expel him from

the Site, and the provisions of Clause 57 shall apply as if such

expulsion had been made under Sub-Clause 57.5 [Termination by

Employer].

58.2 Should any employee of the Contractor be determined to have

engaged in corrupt, fraudulent, collusive, coercive, or obstructive

practice during the execution of the Works, then that employee

shall be removed in accordance with Clause 9.

58.3 For the purposes of this Sub-Clause:

(i) “corrupt practice” is the offering, giving, receiving or

soliciting, directly or indirectly, of anything of value to

influence improperly the actions of another party;

(ii) “fraudulent practice” is any act or omission, including a

misrepresentation, that knowingly or recklessly misleads,

or attempts to mislead, a party to obtain a financial or other

benefit or to avoid an obligation;

(iii) “collusive practice” is an arrangement between two or

more parties designed to achieve an improper purpose,

including to influence improperly the actions of another

party;

(iv) “coercive practice” is impairing or harming, or threatening

to impair or harm, directly or indirectly, any party or the

property of the party to influence improperly the actions of

a party;

(v) “obstructive practice” is

(a) deliberately destroying, falsifying, altering or

concealing of evidence material to the investigation or

making false statements to investigators in order to

materially impede an investigation into allegations of

a corrupt, fraudulent, coercive or collusive practice;

and/or threatening, harassing or intimidating any

party to prevent it from disclosing its knowledge of

matters relevant to the investigation or from pursuing

the investigation; or

(b) acts intended to materially impede the exercise of an

inspection and audit rights provided for under Sub-

Clause 22.2.

59. Payment upon 59.1 If the Contract is terminated because of a fundamental breach of

Termination Contract by the Contractor, the Project Manager shall issue a

certificate for the value of the work done and Materials ordered

less advance payments received up to the date of the issue of the

certificate and less the percentage to apply to the value of the

work not completed, as indicated in the SCC. Additional Liquidated

Damages shall not apply. If the total amount due to the Employer

exceeds any payment due to the Contractor, the difference shall

be a debt payable to the Employer.

59.2 If the Contract is terminated for the Employer’s convenience or

because of a fundamental breach of Contract by the Employer, the

Project Manager shall issue a certificate for the value of the work

done, Materials ordered, the reasonable cost of removal of

Equipment, repatriation of the Contractor’s personnel employed

solely on the Works, and the Contractor’s costs of protecting and

securing the Works, and less advance payments received up to the

date of the certificate.

60. Property 60.1 All Materials on the Site, Plant, Equipment, Temporary Works, and

Works shall be deemed to be the property of the Employer if the

Contract is terminated because of the Contractor’s default.

61. Release from 61.1 If the Contract is frustrated by the outbreak of war or by any other

Performance event entirely outside the control of either the Employer or the

Contractor, the Project Manager shall certify that the Contract has

been frustrated. The Contractor shall make the Site safe and stop

work as quickly as possible after receiving this certificate and shall

be paid for all work carried out before receiving it and for any work

carried out afterwards to which a commitment was made.

Section VII. Special Conditions of Contract

These clauses should be read in conjunction with the General Conditions of Contract

A. General

GCC 1.1 (r) The Employer is:

Business Intellectual and Property Authority

PO Box 185

Windhoek

Namibia

GCC 1.1 (v) The Intended Completion Date for the whole of the Works shall be:

The intended completion date for the project is 6 Calendar Months fter

possession of site, excluding the annual builder’s holidays during December and

January, but including all other statutory holidays.

GCC 1.1 (y) The Project Manager is:

Marley Tjitjo Architects

PO Box 96088

Windhoek

Tel: 061 – 220 604

Email: mduduzi@mtarch-inc.com

GCC 1.1 (aa) The site of the Works is situated at Erf 8681, Robert Mugabe Avenue,

Windhoek

GCC 1.1 (dd) “The Start Date shall be 7 days after handing over of site”

GCC 1.1 (hh) The Works consist of:

AREA NO TOTAL

BUILDING AREA

Renovation of existing building

270 1 270 m2

with basement

Construction of New Single Storey

141 1 141 m2

Office Building

Construction of New Gaurdhouse 13 1 13 m2

EXTERNAL WORKS (OTHER CONTRACT) INCLUDING

Demolition of 3 Small Single storey Buildings
Demolition of retaining wall including footings
Removal of Fencings, paving etc.
Bulk earthworks, including cutting filling to achieve desired levels.
External water and sewer reticulation
Construction of Boundary Wall to three sides
Installation of security fence to one side
Landscaping and garden furniture

Electrical Installations (Annexure “B”)

Electronic Installations (Annexure “C”)

Air-Conditioning & Ventilation Installation (Annexure “D”)

TOTAL GROSS BUILDING AREA 424 m2

GCC 2.2 Sectional Completions are: N/A

GCC 2.3(i) The following documents also form part of the Contract:

Project Specifications

Bill of Quantities

GCC 5.1 The Project manager may delegate his duties and responsibilities as follows:

Quantity Surveyor

Dawid Nel Quantity Surveyors Inc.

PO Box 40113

Ausspannplatz, Windhoek

Tel: 061 – 244 701

Email: dawidnel@dnqs.com.na

Civil/Structural Engineer

Denchi Consulting Engineers

PO Box 80352

Windhoek

Tel: 061 – 228 183

Email: chiedza.maxwell@denchi.com.na

silvio.matheus@denchi.com.na

Electrical/Mechanical Engineer

Denchi Consulting Engineers

PO Box 80352

Windhoek

Tel: 061 – 228 183

Email: asser.shinana@denchi.com.na

giovanni.brandt@denchi.com.na

GCC 6.1 Delivery address for notices is:

Employer:

Business Intellectual and Property Authority

BIPA Business Hub

172 Jan Jonker Road

Windhoek

Mr. J. Shaanika

Tel: +264 61 299 4309

Email: shaanikaj@bipa.na

Contractor: [to be completed at contract signing]

GCC 13.1 Except for the cover mentioned in (d)(i) hereunder, the other insurance

covers shall be in the joint names of the Contractor and the Employer and

the minimum insurance amounts shall be:

(a) for the Works, Plant and Materials: 120% of the Contract

Sum

(b) for loss or damage to Equipment: for the replacement value

of the equipment that the contractor intends to use on site

until the taking over by the Employer but to a minimum of N$

500,000.00

Materials, and Equipment) in connection with Contract N/A

(d) for personal injury or death:

(i) of the Contractor’s employees: The Contractor shall

take an adequate insurance cover for its employees for

any claim arising in the execution of the works to a

minimum of N$2,000,000.00

(ii) of other people: A minimum of N$2,000,000.00

(e) for loss or damage to materials on-site and for which payment

have been included in the Interim Payment Certificate, where

applicable: To be covered by insurance for the Works, Plant

and Materials.

The Contractor shall choose to take the insurance covers indicated above as

separate covers or a combination of the Contractor’s All Risks coupled with

the Employer’s liability and First Loss Burglary, after approval of the

Employer. All insurance covers shall be of nil or the minimum possible

deductibles at sole expense of the contractor.

GCC 14.1 Site Data are: None

GCC 20.1 The Site Possession Date(s) shall be: 7 days of award of contract

GCC 23.1 & Appointing Authority for the Adjudicator: Namibia Council for Architects

GCC 23.2 and Quantity Surveyors.

GCC 24. In case a dispute of any kind arises between the Employer and the Contractor

in connection with, or arising out of, the contract or the execution of works

or after completion of works and whether before or after repudiation or

other termination of Contract, including any dispute as to any opinion,

instruction, determination, certificate or valuation of the Employer’s

Representative, the matter in dispute shall, in the first place, be referred in

writing to the employer’s representative, with a copy to the other party.

The Employer and the Contractor shall make every effort to resolve the

dispute amicably by direct informal negotiation. If, after thirty (30) days, the

parties have failed to resolve their dispute or difference by such mutual

consultation, then either the Public Entity or the Contractor may give notice to

the other party of its intention to refer the matter to: Commence arbitration, as

hereinafter provided, as to the matter in dispute, and no arbitration in respect

of this matter may be commenced unless such notice is given.

GCC 24.3 Hourly rate and types of reimbursable expenses to be paid to the

Adjudicator: N/A

GCC 24.4 Any dispute or difference in respect of which a notice of intention to

commence arbitration has been given shall be finally settled by arbitration

in accordance with Namibian Laws by an Arbitrator to be appointed by both

parties to the dispute. The Arbitrator shall be selected by the contractor

from two or more nominations experienced in Infrastructure Arbitrations

proposed by the President of the Namibia Council of Architects and

Quantity Surveyors. In the case of or no agreement by an Arbitrator to be

appointed by the President of the Namibia Council of Architects and

Quantity Surveyors. The Arbitrator fees will be borne by the losing party.

Any decision of the Arbitrator.

B. Time Control

GCC 25.1 The Contractor shall submit for approval a Program for the Works within 21

days from the date of the Notification of award.

GCC 25.3 The period between Program updates is 30 days.

The amount to be withheld for late submission of an updated Program is

Not Applicable

C. Quality Control

GCC 33.1 The Defects Liability Period is: 365 days.

GCC 39.7 Interim Payment for Plant and Material on site is applicable.

D. Cost Control

GCC 41.1 (l) Adverse weather conditions will be defined by the Namibia Meteorological

Service for weather related delays

GCC 43.1 The currency of the Employer’s country is: Namibian Dollars.

GCC 44.1 The Contract is subject to price adjustment.

The JBCC contract price adjustment provision shall apply.

GCC 45.1 The proportion of payments retained is: 10% of payments before VAT to a

maximum of 5% of the Contract Sum excluding contingency sums

GCC 46.1 The liquidated damages for the whole of the Works are: applicable to

contractors for non-completion of government projects within the

contractual completion dates (DIRECTIVE NO. MWT 01/2015-2016)

To be determined at contract signing

A. Penalty Calculation Per Calendar Day

Contract Value up to N$20,000,000.00 and smaller, penalties will be N$

500.00 per calendar day - Fixed

Contract Value exceeds N$ 20,000,000.00 and does not exceeds N$

60,000,000.00, penalties will be calculated as 1/75th of a percent of the

Contract Value, with a minimum of N$ 500.00 and a maximum of N$

8,000.00 per Calendar Day.

If the Contract Value exceeds N$ 60,000,000.00 and does not exceeds N$

100,000,000.00, penalties will be calculated as 1/75th of a percent of the

Contract Value, with a minimum of N$ 8,000.00 and a maximum of N$

13,333.33 per Calendar Day.

If the Contract Value exceeds N$ 100,000,000.00 and does not exceeds N$

1,000,000,000.00, penalties will be calculated as 1/80th of a percent of the

Contract Value, with a minimum of N$ 13,333.33 and a maximum of N$

125,000.00 per Calendar Day.

B. Penalty Ceiling (Maximum Penalties Applicable to the Contractor)

A penalty ceiling of 2,5% of the Contract Amount is applicable to all

contracts where the contractor is categorised as an SME Contractor, a 100%

Namibian Owned company and Joint Ventures between 100% Namibian

owned companies and Foreign Owned Companies.

A penalty ceiling of 5% of the Contract Value is applicable to Foreign Owned Companies

47.1 The Bonus for the whole of the Works is N/A

GCC 48.1 The Advance Payments shall be: N/A

GCC 49.1 The Performance Security amount is:

(a) Bank Guarantee: 10% of contract price

[A Bank Guarantee shall be unconditional (on demand) (see Section VIII.

Security Forms).

E. Finishing the Contract

GCC 55.1 Notwithstanding the provisions in this clause, a detailed final account of the

total amount that the Contractor deems payable under the contract will be

delivered to the Project Manager within 90 (ninety) days of issuance of

Completion Certificate.

GCC 55.2 The amount to be withheld for failing to produce “as built” drawings and/or

operating and maintenance manuals by the date required in GCC 58.1 is

N/A

GCC 56.1 Operating and maintenance manuals and “as built” drawings should be

supplied to the employer by the contractor no later than: N/A

Operating and maintenance manuals should be supplied to the employer

by the contractor no later than: N/A

GCC 56.1 Amount to be withheld should the maintenance and operation manuals not

be provided is: N/A

GCC 56.2 Amount to be withheld should the maintenance and operation manuals not

be provided is: N/A

GCC 57.2 (g) The maximum number of days is: 540

GCC 59.1 The percentage to apply to the value of the work not completed,

representing the Employer’s additional cost for completing the Works, is

15%

Section VIII – Contract Forms 78

Section VIII - Contract Forms

[This Section contains forms which, once completed, will form part of the Contract. The form for

Performance Security, shall only be completed by the successful Bidder after contract award.]

Table of Forms

Contract Agreement ........................................................................................................................ 79

Section VIII – Contract Forms 79

Contract Agreement

THIS AGREEMENT made on the . . . . . .day of . . . . . . . . . . . . . . . . ., . . . . . . ., between . . . . . [name

of the Employer]. . . . .. . . . . (hereinafter “the Employer”), of the one part, and . . . . . [name of the

Contractor]. . . . .(hereinafter “the Contractor”), of the other part:

WHEREAS the Employer desires that the Works known as . . . . . [name of the Contract]. . . . .should

be executed by the Contractor, and has accepted a Bid by the Contractor for the execution and

completion of these Works and the remedying of any defects therein,

The Employer and the Contractor agree as follows:

1. In this Agreement words and expressions shall have the same meanings as are

respectively assigned to them in the Contract documents referred to.

2. The following documents shall be deemed to form and be read and construed as part of

this Agreement. This Agreement shall prevail over all other Contract documents.

(a) the Notification of award

(b) the Bid

(d) the Appendix to the General Conditions of Contract

(e) the General Conditions of Contract;

(f) the Specification

(g) the Drawings; and

(h) the completed Schedules,

3. In consideration of the payments to be made by the Employer to the Contractor as

indicated in this Agreement, the Contractor hereby covenants with the Employer to execute the

Works and to remedy defects therein in conformity in all respects with the provisions of the

Contract.

4. The Employer hereby covenants to pay the Contractor in consideration of the execution

and completion of the Works and the remedying of defects therein, the Contract Price or such

other sum as may become payable under the provisions of the Contract at the times and in the

manner prescribed by the Contract.

IN WITNESS whereof the parties hereto have caused this Agreement to be executed in

accordance with the laws of Namibia on the day, month and year indicated above.

Section VIII – Contract Forms 80

Signed by: …………………… Signed by………………………...

For and on behalf of the Employer For and on behalf of the Contractor

Full Name:……………………….. Full Name:…………………………

Date:………………………… Date:…………………………………

Adress:……………………………. Adress:……………………………….

……………………………………. ……………………………………….

……………………………………. ………………………………………..

In presence of Witness signature: In presence of Witness signature

……………………………………. ……………………………………….

For and on behalf of the Employer For and on behalf of the Contractor

Full Name:……………………….. Full Name:…………………………

Date:………………………… Date:…………………………………

Adress:……………………………. Adress:……………………………….

……………………………………. ……………………………………….

……………………………………. ………………………………………..

Section VIII – Contract Forms 81

APPENDIX TO CONTRACT

Performance Security (Bank Guarantee)

[The bank, as requested by the successful Bidder, shall fill in this form in accordance with the

instructions indicated]

Date: [insert date (as day, month, and year) of Bid Submission]

Procurement Reference No. and title: [insert no. and title of bidding process]

Bank’s Branch or Office: [insert complete name of Guarantor]

Beneficiary: [insert complete name of Purchaser]

PERFORMANCE GUARANTEE No.: [insert Performance Guarantee number]

We have been informed that [insert complete name of Supplier] (hereinafter called "the

Supplier") has entered into Contract No. [insert number] dated [insert day and month], [insert

year] with you, for the supply of [description of goods and related services] (hereinafter called

"the Contract").

Furthermore, we understand that, according to the conditions of the Contract, a Performance

Guarantee is required.

At the request of the Supplier, we hereby irrevocably undertake to pay you any sum(s) not

exceeding [insert amount(s4) in figures and words] upon receipt by us of your first demand in

writing declaring the Supplier to be in default under the Contract, without cavil or argument, or

your needing to prove or to show grounds or reasons for your demand or the sum specified

therein.

This Guarantee shall expire no later than the [insert number] day of [insert month] [insert year],5

and any demand for payment under it must be received by us at this office on or before that

date.

..........................................Bank’s seal and authorized signature(s) .......................................

The Bank shall insert the amount(s) specified in the SCC and denominated, as specified in the SCC, in the currency

of the Contract.

Dates established in accordance with Clause 18.4 of the General Conditions of Contract (“GCC”), taking into

account any warranty obligations of the Supplier under Clause 16.2 of the GCC intended to be secured by a partial

Performance Guarantee. The Purchaser should note that in the event of an extension of the time to perform the

Contract, the Purchaser would need to request an extension of this Guarantee from the Bank. Such request must

be in writing and must be made prior to the expiration date established in the Guarantee. In preparing this

Guarantee, the Purchaser might consider adding the following text to the Form, at the end of the penultimate

paragraph: “We agree to a one-time extension of this Guarantee for a period not to exceed [six months] [one

year], in response to the Purchaser’s written request for such extension, such request to be presented to us before

the expiry of the Guarantee.”