PPP FOR THE AUTOMATIC FARE COLLECTION SYSTEM …

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REPUBLIC OF THE PHILIPPINES DEPARTMENT OF TRANSPORTATION AND

COMMUNICATIONS &

LIGHT RAIL TRANSIT AUTHORITY

PPP FOR THE AUTOMATIC FARE COLLECTION SYSTEM PROJECT

FOR LRT LINES 1& 2 AND MRT 3

INSTRUCTIONS TO PROSPECTIVE BIDDERS (ITPB)

18 December 2012

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DISCLAIMER

The information contained in this Instructions to Prospective Bidders and the other Invitation

Documents subsequently provided to Prospective Bidder(s), whether verbally or in

documentary or any other form, by or on behalf of the DOTC and LRTA or any of its

employees or advisors, is provided to the Prospective Bidder(s) on the terms and conditions

set out in the Invitation Documents and such other terms and conditions subject to which

such information is provided.

The Invitation Documents are not agreements or offers by the DOTC and LRTA to the

Prospective Bidders or any other person. The purpose of the Invitation Documents is to

provide interested parties with information that may be useful to them in making their

financial offers pursuant to the Invitation Documents. The Invitation Documents include

statements, which reflect various assumptions and assessments arrived at by the DOTC and

LRTA in relation to the Automated Fare Collection System Project. Such assumptions,

assessments and statements do not purport to contain all the information that each

Prospective Bidder may require. The Invitation Documents may not be appropriate for all

persons and it is not possible for the DOTC or LRTA, its employees, or its advisors to

consider the investment objectives, financial situation and particular needs of each party who

reads or uses the Invitation Documents. The assumptions, assessments, statements and

information contained in the Invitation Documents and associated documents may not be

complete, accurate, adequate or correct. Each Prospective Bidder should therefore, conduct

its own investigations and analysis and should check the accuracy, adequacy, correctness,

reliability and completeness of the assumptions, assessments, statements and information

contained in the Invitation Documents and obtain independent advice from appropriate

sources.

Information provided in the Invitation Documents to the Prospective Bidder(s) is on a wide

range of matters, some of which may depend upon interpretation of law. The information

given is not intended to be an exhaustive account of statutory requirements and should not be

regarded as a complete or authoritative statement of law. The DOTC and LRTA accepts no

responsibility for the accuracy or otherwise for any interpretation or opinion on law

expressed herein.

The DOTC and LRTA, its employees and its advisors make no representation or warranty

and shall have no liability to any person, including any Prospective Bidder, under any law,

statute, rule or regulation, principle of restitution or unjust enrichment or otherwise for any

loss, damages, cost or expense which may arise from or be incurred or suffered on account of

anything contained in the Invitation Documents or otherwise, including the accuracy,

adequacy, correctness, completeness or reliability of the Invitation Documents and any

assessment, assumption, statement or information contained therein or deemed to form

part of the Invitation Documents or arising in any way for participation in the Bidding

Process.

The DOTC and LRTA also accept no liability of any nature whether resulting from

negligence or otherwise howsoever caused arising from reliance of any Prospective Bidder

upon the statements contained in the Invitation Documents.

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The DOTC and LRTA may, in its absolute discretion, but without being under any obligation

to do so, update, amend or supplement the information, assessment or assumptions contained

in the Invitation Documents.

The issuance of the Invitation Documents does not imply that the DOTC and LRTA are

bound to select a Prospective Bidder or to appoint a selected Bidder or Project Proponent, as

the case may be, for the Automated Fare Collection System Project and the DOTC and LRTA

reserve the right to reject all or any of the Prospective Bidders or Bids without assigning any

reason whatsoever.

Each Prospective Bidder shall bear all its costs associated with or relating to the preparation

and submission of its Bid including but not limited to preparation, copying, postage, delivery

fees, expenses associated with any demonstrations or presentations which may be required by

the DOTC and LRTA or any other costs incurred in connection with or relating to its Bid. All

such costs and expenses will remain with the Prospective Bidder and the DOTC and LRTA

shall not be liable in any manner whatsoever for the same or for any other costs or other

expenses incurred by a Prospective Bidder in preparation or submission of the Bid, regardless

of the conduct or outcome of the Bidding Process.

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Republic of the Philippines

DEPARTMENT OF TRANSPORTATION AND COMMUNICATIONS

and


Automated Fare Collection System Project

INSTRUCTIONS TO PROSPECTIVE BIDDERS

INTRODUCTION

The Department of Transportation and Communications (“DOTC”) and the Light Rail

Transit Authority (“LRTA”) invite Prospective Bidders to apply to pre-qualify to bid to

finance, design, construct, install, operate, and maintain the Automated Fare Collection

System (“AFCS”) for the Light Rail Transit Lines 1 and 2 (“LRT 1/2”) and the Metro Rail

Transit 3 (“MRT 3”) (“Project”) pursuant to a dual-stage public bidding process in

accordance with the Philippine Build-Operate-Transfer (“BOT”) Law (Republic Act No.

6957, as amended by Republic Act No. 7718), and its 2012 Revised Implementing Rules and

Regulations (“Revised IRR”), the applicable provisions of which are incorporated herein by

reference.

The Project consists of:

1. Financing, installation, construction, refurbishing, and maintenance of the automatic

gates for the existing LRT 1/2 and MRT 3, insofar as deemed necessary by the

Private Proponent for the implementation and operation of the new AFCS in line with

the following points;

2. Financing and installation of the required electronic infrastructure and hardware to

accommodate the AFCS system, particularly the back office connecting infrastructure,

station AFCS infrastructure and services;

3. Design, installation, and construction of the new AFCS which will be a system

accommodating contactless smartcard technology based on the ISO 14443 A/B

standards for the stored value ridership, and ISO 14443 A/B contactless token (coin

format) technology for the single journey ridership;

4. The full responsibility for system integration and Full Systems Acceptance (“FSA”)

allowing the inclusion of other transport modes and extension/expansion of existing

LRT 1/2 and MRT 3 in the AFCS system and/or develop into a generic contactless

micropayment solution fulfilling other commercial functions; and

5. Operation and maintenance of the AFCS for LRT 1/2 and MRT 3 and such other

Public Transport Operator for a Concession Period of ten (10) years beginning at

FSA.

Additionally, the Prospective Bidders can be asked to install, construct and maintain the

AFCS systems on the LRT 1 extension stations.

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The Preliminary Information Memorandum describes the Project and its indicative contract

terms.

The documents which govern the process to be followed for Pre-qualification are:

a. The Invitation to Pre-Qualify to Bid; and

b. This Instructions to Prospective Bidders and its Annexes.

References to “Invitation Documents” shall mean these two (2) documents collectively, and

any supplemental notices and bid bulletins issued by the Pre-Qualification, Bids and Awards

Committee (“PBAC”) from the date of the first publication of the Invitation to Pre-Qualify to

Bid until the Qualification Documents Submission Date.

SECTION I – BIDDING PROCESS

I-01 THE PRE-QUALIFICATION, BIDS AND AWARDS COMMITTEE

The joint PBAC for Public Private Partnership Projects of the DOTC and the LRTA created

by DOTC through Special Order No. 2012-328 dated 14 December 2012 shall administer the

process of Pre-qualification and Bidding for the Project.

I-02 OUTLINE OF THE BIDDING PROCESS

The international competitive public bidding for the Project shall be conducted in accordance

with the procurement rules and procedures for public bidding set under the BOT Law and its

Revised IRR, the applicable provisions of which are incorporated herein by reference.

An indicative timeline for the Bidding process is shown in the following table.

Milestone Party Responsible Target Date Publication of Invitation to Pre-

qualify to Bid

DOTC/LRTA December 17, 2012

Issuance of the Instructions to

Prospective Bidders

DOTC/LRTA From December 18, 2012

up to February 14, 2013

Qualification Documents

Submission Date

Bidders February 14, 2013

Opening of Qualification

Documents

DOTC/LRTA February 14, 2013

Notification of the results of

evaluation of the Qualification

Documents

DOTC/LRTA March 6, 2013

Issuance to Instructions to

Bidders, Draft Concession

Agreement & Draft MPSS

DOTC/LRTA March 11, 2013

Pre-Bid Conference(s) DOTC/LRTA March 25, 2013

Deadline for Bidder’s

Comments to the Instructions to

Bidders, Draft Concession

Agreement & Draft MPSS

Bidders May 16, 2013

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Issuance of Final BOT

Agreement and MPSS

DOTC/LRTA May 23, 2013

Bid Proposals Submission Date Bidders June 14, 2013

Opening of Technical Proposal DOTC/LRTA June 17, 2013

Notification of the results of

evaluation of the Technical

Proposals

DOTC/LRTA July 5, 2013

Opening of Financial Proposal DOTC/LRTA July 5, 2013

Notification of the results of the

evaluation of the Financial

Proposals

DOTC/LRTA July 19, 2013

Issuance of Notice of Award DOTC/LRTA July 30, 2013

Submission of Post-Award

Requirements

Winning Bidder August 19, 2013

Issuance of Notice of complete

compliance with all Post-Award

Requirements

DOTC/LRTA August 23, 2013

Signing Date of BOT

Agreement and Compliance

with other requirements

DOTC, LRTA, and Winning

Bidder/Project Proponent

August 28, 2013

The general procedure for the Bidding will be as follows:

a. The PBAC will conduct the Pre-Qualification of Prospective Bidders. Prospective

Bidders will be asked to apply to pre-qualify to bid by submitting their Qualification

Documents, as described in greater detail in this document, on 14 February 2013, the

Qualification Documents Submission Date.

Within twenty (20) calendar days from the Qualification Documents Submission Date,

the PBAC shall determine which Prospective Bidders fulfill the Qualification

Requirements in Section I-09. Thereafter and within five (5) calendar days from

approval of such Pre-Qualification results, the PBAC shall issue a notice to all

Prospective Bidders who have been pre-qualified (“Pre-Qualified Bidders”). Only

Pre-Qualified Bidders will be invited and allowed to submit their respective Bids for

the Project.

Upon completion of Pre-Qualification of Prospective Bidders, the PBAC will

announce the Bid Proposals Submission Date. The PBAC will also announce the date,

time, and location of the pre-bid conference, to which all Pre-Qualified Bidders will

be invited. Pre-Qualified Bidders will be invited to raise any questions and issues

regarding the Project and the Bidding Process during the pre-bid conference. In

addition, the PBAC will make arrangements for Pre-Qualified Bidders which wish to

have one-on-one discussions with it.

Pre-Qualified Bidders will be asked to bid for the Project by submitting their Bid

Proposals - which will include both technical and financial proposals, a Bid Security,

as well as other supporting documents - on June 14, 2013. The PBAC shall issue the

Instructions to Bidders to all Pre-Qualified Bidders. The Instructions to Bidders shall

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provide in detail the form and required contents of the Bid Proposals and the detailed

procedures to be followed for bid submission, bid evaluation, and post-bid

requirements.

b. The draft Concession Agreement shall likewise be provided to all Pre-Qualified

Bidders to give each the opportunity to comment on the draft. The PBAC may

consider these comments in refining the draft Concession Agreement leading up to the

issuance of the final Concession Agreement on which the Pre-Qualified Bidders must

base their bids. This will ensure that binding unconditional bids are submitted on the

basis of the final Concession Agreement.

c. After submission of Bid Proposals, the PBAC will review Technical and Financial

Proposals. The PBAC will first review the Bidders’ Technical Proposals and evaluate

them. Bidders will be informed as to whether their Technical Proposals were rated

passed. The PBAC will return the Financial Proposals and Bid Securities of

Prospective Bidders whose Technical Proposals did not pass the evaluation.

d. For the Technical Proposal, the evaluation on a pass/fail basis shall involve the

assessment of the technical, operational, environmental, and financing viability of the

Bidder’s Technical Proposal vis-à-vis the prescribed requirements and

criteria/minimum standards and basic parameters prescribed in the bidding documents.

In addition, PBAC will evaluate the: (i) System Architecture Document; (ii)

Functionality Description; and (iii) Updated Project Management Plan.

e. Only those Bids that have been determined to have passed the first stage of evaluation

shall be qualified and considered for the evaluation of its Financial Proposal.

f. Financial Proposals of Bidders whose Technical Proposals were rated passed will be

opened and evaluated at a later date, with completion of the evaluation of the

Financial Proposals no later than fifteen (15) calendar days after completion of the

evaluation of the Technical Proposals.

g. For the Financial Proposal, the evaluation shall involve the assessment and

comparison of the financial proposals of the Bidders, based on the parameters stated

in the Bidding Documents.

The Bidder with the lowest Net Present Value (“NPV”) of the Transaction Fee and the

Availability Payment per January 1, 2013 will be evaluated as the highest ranked

bidder. The discount factor used for this NPV calculation is 7.5%.

Note that the NPV can be negative due to the fact that either/both the Transaction Fee

or/and the Availability Payment can be negative – indicating that the Bidder intends

to pay a fee to DOTC/LRTA instead of receiving one.

h. The highest ranked Bidder will be designated the Winning Bidder, and the PBAC will

recommend to the DOTC Secretary and LRTA that the Winning Bidder be issued a

Notice of Award. Within three (3) calendar days from the PBAC recommendation,

the DOTC Secretary shall, with the concurrence of LRTA, approve the award and,

within five (5) calendar days from such approval, issue the Notice of Award to the

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Winning Bidder. This Notice of Award shall indicate the requirements that have to be

submitted before the signing of the Concession Agreement.

i. The Winning Bidder will have to comply with all the requirements stated in the

Notice of Award within twenty (20) calendar days from official receipt of the Notice

of Award. Failure to comply with the requirements in the Notice of Award within the

prescribed 20-day period will result in the forfeiture of the Bid Security and the

cancellation of the Notice of Award. Within five (5) calendar days from the receipt

by the PBAC of all the requirements of the Notice of Award, the DOTC Secretary

shall determine and notify the Winning Bidder of its compliance with all the

requirements of the Notice of Award. Within five (5) calendar days from receipt by

the Winning Bidder of such notice from the DOTC Secretary, the Winning Bidder

will have to enter into the Concession Agreement with the DOTC. Failure to enter

into the Concession Agreement will result in the forfeiture of the Bid Security and the

cancellation of the Notice of Award.

I-03 RESPONSIBILITY OF PROSPECTIVE BIDDERS

Notwithstanding any information given in the Invitation Documents and any additional

communication from the DOTC, the LRTA, or the PBAC, including supplemental notices

and bid bulletins, it is the sole responsibility of any Prospective Bidder to:

a. Be fully acquainted with the laws, requirements, terms, and conditions of the Bidding

Process.

b. Examine all the Invitation Documents, including all instructions, annexes, forms,

schedules, terms, specifications, and drawings.

c. Familiarize itself with all existing laws, decrees, acts, rules, and ordinances of the

Philippines, whether national or local, which may affect the Project.

d. Determine and satisfy itself, at its own cost and risk, and by such means as it

considers necessary and desirable, as to all matters pertaining to the execution of the

Project, including but not limited to the location and nature of the Project; the relevant

terrain, geological, meteorological, and hydrological conditions; the requirements and

availability of labor, materials, equipment, aggregate sources, water, power, roads,

communications and other relevant factors; relevant resource requirements; and risks

and contingencies that may affect the cost, duration, execution and completion of the

Project.

By submitting Qualification Documents, a Prospective Bidder shall be presumed to have

fully examined and accepted all the terms and conditions in all of the Invitation Documents.

I-04 COSTS AND EXPENSES OF PARTICIPATION

Interested parties and Prospective Bidders shall bear all costs associated with their

participation in the Bidding Process, including the preparation and submission of their

Qualification Documents, and all possible losses or damages resulting thereto. The DOTC

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and the LRTA shall not be held responsible or liable in any way for such costs regardless of

the results of the Bidding Process.

I-05 QUERIES AND SUPPLEMENTAL NOTICES

All parties who purchase the Invitation Documents may send any queries on any aspect of

these documents in writing, by personal delivery, e-mail or fax, to the Head of the PBAC, and

copied to the PBAC Secretariat, the DOTC, the LRTA, the Public-Private Partnership Center

(“PPP Center") and the transaction advisers at the following addresses, e-mail addresses and

fax numbers:

PBAC Chairman for AFCS Project

Attention: Undersecretary Jose Perpetuo M. Lotilla

Address: Unit 153, 15th Flr, The Columbia Tower, Ortigas Avenue, Mandaluyong City

E-mail: [email protected]

Telephone: (+63 2) 727.7960 / 724.1728

Fax: (+63 2) 725.6609

PBAC Vice-Chairman for AFCS Project

Attention: Undersecretary Rene K. Limcaoco

Address: 16/F The Columbia Tower, Ortigas Avenue, Mandaluyong City

E-mail: [email protected] (cc: [email protected])

Telephone: (+63 2) 727.7960 / 725.0204

Fax: (+63 2) 726.6221

PBAC Secretariat for AFCS Project

Attention: Assistant Secretary Catherine Jennifer P. Gonzales

Address: Unit 153, 15th Flr, The Columbia Tower, Ortigas Avenue, Mandaluyong City


Telephone: (+63 2) 727.7790 to 79

Fax: (+63 2) 645.7725

TECHNICAL WORKING GROUP Chairman for the AFCS Project

Attention: Engr. Joel Magbanua

Address: Rm. 67, 6th Flr., The Columbia Tower, Ortigas Avenue, Mandaluyong City


Telephone: (+63 2) 724.6565

Fax: (+63 2) 727.7948

DOTC

Attention: Undersecretary Rene K. Limcaoco

Address: 16/F The Columbia Tower, Ortigas Avenue, Mandaluyong City


mailto:[email protected]




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Telephone: (+63 2) 727 7960 / 725 0204

Fax: (+63 2) 726 6221

LRTA

Attention: Atty. Hernando T. Cabrera

Address: Light Rail Transit Authority

CAPEX II-A Building

Andrews Avenue, Pasay City


Telephone: (+ 63) 920 970 3772

Fax: (+63 2) 854 0977

Public-Private Partnership Center

Attention: Cosette V. Canilao

Address: Public-Private Partnership Center

NEDA Complex

Diliman, Quezon City


Telephone: (+63 2) 929 8592

Fax: (+63 2) 929 8593

RebelGroup International

Attention: Jeroen G. in ‘t Veld

Address: RebelGroup / PJS Law

12/F VGP Center

6772 Ayala Avenue

Makati City


Telephone: (+63 2 840 5025 or +31 6 22 95 86 85)

Fax: (+63 2 810 0890 0r +31 10 27 55 999)

While the PBAC will attempt to respond to all reasonable queries received up to ten (10) days

before the Qualification Documents Submission Date, it is under no obligation to do so.

Responses to queries and any modifications to the Invitation Documents will be done in

writing through Supplemental Notices or Bid Bulletins issued by the PBAC, and sent to all

parties that purchased the Invitation Documents.

I-06 OWNERSHIP OF DOCUMENTS

All documents submitted in response to the Invitation to Pre-Qualify to Bid, including

Qualification Documents and their attachments, shall become the property of the DOTC and

the LRTA.

I-07 LANGUAGE AND FOREIGN DOCUMENTS


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The Qualification Documents, and all correspondence and documents relating to the

Invitation Documents and the Bid, shall be prepared and written in the English language. Any

printed literature or document furnished by Prospective Bidders written in another foreign

language shall be accompanied by an English translation authenticated by a Philippine

consular official. In case of conflict, the English translation shall prevail.

All documents or certifications issued by foreign authorities or executed outside of the

Philippines shall also be authenticated before a Philippine consular official at the Philippine

consulate near the place of issue or execution. For purposes of the Pre-Qualification, the

PBAC will accept the documents if they have been stamped “received” by such Philippine

consulate, subject to submission of the same documents duly authenticated before a

Philippine consular official on the Bid Proposals Submission Date.

If the document was issued by a foreign authority, the Prospective Bidder should also submit

a certified true copy of such document issued by such authority, in addition to the

authentication by the relevant Philippine consular official.

If the document is a foreign law or regulation, the Prospective Bidder should also submit (a) a

certified true copy of such law or regulation issued by the competent government authority or

(b) a certification from the embassy or the consular office of the relevant foreign country in

the Philippines that such law is an accurate copy of the foreign law.

For documents issued or executed outside of the Philippines, notarization made separately

before a notary public, civil officer or other person authorized under foreign law to

administer oaths or to authenticate signatures shall be allowed, provided that the notarized

document must be authenticated before a Philippine consular official at the relevant

Philippine consulate.

For each instance in the Instructions to Prospective Bidders where authentication by a

Philippine consular official is required, the form, including language, of the authentication

shall be subject to the forms and rules applicable in the relevant Philippine consular office.

I-08 PRE-QUALIFICATION CONFERENCE

The DOTC and the LRTA through its PBAC will conduct a Pre-Qualification Conference for

interested parties and Prospective Bidders to clarify any part of the Invitation Documents and

to answer any relevant question from interested parties and Prospective Bidders. The details

of the Pre-Qualification Conference will be announced in a bid bulletin to be issued by the

PBAC.

I-09 QUALIFICATION REQUIREMENTS

Prospective Bidders must fulfil all the Legal, Technical, and Financial Qualification

Requirements listed below.

1. Legal Qualification Requirements

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The Prospective Bidder must be:

a. A partnership or corporation registered with the Philippine Securities and

Exchange Commission (“SEC”) or in case of a foreign entity, the appropriate

government agency equivalent to the SEC in the foreign country where the

foreign entity was registered for recognition or creation of its juridical

personality or capacity. The Prospective Bidder must certify that it and its

Affiliates whose projects and experience are being submitted as evidence of

fulfillment of the requirements in Section I-09(2) have no Unsatisfactory

Performance Record; or

b. A Consortium whose members must be partnerships or corporations registered

with the SEC or in case of a foreign entity, the appropriate government agency

equivalent to the SEC in the foreign country where the foreign entity was

registered for recognition or creation of its juridical personality or capacity.

Each Consortium Member must certify that it and its Affiliates whose projects

and experience are being submitted as evidence of fulfillment of the

requirements in Section I-09(2) have no Unsatisfactory Performance Record. If

the Prospective Bidder is a Consortium and becomes the Winning Bidder, it

will have to show proof of incorporation prior to signing the Concession

Agreement.

2. Technical Qualification Requirements

To qualify to bid for the Project, the Prospective Bidder must meet the following

technical requirements:

a. Business-To-Consumer Business Experience in the Philippines (Level 0)

The Prospective Bidder or a related entity, as described below, must satisfactorily

demonstrate that it has substantial interaction with consumers in the Philippines,

thereby showing its capacity and capability to expand the use of the card and/or other

AFCS components into its business-to-consumer business areas.

To this end, the Prospective Bidder shall demonstrate:

At least Two Billion One Hundred Fifty Million Pesos (PHP2,150,000,000)

in total sales or revenues generated in 2011 in the Philippines from retail

consumers; and

At least One Million (1,000,000) individual retail customers in 2011 in the

Philippines.

The related entity that fulfils this requirement may be:

If the Prospective Bidder is a partnership or corporation: 1. The Prospective Bidder itself; or

2. An Affiliate of the Prospective Bidder.

If the Prospective Bidder is a Consortium:

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1. A Consortium Member with at least twenty percent (20%) interest in the

Consortium.

b. Automated Fare Collection System Operations Experience (Level 1-3)

The Prospective Bidder must demonstrate that it has substantial experience with AFCS

projects, thereby showing its capacity and capability to successfully operate the Project.


demonstrate that its AFCS Operations Experience has generated at least One Billion

Pesos (PHP1,000,000,000) in total sales or revenues since year 2002.


If the Prospective Bidder is a partnership or corporation:

1. The Prospective Bidder itself; or

2. An Affiliate of the Prospective Bidder; or

3. A Subcontractor.


1. A Consortium Member with at least twenty percent (20%) interest in the

Consortium; or

2. A Subcontractor.

c. Clearing and Settlement System Operations Experience (Level 4)

The Prospective Bidder must demonstrate that it has substantial experience and

capacity in clearing and settlement of large volumes of transactions.


demonstrate that it has continued operational capacity for clearing and settlement

based on its experience in clearing and settlement of a minimum of Two Hundred Fifty

Million (250,000,000) transactions in any year between 2005 and 2012.






1. A Consortium Member with at least ten percent (20%) interest in the

Consortium.

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d. System Integration Project Management Experience (Level 0-4)

The Prospective Bidder must satisfactorily demonstrate that it has substantial

experience with end-to-end integration of AFCS components for different operators.


demonstrate that it has performed the integrator role for at least two (2) AFCS projects

in which interoperability between different operators (Interoperable Fare Management

Systems) has been achieved.


If the Prospective Bidder is a partnership or corporation: 1. The Prospective Bidder itself; or

2. An Affiliate of the Prospective Bidder; or

3. A Subcontractor.

If the Prospective Bidder is a Consortium: 1. A Consortium Member with at least ten percent (20%) interest in the

Consortium; or

2. A Subcontractor.

Each entity which is proposed to meet any of the Technical Qualification

Requirements must submit a Certification of Absence of Unsatisfactory Performance

Record (Form QD-4). In lieu of individual certifications from each of the Prospective

Bidder, Consortium Members, their Affiliates, and proposed Subcontractor required to

submit a Certification of Absence of Unsatisfactory Performance Record, the duly

authorized representative designated in Annexes QD-17A and QD-17B, may sign and

execute a single Certification of Absence of Unsatisfactory Performance Record for

and on behalf of all such Prospective Bidder, Consortium Members, their Affiliates,

and proposed Subcontractors if specifically authorized by all such entities for this

purpose.

Each entity which is proposed to meet any of the requirements in Section I-09(2)(a to d)

must submit a Notarized Statement of Willingness to Participate In, and Capacity to

Undertake the Requirements of, the Project.

e. Qualified Personnel

The Prospective Bidder, Consortium Members, their Affiliates or Subcontractors,

whose projects are being submitted in fulfillment of the Technical Qualification

Requirements in Section I-09(2), must have, among their personnel, individuals with

the following required qualifications and experience:

Position Minimum Qualifications and Type of Experience

Required

1. Program Manager The program manager maintains the overall

programmatic responsibility for the execution of the

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contract.

The program manager has specialized AFCS

experience, at least ten (10) years of experience in

program management and with a minimum of three

(3) years experience in AFCS program management.

The program manager has experience with at least

two (2) programs of similar size and complexity.

2. Design Authority / Lead

Architect

The design authority/lead architect provides

technical oversight to ensure that the solutions satisfy

all requirements.

The design authority/lead architect has specialized

experience with at least three (3) years experience as

a design authority/lead architect in contactless

AFCS.

The design authority/lead architect has performed the

role of design authority with integration

responsibility in a minimum of two (2) contactless

interoperable fare management projects.

3. Project / Delivery

Managers Local AFCS

(L1-3)

The project/delivery manager Local AFCS is

responsible for the end-to-end delivery of Level 1 to

3 systems at LRT1, LRT2, and MRT3.

The project/delivery manager has at least five (5)

years of experience in AFCS project management

and has experience in delivery management for at

least 2 interoperable fare management projects.

4 Project / Delivery

Manager Central Systems

(L4)

The project/delivery manager central systems is

responsible for the delivery of the Level 4 systems.

The project/delivery manager has at least five (5)

years of experience in AFCS project management

and has experience in delivery management for at

least two (2) interoperable fare management projects.

The project/delivery manager has demonstrable

experience in clearing and settlement.

5. Operations Manager The operations manager manages all operations-

related processes and resources. Responsible to

meet the defined service levels related to L1-4

AFCS operations after FSA. The operations

manager has specialized experience with at least

five (5) years of management experience and at

least three (3) years of experience as operations

manager.

6. Maintenance Manager The maintenance manager manages all

maintenance-related processes and resources.

Responsible to meet the defined service levels

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related to L1-4 AFCS maintenance after FSA. The

maintenance manager has specialized experience

with at least five (5) years of management

experience and at least three (3) years of experience

as a maintenance manager.

3. Financial Qualification Requirements

To qualify to bid for the Project, the Prospective Bidder or a related entity, as

described below, must have a net worth at least One Billion Pesos (PHP1,000,000,000)

or equivalent as of its latest audited financial statements, which must be dated not

earlier than 31 December 2011.

The related entity that fulfils this requirement must be:





1. A single Consortium Member with at least twenty percent (20%) interest in the

Consortium; or

2. An Affiliate of the Lead Member of the Consortium.

A single entity - whether the Prospective Bidder, Lead Member, or an Affiliate of

either - must meet the financial qualification requirements in their entirety. For

example: either (i) the Prospective Bidder or its Affiliate, or (ii) the Lead Member or

its Affiliate, must, by itself and not along with any other entity, fulfil the net worth

requirement.

Each entity which is proposed to meet the Financial Qualification Requirement must

also submit a Certification of Absence of Unsatisfactory Performance Record (Form

QD-4), but only in relation to the last two paragraphs of the definition of

“Unsatisfactory Performance” which deal with:

1. inclusion in a blacklist issued by any governmental agency of the Philippines or

in the Debarred and Cross-Debarred Firms & Individuals list posted in the World

Bank website (www.worldbank.org/debarr), whether as an individual contractor,

partnership or corporation or as a member of a joint venture or consortium; and

2. involvement in any Corrupt, Fraudulent, Coercive, Undesirable, or Restrictive

Practice or having Conflicts of Interest.

http://www.worldbank.org/debarr

17

SECTION II - QUALIFICATION DOCUMENTS

On the Qualification Documents Submission Date, the Prospective Bidder must submit its

Application to Pre-Qualify to Bid. The Application to Pre-Qualify to Bid consists of the

following Qualification Documents, using the relevant forms in the Annexes:

1. Business Structure (Using the form in Annex QD-1A for partnerships or

corporations, or Annex QD-1B for Consortiums). For Consortiums, this

document must show the Lead Member and all Consortium Members, and the

total percentage interest of all Consortium Members must be one hundred

percent (100%). The Business Structure must also indicate the entities which

fulfill the Technical and Financial Qualification Requirements in Sections I-09

(2) and (3), and any Affiliates of these entities whose projects, experience, or

financial capability are being submitted to comply with the Qualification

Requirements.

(i) Required attachments: If the Prospective Bidder will use an Affiliate

or Affiliate of the Lead Member to comply with the Financial

Qualification Requirements in Section I-09 (2), attach evidence of such

affiliation.

2. Basic Information Sheet - using the form in Annex QD-2

(i) To be submitted by all entities listed in all sections of the Business

Structure (Form QD-1A or QD-1B).

(ii) Required attachment: For all entities submitting this form,

(a) a certified true copy of its latest General Information Sheet (“GIS”),

stamped “received” by the SEC or for a foreign entity, the

equivalent document submitted to and acknowledged by the

appropriate government agency equivalent to the SEC in the foreign

country where the foreign entity was registered for recognition or

creation of its juridical personality or capacity. The certification

may come from either the SEC or its equivalent in a foreign country,

or the entity’s corporate secretary. If it comes from the entity’s

corporate secretary, the certification must be under oath and

notarized. If the certification is issued or notarized outside the

Philippines, it must be authenticated before a Philippine consular

official at the Philippine consulate nearest the place of issue.

If there is no GIS equivalent in a foreign country, then the foreign

Consortium Member shall be required to submit a certification

from its SEC (or an equivalent body) that no such document (or its

equivalent) is available in the foreign Consortium Member’s

country of registration/creation.

3. Incorporation Documents

18

Certified True Copy of SEC Certificate of Incorporation, Articles of

Incorporation, and By-Laws for corporations or Articles of Partnership for

partnerships, or for a foreign entity, the equivalent document submitted to and

acknowledged by the appropriate government agency equivalent to the SEC in

the foreign country where the foreign entity was registered for recognition or

creation of its juridical personality or capacity - Annex QD-3

All certifications by the entity’s corporate secretary must be under oath and

notarized. If the certification is issued or notarized outside the Philippines, it

must be authenticated before a Philippine consular official at the Philippine

consulate nearest the place of issue.

(i) To be submitted by each of the Prospective Bidder, Consortium

Member, their Affiliates and Subcontractors identified in the Business

Structure (Form QD-1A or QD-1B).

4. Notarized Certification of Absence of Unsatisfactory Performance Record-

using the form in Annex QD-4.

(i) To be submitted individually (using Annex QD-4A) by each of the

Prospective Bidder, Consortium Member, their Affiliates and

Subcontractors identified in the Business Structure (Form QD-1A or

QD-1B) or jointly (using Annex QD-4B) by all such entities under the

signature of an authorized representative designated in Annexes QD-

17A and QD-17B and specifically authorized for that purpose.

5. Proof of Business-To-Consumer Business in the Philippines Experience –

using the form in Annexes QD-5.

(i) To be submitted by the entity or entities which fulfill the Business-To-

Consumer Business Experience in the Philippines requirement in

Section I-09 (2) (a), as identified in the Business Structure (Form QD-

1A or QD-1B), item 3.

(ii) Required attachment for each entity:

Audited statement of income that shows the amount of business to

consumer gross sales or revenues generated in 2011 in the

Philippines.

If the gross sales or revenues was earned by an Affiliate of the

entity which fulfills the requirement, evidence of such affiliation.

6. Notarized Statement of Willingness to Participate In, and Capacity to

Undertake the Requirements of, the Project – using the form in Annex QD-6.

(i) To be submitted by the entity or entities proposed by the Prospective

Bidder which fulfill the Business-To-Consumer Business Experience in

the Philippines requirement in Section I-09(2)(a), as identified in the

Business Structure (Form QD-1A or Form QD-1B), item 3.

19

7. Proof of Automated Fare Collection Operations Experience – using the form

in Annexes QD-7.

(i) To be submitted by the entity which fulfills the Automated Fare

Collection Operations Experience requirement in Section I-09(2)(b), as

identified in the Business Structure (Form QD-1A or Form QD-1B),

item 4.

(ii) Required attachment:

(a) Signed letter or certificate from the client or project owner,

provided on client/project owner’s letterhead, stating the detailed

scope of involvement in the project and a declaration of

satisfactory project completion or satisfactory performance in an

ongoing contract

(b) Audited statement of income generated in Automatic Fare

Collection Operations showing the amount of total sales or

revenues since the year 2002.

(c) If the total sales or revenues was or is earned by an Affiliate of the

entity which fulfills the Automated Fare Collection Operations

Experience requirement, evidence of such affiliation.


Undertake the Requirements of, the Project - using the form in Annex QD-8.

(i) To be submitted by entity or entities proposed by the Prospective

Bidder to fulfill the Automated Fare Collection Operations Experience

requirement in Section I-09(2)(b), as identified in the Business

Structure (Form QD-1A or Form QD-1B), item 4.

9. Proof of Clearing and Settlement System Operations Experience – using the

form in Annex QD-9.

(i) To be submitted by the entity which fulfills the Clearing and Settlement

System Operations Experience requirement in Section I-09(2)(c), as


item 5.

(ii) Required attachment for each project:




satisfactory project completion or satisfactory performance in

ongoing contract.

(b) If the clearing and settlement operations were or are undertaken by

an Affiliate of the entity which fulfills the Clearing and Settlement

System Operations Experience requirement, evidence of such

affiliation.


Undertake the Requirements of, the Project- using the form in Annex QD-10.

20


Bidder to fulfill the Clearing and Settlement System Operations

Experience requirement in Section I-09 (2) (c), as identified in the

Business Structure (Form QD-1A or Form QD-1B), item 5.

11. Proof of System Integration Project Management Experience – using the form

in Annex QD-11.

(i) To be submitted by the entity which fulfills the System Integration

Project Management Experience requirement in Section I-09(2)(d), as


item 6.

(ii) Required attachment for each project:




satisfactory project completion or satisfactory performance in

ongoing contract.

(b) If the project was or is being undertaken by an Affiliate of the

entity which fulfills the System Integration Project Management

Experience requirement, evidence of such affiliation.


Undertake the Requirements of, the Project- using the form in Annex QD-12.


Bidder to fulfill the System Integration Project Management Experience

requirement in Section I-09(2)(d), as identified in the Business


13. A Project Management Plan (maximum of 14000 words), to be submitted by

the Prospective Bidder, and to be signed by all entities listed in all sections of

the Business Structure (Form QD-1A or QD-1B), consisting of the following:

(i) A Project Implementation Plan discussing the matters outlined in

Annex QD-13A.

(ii) An Authority Risk Management Plan discussing the matters outlined in

Annex QD-13B.

(iii) A Project Development Plan discussing the matters outlined in Annex

QD-13C.

14. Key Personnel - list of qualified key personnel who fulfill the requirements of

Section I-09(2)(e), using the form in Annex QD-14

(i) To be submitted by the Prospective Bidder.

(ii) More than one name can be submitted for each position; however, at

least one must be submitted.

21

15. Notarized Statement of Financial Capability - using the form in Annex QD-15.

(i) To be submitted by the entity which fulfills the Financial Qualification

Requirement in Section I-09(3), as identified in the Business Structure

(Form QD-1A or Form QD-1B), item 7.

(ii) Required attachments:

1. Certified True Copy of latest audited financial statements which

must be dated not earlier than 31 December 2012, stamped

“received” by the Bureau of Internal Revenue or for foreign

entities, the appropriate government agency equivalent to the

Bureau of Internal Revenue in the foreign country where the

foreign entity was registered for recognition or creation of its

juridical personality or capacity.

2. A letter testimonial from a domestic universal/commercial bank

or an international bank with a subsidiary/branch in the

Philippines or any international bank recognized by the BSP

attesting that the Prospective Bidder or Consortium Members, or

their Affiliates, as the case may be, are banking with them, and

that they are in good financial standing and/or are qualified to

obtain credit accommodations from such banks to finance the

project.

If the Prospective Bidder will use an Affiliate or an Affiliate of

the Lead Member to comply with the Financial Qualification

Requirements in Section I-09(3), attach evidence of such

affiliation.

16. Notarized Application to Pre-Qualify to Bid, in the form of Annex QD-16.

(i) To be submitted by the Prospective Bidder.

17. Authority to Apply to Pre-Qualify and Designation of Authorized

Representative:

(i) For Partnerships or Corporations: Notarized Authority to Apply to Pre-

Qualify and Designation of Authorized Representative, using the form

in Annex QD-17A.

1. To be submitted by the Prospective Bidder.

(ii) For Consortiums: Consortium Member’s Notarized Authority to

Participate in Consortium and Apply to Pre-Qualify, and Designation of

Lead Member and Authorized Representative of Consortium, using the

form in Annex QD-17B.

1. To be submitted by each Consortium Member

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SECTION III - VALIDITY OF BIDS

III-01 One Bidder, One Submission

Each Prospective Bidder may submit only one Application to Pre-Qualify to Bid. A

Prospective Bidder may not be a member of another Consortium, nor have an Affiliate which

is a member of another Consortium. No Consortium Member may be a member of more than

one Consortium, nor have an Affiliate which is a member of another Consortium.

To ensure a level playing field and a competitive Bidding Process, there are restrictions on the

extent of affiliation and ownership between Prospective Bidders and members of different

Consortiums. These are described in greater detail in Section V-04.

These restrictions do not limit the participation of proposed Subcontractors, which may be

proposed by more than one Prospective Bidder, provided such Subcontractors are not: (i)

Prospective Bidders, (ii) Consortium Members or (ii) Affiliates of any of the Prospective

Bidders or Consortium Members.

SECTION IV - SUBMISSION OF QUALIFICATION DOCUMENTS

IV-01 FORMAT OF SUBMISSION OF QUALIFICATION DOCUMENTS

Each page of the original copy of the Qualification Document, including any required

attachments, shall be initialed on the right margin by the Prospective Bidder’s authorized

representative as identified in the form in Annex QD-17A or QD-17B.

Qualification Documents must be printed either in standard A4 or letter size (8 ½” x 11”)

paper and bound together in ring binders or folders of appropriate size. Documents must be

paginated and text must be at least of 12-font size.

Prospective Bidders shall submit the Qualification Documents in the following form:

One (1) complete original set, clearly marked on each page as “ORIGINAL”

Five (5) Certified True Copies, clearly marked on each page as “COPY NO. __”

Five (5) readable compact discs, flash disks or flash drives containing an electronic

copy of each Qualification Document, in either Microsoft Word (.doc) or Portable

Document Format (.pdf) format.

The submission of one (1) original document that is certified, notarized, and authenticated,

and which serves as the equivalent of two (2) or more documents, shall be considered

sufficiently compliant with the requirements of Section I-09. The use of photocopies of this

same document in other parts of the original set should be acceptable. Apart from this

exception, the general rule is that the original set should consist of original versions of the

Qualifications Documents.

23

Each set of the Qualification Documents should contain a table of contents. Each set of the

Qualification Documents must be placed in an envelope. The five (5) CDs, flashdisks or

flashdrives should also be placed in an envelope. Each of the six (6) envelopes containing the

Qualification Documents and the envelope containing the five (5) CDs, flashdisks or

flashdrives must be sealed and appropriately addressed and marked as follows:

DEPARTMENT OF TRANSPORTATION AND COMMUNICATIONS

AND


AUTOMATED FARE COLLECTION SYSTEM PROJECT

QUALIFICATION DOCUMENTS

[ NAME AND ADDRESS OF PROSPECTIVE BIDDER ]

DO NOT OPEN BEFORE February 14, 2012

All six (6) sets of the Qualification Documents and the envelope containing the CDs,

flashdisks or flashdrives shall be placed in one, or if necessary, more sealed outer envelope(s)

or box.

If any of the envelopes are not properly sealed and/or marked as instructed above, the PBAC

shall not assume any responsibility for the loss of the Qualification Documents.

IV-02 PROCEDURES FOR SUBMISSION AND OPENING OF QUALIFICATION

DOCUMENTS ON THE QUALIFICATION DOCUMENTS SUBMISSION

DATE

On the Qualification Documents Submission Date, Prospective Bidders are required to submit

their Qualification Documents to:

Pre-Qualification, Bids and Awards Committee for

Public-Private Partnership Projects of the DOTC & LRTA

Automated Fare Collection System Project

Unit 153, 15th Flr, The Columbia Tower, Ortigas Avenue, Mandaluyong City

Manila, Philippines

The Qualification Documents must be submitted between 9:00 a.m. and 2:00 p.m. on the

Qualification Documents Submission Date. The date and time of submission shall be

recorded through the use of an official clock designated by the PBAC for that purpose. Each

set of the Qualification Documents submitted shall be numbered in the order received and

stamped with the time of receipt. In addition, the receipt of each set of Qualification

24

Documents will be recorded in a register in the order of receipt specifying the date, time and

name of the Prospective Bidder submitting the same.

Immediately after 2:00 p.m. on the Qualification Documents Submission Date, the PBAC

will begin the opening proceedings by announcing the names of the Prospective Bidders who

have submitted Qualification Documents and any such other details as the PBAC may

consider appropriate. The PBAC will then proceed with opening the envelopes of each

Prospective Bidder, one at a time, in the order in which the same were received. The duly

authorized representatives for each Prospective Bidder who attend the opening proceedings

shall sign the register confirming their attendance.

SECTION V –EVALUATION OF QUALIFICATION DOCUMENTS

V-01 EVALUATION OF QUALIFICATION DOCUMENTS

The PBAC shall examine the Qualification Documents over a period of not longer than

twenty (20) calendar days after the Qualification Documents Submission Date. The detailed

evaluation of the compliance by the Prospective Bidder with the Legal, Technical and

Financial Qualification Requirements for the Project shall be based solely upon the

Qualification Documents submitted. The PBAC reserves the right to seek clarifications from

Prospective Bidders on the form and contents of their Qualification Documents. The PBAC

also reserves the right to make inquiries with any person, government authority, client

organization, Consortium Member, officer, director, employee or other agent of any

Prospective Bidder for the purpose of clarifying any matter included in its Qualification

Documents.

All submitted information and any clarifications requested by the DOTC shall be assessed

against the criteria for qualification as set out in Sections I-09 and the documents required in

Sections II and rated on a “pass-or-fail” basis. The overall rating for the evaluation will be

“qualified” if each criterion is rated “passed” and each required Qualification Document and

attachment is completely submitted. The overall rating will be “disqualified” if any criterion

is rated “failed” or if any required Qualification Document and attachment is missing. In

reviewing the Prospective Bidder’s compliance with the requirements in Section I-09(2), if a

Prospective Bidder submits the name of more than one Subcontractor to fulfill these

requirements, then as long as at least one Subcontractor is rated “passed,” then the

Prospective Bidder will be rated “passed” for that criterion.

V-02 OTHER GROUNDS FOR DISQUALIFICATION

In addition to the grounds for disqualification described in Section V-01 above, a Prospective

Bidder may also be disqualified from participation in the Bidding for any of the following

reasons:

25

a) material or willful misrepresentation in the Pre-Qualification process;

b) corrupt practice, fraud, collusion, coercion, undesirable or restrictive practice in

the Pre-Qualification process;

c) any form of political or other lobbying with respect to the Pre-Qualification

process;

d) illegal conduct or attempt to influence the PBAC’s evaluation of the Qualification

Documents or the Pre-Qualification process;

e) any Conflict of Interest that would give it any unfair advantage in the Pre-

Qualification process as defined in Section V-04;

f) failure to comply with any of the terms, conditions and instructions of the

Invitation Documents; or

g) other grounds for rejection or disqualification of Bidders under the Philippine

BOT Law, the Revised IRR, and all other applicable laws.

The grounds for disqualification in this Section V-02 shall also apply to all Consortium

Members (in case the Prospective Bidder is a Consortium), and any Affiliates or contractors

proposed by the Prospective Bidder to fulfil any of the Qualification Requirements.

V-03 CORRUPT PRACTICE / FRAUD / COLLUSION / COERCION /

UNDESIRABLE PRACTICE / RESTRICTIVE PRACTICE

For purposes of this Section V-03, “Corrupt Practice,” “Fraud,” “Collusion,” “Coercion,”

“Undesirable Practice,” and “Restrictive Practice” are defined as follows:

a) "Corrupt Practice" means any behavior on the part of officials in the public or

private sectors by which they improperly and unlawfully enrich themselves,

others, or induce others to do so, by misusing the position in which they are

placed, and includes the offering, giving, receiving, or soliciting of anything of

value to influence the action of any such official in the Bidding or in contract

execution; this also includes similar acts punishable under the Anti-Graft and

Corrupt Practices Act (Republic Act No. 3019);

b) "Fraud" means a misrepresentation of facts in order to influence the Bidding to

the detriment of the government, and includes collusive practices among Bidders

(prior to or after bid submission) designed to establish financial offers or prices at

artificial, non-competitive levels and to deprive the government of the benefits of

a free, transparent and open competition;

c) “Collusion” means a scheme or arrangement between two or more Bidders, with

or without the knowledge of the government, designed to establish financial

offers or prices at artificial, non-competitive levels;

26

d) “Coercion” means harming or threatening to harm, directly or indirectly, persons,

or their property to influence their involvement in the Bidding, or affect the

execution of the Concession Agreement;

e) “Undesirable Practice” means (i) establishing contact with any person connected

with or employed or engaged by the DOTC or the LRTA with the objective of

canvassing or lobbying or (ii) in any manner influencing or attempting to

influence the Bidding; and

f) “Restrictive Practice” means any act, scheme, plan or agreement such as forming

a group, clique, cartel, trust, syndicate, combine, pool and the like or arriving at

any understanding or arrangement among Bidders, Consortium Members,

Construction Contractors, or the Affiliates of any of these entities, with the

objective of restricting, subverting or manipulating a full and fair competition in

the Bidding.

Aside from being disqualified from the Bidding, any person found to be engaging in any

Corrupt Practice, Fraud, Collusion, Coercion, or Undesirable or Restrictive Practices shall

incur civil and criminal liability under the applicable laws and regulations and shall be

prohibited from participating in any bidding conducted by the DOTC or the LRTA.

V-04 CONFLICT OF INTEREST

Prospective Bidders and Consortium Members (if the Prospective Bidder is a Consortium),

including their Affiliates, must not have any Conflict of Interest. Without limiting the

generality of what would constitute a Conflict of Interest, any of the following will be

considered a Conflict of Interest:

a) a Prospective Bidder, any Consortium Member, or any of their Affiliates (of either

a Prospective Bidder or of the Consortium Member) is a member of another

Consortium, or an Affiliate of a member of another Consortium;

b) a Prospective Bidder, any Consortium Member, or any of their Affiliates (of either

a Prospective Bidder or of the Consortium Member) is proposed as a Subcontractor

of another Prospective Bidder;

c) a Prospective Bidder, any Consortium Member, or any of their Affiliates (of either

a Prospective Bidder or of the Consortium Member) which are used to meet any of

the Qualification Requirements has ownership interest of at least twenty percent

(20%) in any other Prospective Bidder, any Consortium Member of any other

Prospective Bidder, or any of their Affiliates (of either the other Prospective Bidder

or any of its Consortium Members) which are used to meet any of the Qualification

Requirements;

d) a member of the board of directors, partner, officer, employee, professional advisor

or agent of a Prospective Bidder, any Consortium Member, or any of their

Affiliates (of either the Prospective Bidder or any of its Consortium Members), is

also directly involved in any capacity related to the Bidding Process for the Project

for another Prospective Bidder, any Consortium Member of any other Prospective

27

Bidder, or any of their Affiliates (of either the Prospective Bidder or any of its

Consortium Members), within a period of two (2) years prior to the publication of

the Invitation to Pre-Qualify and one (1) year after award of the Project;

e) a Prospective Bidder, any of its Consortium Members, any of its proposed

Subcontractors, or any Affiliate of any of these entities, has participated as a

consultant to the DOTC or the LRTA in the preparation of any documents, design,

or technical specifications of the Project or in connection with the Bidding Process;

f) a Prospective Bidder, any of its Consortium Members, any of its proposed

Subcontractors, or any Affiliate of any of these entities, engages any legal,

financial, or technical adviser of the DOTC or the LRTA in relation to the Project,

or anyone who is or was an employee of the DOTC or the LRTA less than one (1)

year before his or her engagement by the Prospective Bidder, any of its Consortium

Members, any of its proposed Construction Contractors, or any Affiliate of any of

these entities; or

g. a Prospective Bidder, any Consortium Member, or any of their Affiliates (of either

a Prospective Bidder or of the Consortium Member) which owns or holds 33

1/3% or more of the outstanding voting shares in the concessionaire in any of the

concessions of LRT 1/2, MRT 3 and other railway systems to be developed, or in

the company/concessionaire owning any bus operating franchises, or in the

company holding any of the toll operation certificates and/or toll operation

agreements in the Philippines and is proposed to own or hold 33 1/3% or more of

the outstanding voting shares in the Concessionaire (or an aggregate of 33 1/3% or

more if to be held by Affiliates)

If at any time prior to the signing of the Concession Agreement, any Prospective Bidder

Consortium Member, proposed Subcontractor, or any Affiliate of any of these entities, is

found to have a Conflict of Interest as defined in this Section V-04, it shall be disqualified

from further participating in the Bidding Process. If the Conflict of Interest involves another

Prospective Bidder or Bidders, then all involved Prospective Bidders shall be disqualified.

V-05 LOCK-UP RULES

The following rules (“Lock-Up Rules”) shall apply from the Qualification Documents

Submission Date to the Bid Proposals Submission Date (“Qualification Period”):

a) Corporation & Partnership

(i) For a Prospective Bidder which is a corporation or partnership, no restrictions

shall be imposed on the ownership structure of such a Prospective Bidder.

(ii) However, if a Bidder which is a corporation or a partnership proposes an

Affiliate to meet any of the Qualification Requirements, the proposed Affiliate

must remain as such at all times.

b) Consortium

28

(i) A Consortium Member, except for the entity that meets the Financial

Qualification Requirement, may leave the Consortium and not be replaced by

any other entity (“Withdrawal”), subject to the following conditions:

1. A Consortium Member proposed to meet the any of the Technical

Qualification Requirements cannot withdraw from the Consortium, except

in the event of a Substitution as provided in paragraph (ii) below.

2. Any Consortium Member not proposed to meet the Technical or Financial

Qualification Requirements may withdraw from the Consortium.

3. Withdrawing Consortium Members cannot join any other Bidder that has

been pre-qualified to bid for the Project.

(ii) A Consortium Member may be replaced by another entity not previously

identified in the Consortium’s Business Structure (Annex QD-1B)

(“Substitution”), subject to the following conditions:

1. Any Consortium Member, except for the entity that meets the Financial

Qualification Requirement, can be substituted by another entity.

2. If the Consortium Member leaving the Consortium is the only entity which

is proposed to meet a particular Technical Qualification Requirement, then

the substitute should meet the particular Technical Qualification

Requirement which such Consortium Member was proposed to meet and

the Legal Qualification Requirements.

3. The substitute should not be any of the entities identified in Annex QD-1B

(Business Structure) of another Bidder. For the avoidance of doubt,

Bidders shall include those Bidders that failed to pre-qualify to bid for the

Project.

4. Notwithstanding a Substitution, the Consortium Members originally

identified in Annex QD-1B (Business Structure) should continue to

commit to own not less than eighty percent (60%) of the outstanding

voting shares of the Concessionaire.

(iii) A Consortium Member may increase or reduce its committed percentage

equity interest in the Concessionaire, subject to the following conditions:

Any Consortium Member, whether or not they are proposed to meet the

Technical or Financial Qualification Requirements, can increase or reduce its

committed percentage equity interest in the Concessionaire as specified in

Annex QD-1B (Business Structure).

(iv) In the event of a Withdrawal, Substitution or change in equity interest in the

Concessionaire, the following requirements must be met:

1. The Lead Member must –

29

a. maintain its commitment to own at least twenty percent (20%) of the

outstanding voting shares of the Concessionaire; and

b. always own the highest percentage of outstanding voting shares of the

Concessionaire.

2. No Consortium Member, on its own or together with its Affiliates, shall

own a greater percentage of outstanding voting shares in the

Concessionaire than the Lead Member, on its own or together with its

Affiliates.

3. Any Consortium Member which fulfill the requirements in Sections I-

09(2)(a), I-09(2)(b), I-09(2)(c), I-09(2)(d), and I-09(3) must have the

required minimum percentage interests in those sections at all times.

4. Any change in the composition of the Consortium or the shareholding

structure of the Concessionaire must be approved by the PBAC.

5. During the Pre-Qualification, a Prospective Bidder may submit to the

PBAC only one (1) application for all changes in the composition of the

Consortium or in the proposed equity structure of the Concessionaire. The

application must be submitted to the PBAC at least forty-five (45) days

before the Bid Proposals Submission Date. Together with its application,

the Bidder should submit the relevant Qualification Documents which

should be revised to reflect the changes applied for.

6. In the event of a Withdrawal, the Prospective Bidder must only inform the

PBAC on the Bid Proposals Submission Date.

7. If the proposed change is not approved by the PBAC, the applying

Prospective Bidder may revert to the original Consortium composition or

proposed Concessionaire shareholding structure, as provided in its

Qualification Documents.

c) Consequence of Violation of Lock-Up Rules

Any violation of the Lock-Up Rules shall be a ground for disqualification from the Bidding.

V-06 NOTIFICATION OF RESULTS OF EVALUATION OF QUALIFICATION

DOCUMENTS

The PBAC will notify all Prospective Bidders as to whether they passed the qualification stage

not later than five (5) calendar days from approval of the Pre-Qualification results (“Notice of

Pre-Qualification”). All Prospective Bidders which pass the qualification stage shall be known

as Pre-Qualified Bidders.

If the Prospective Bidder proposed more than one Subcontractor to fulfill the Technical

Qualification Requirements in Sections I-09(2), the PBAC shall also notify each Prospective

Bidders as to which of the Subcontractors they proposed were rated passed.

30

Pre-Qualified Bidders will be allowed to purchase the following Bidding Documents

immediately upon notification that they have been pre-qualified:

Instructions to Bidders, which will give detailed information about the

requirements for the preparation of Bid Proposals;

The Draft Concession Agreement;

The Draft Minimum Performance Standards and Specifications, which will set out

technical requirements for design, construction, installation, operation, and

maintenance of the Project through the life of the concession period; and

Other technical documents prepared by or on behalf of DOTC and/or the LRTA.

V-07 FAILURE OF QUALIFICATION PROCESS

If only one Prospective Bidder submits its Qualification Documents, or if there is only one

Pre-Qualified Bidder after the evaluation of Qualification Documents, the Pre-Qualification

Process may be declared a failure, and the Bidding Process may be cancelled.

V-08 RIGHT TO REJECT QUALIFICATION DOCUMENTS, WAIVE MINOR

DEFECTS, AND NOT PROCEED WITH THE BIDDING

The PBAC reserves the right to accept or reject all or any Application to Pre-Qualify to Bid

without assigning any reason whatsoever.

The PBAC reserves the right to waive any minor defects in the bids, and accept the offer it

deems most advantageous to government.

At any time, the DOTC reserves the right not to proceed with the Bidding Process and the

execution of the Concession Agreement without prior notice or liability, and without any

obligation to give any reason not to proceed.

SECTION VI- GENERAL CONDITIONS AND PROHIBITIONS

VI-01 GENERAL CONDITIONS AND PROHIBITIONS

By submitting Qualification Documents and participating in the Pre-Qualification process,

the Prospective Bidder acknowledges and agrees that:

a. It, including all its Consortium Members and proposed Subcontractors, their Affiliates,

and their respective officers, employees, agents and advisers shall observe the highest

standard of ethics during the Bidding Process.

b. It, including all its Consortium Members and proposed Subcontractors, their Affiliates,

and their respective officers, employees, agents and advisers shall not commit any

Corrupt Fraudulent, Coercive, Undesirable and Restrictive Practices.

31

c. It, including all its Consortium Members and proposed Subcontractors, their Affiliates,

and their respective officers, employees, agents and advisers, will not engage in any

form of political or other lobbying with respect to the Project or attempt to influence

the outcome of the Bidding Process; and

d. It accepts all the terms and conditions of the Invitation Documents; and

e. the PBAC has the right to modify any of the Invitation Documents at any time, in

accordance with this Section VI.

VI-02 GOVERNING LAW AND RULES

The provisions of the BOT Law and other applicable Philippine laws shall govern all matters

not specifically covered by the Instructions to Prospective Bidders and other Invitation

Documents.

VI-03 DEFINITIONS

The following words or terms shall have the following meanings in this Instruction to

Prospective Bidders and other Invitation Documents

a. “AFCS” means all the attributes of civil, mechanical, structural, and

architectural, digital works of the Project, more particularly described in the

Concession Agreement.

b. “AFCS Operations Experience” means experience in managing Level

1(gates, etc), and/or Level 2 (station AFCS infrastructure) and/or Level 3 (a

PTO central system) operations of an AFCS system.

c. “Affiliate” means a corporation or entity effectively Controlled by or

Controlling the Bidder or associated with the Bidder under common

ownership and Control.

d. “Bid” means a valid offer to undertake the Project to be submitted by a

Bidder.

e. “Bidder” means any partnership, corporation, Consortium or joint venture

which participates in the Bidding Process.

f. “Bid Proposal” means the Bid Letter, Bid Security, and Additional

Requirements for Consortiums with New Members, Technical Proposal, and

Financial Proposal to be submitted by the Bidders pursuant to the Instructions

to Bidders that will be released by PBAC after Pre-Qualification.

g. “Bid Proposals Submission Date” means the day to be set by the PBAC for

the submission of the Bid Proposals.

32

h. “Bid Security” means the instrument provided by the Bidder to guarantee that

it shall comply with all its obligations under the Instructions to Bidders that

will be released by the PBAC after Pre-Qualification.

i. “Bidding Documents” means the documents enumerated in Section V-02

which may be purchased by Pre-Qualified Bidders.

j. “Bidding Process” or “Bidding” means the process beginning from the

publication of the Invitation to Pre-Qualify to Bid until the signing of the

Concession Agreement, as described in Section I-02.

k. “BOT Law” means Republic Act No. 6957, as amended by Republic Act No.

7718, entitled “An Act Authorizing the Financing, Construction, Operation

and Maintenance of Infrastructure Projects by the Private Sector and for Other

Purposes”, and its Revised Implementing Rules and Regulations.

l. “Clearing” means the process of transmitting, reconciling and, in some cases,

confirming transfer orders prior to settlement, possibly including the netting of

orders and the establishment of final positions for settlement.

m. “Concession Agreement” means the contract to be executed between the

DOTC and the LRTA and the Winning Bidder or a legal entity formed by the

Winning Bidder.

n. “Concessionaire” means the counter-party of the DOTC and the LRTA under

the Concession Agreement and which will undertake the Project.

o. “Conflict of Interest” is defined in Section V-04.

p. “Consortium” means an unincorporated association of natural or juridical

persons bound by contract or law, solidarily undertaking by mutual written

agreement a common enterprise which is to participate in the Bidding Process.

q. “Consortium Member” means any of the natural or juridical persons or group

of persons comprising a Consortium, each having a definite interest in the

common undertaking, solidarily liable in the Bid and whose interest will be

converted into an equivalent equity participation in the corporation that will

become the Concessionaire if the Consortium is awarded and accepts the

Project.

r. “Construction” means all aspects of construction work and activities relating

to the Project, as provided in the Concession Agreement.

s. “Control” means, for purposes of defining an Affiliate, the power to direct or

cause the direction of the management policies of a body corporate whether

through: (i) ownership of at least fifty percent (50%) plus one share of the

outstanding voting shares or (ii) ownership of at least twenty percent (20%) of

the outstanding voting shares and (a) possession of at least fifty percent (50%)

plus one share of the voting rights through voting trust or other voting

agreements entered into at least one year before the Qualification Documents

33

Submission Date or (b) the ability to elect a majority of the members of the

Affiliate’s board of directors.

In determining ownership by a corporation of the shares of another

corporation, shares held both directly an indirectly will be counted.

If the Prospective Bidder or Lead Member was incorporated only within the

last six (6) months, then the requirement herein, that the voting trust or other

voting agreement should have been entered into at least one (1) year before the

Qualification Documents Submission Date, will not be applicable.

t. “Corrupt Practice, Fraud, Collusion, Coercion, Undesirable Practice, and

Restrictive Practices” are each defined in Section V-03.

u. “DOTC” means the Department of Transportation and Communications.

v. “Financial Qualification Requirements” refers to the Qualification

Requirements that must be met by a Prospective Bidder, as provided in

Section I-09(3).

w. ”Invitation Documents” means the Invitation to Pre-Qualify to Bid, this

Instructions to Prospective Bidders, including its Annexes, and any

supplemental notices and bid bulletins issued by the PBAC from the date of

first publication of the Invitation to Pre-Qualify to Bid until the Qualification

Documents Submission Date .

x. “Lead Member” means, for a Bidder which bids as a Consortium, the

Consortium Member having the largest equity interest in the Consortium,

which should not be less than twenty percent (20%), and which should be

designated in writing as such by the other Consortium Members.

y. “Legal Qualification Requirements” refers to the Qualification Requirements

that must be met by a Prospective Bidder, as provided in Section I-09(1).

z. “LRTA” means the Light Rail Transit Authority.

aa. “Maintenance” means the day to day upkeep and repair of the Level 1 to

Level 3 AFCS necessary or required for its safe and proper and timely

operation, including the provision of labor, materials, equipment, and

supervision, in accordance with the Concession Agreement and Minimum

Performance Standards and Specifications.

bb. “Minimum Performance Standards and Specifications” means the set of

minimum performance or functional standards and specifications that the

Concessionaire must comply with in undertaking the Design, Construction,

Operation and Maintenance of the Project.

cc. “PBAC” means the joint Prequalification, Bids and Awards Committee for

Public-Private Partnership Projects of the DOTC and the LRTA constituted

34

under DOTC Special Order No. 2012-328 dated 14 December 2012 pursuant

to the BOT Law.

dd. “Pre-Qualification” means the first stage of the Bidding Process involving the

submission, opening and evaluation of the Qualification Documents submitted

by the Prospective Bidders.

ee. “Pre-Qualified Bidder” means a Prospective Bidder which passed Pre-

Qualification.

ff. “Project” is defined in the Introduction of this Instructions to Prospective

Bidders.

gg. “Prospective Bidder” any partnership, corporation, or Consortium which

participates in the Bidding Process by applying to pre-qualify to Bid.

hh. “Qualification Documents” mean the documents required to be submitted by

the Bidder during the Pre-Qualification stage as provided in Section II.

ii. “Qualification Documents Submission Date” means 14 February 2013.

jj. “Pre-Qualification Requirements” means the criteria which a Prospective

Bidder must meet in order to pre-qualify to submit a Bid for the Project, as

described in Section I-09, and includes Legal Qualification Requirements,

Technical Qualification Requirements, and Financial Qualification

Requirements.

kk. “SEC” means the Securities and Exchange Commission.

ll. “Settlement” means the process of completing of a transaction or of

processing in a transfer system, such that participants meet their obligations

through the transfer funds. A settlement may be final or provisional.

mm. “Subcontractor” means an entity which may be engaged by the

Concessionaire to undertake the subcontracted work, in accordance with the

Concession Agreement.

nn. “Technical Qualification Requirements” refers to the Qualification

Requirements that must be met by a Prospective Bidder, as provided in

Section I-09(2).

oo. “Unsatisfactory Performance” means any of the following:

1. within the last five (5) years prior to the Qualification Documents

Submission Date -

a. failure to satisfactorily perform any of its material obligations on

any contract, as evidenced by the imposition of a judicial

pronouncement or arbitration award;

35

b. expulsion from any project or contract;

c. termination or suspension of any of its projects or contracts due to

breach of its obligations; or

d. material violation of laws and/or regulations applicable to any of

its projects or contracts, including but not limited to

environmental, health, safety, labor and social welfare laws and

regulations.

The projects and contracts referred to in paragraph 1 of the definition

above refers to any project or contract of the entity or entities whose

experience is being used to meet any of the Technical Qualification

Requirements which was commenced or in the process of

implementation within the last five (5) years before the Qualification

Documents Submission Date, and not just to the particular projects or

contracts being submitted to meet such Technical Qualification

Requirements.

Paragraph 1 of the definition above refers to any project or contract of

the entity or entities whose experience is being proposed to meet any of

the Technical Qualification Requirements and to the laws and/or

regulations applicable to such projects or contracts. Paragraph 3 refers to

the present Bidding for this Project.

2. inclusion in a blacklist issued by any governmental agency of the

Philippines or in the Debarred and Cross-Debarred Firms & Individuals

list posted in the World Bank website (www.worldbank.org/debarr),

whether as an individual contractor, partnership or corporation or as a

member of a joint venture or consortium; or

3. involvement in any Corrupt, Fraudulent, Coercive, Undesirable, or

Restrictive Practice or having Conflicts of Interest.

pp. “Winning Bidder” means the highest ranked Bidder determined by the PBAC

and issued a Notice of Award as described in Section I-02(h).


36

ANNEX QD-1A: Business Structure (for a Prospective Bidder which is a

partnership or corporation)

1. Name of Prospective Bidder:

_____________________________________________________________

2. Contact Information of Prospective Bidder

a. Address

b. Website

c. Contact Person

i. Telephone

ii. Fax

iii. E-mail

3. Entity which fulfills the Business-To-Consumer Business Experience in the Philippines

Requirement

a. Name of Entity

b. Relationship to

Prospective Bidder

c. Address

d. Website

e. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:

a. If this requirement is fulfilled by an Affiliate of the Prospective Bidder, attach

evidence of such affiliation.

4. Entity which fulfills the Automated Fare Collection Operations Experience (Level 1-3)

Requirement

a. Name of Entity

b. Relationship to

Prospective Bidder

c. Address

d. Website

e. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:

a. If this requirement is fulfilled by the Prospective Bidder proposing a Subcontractor,

list at least one and up to three (3) Subcontractors and provide the information above

for each of them.

37

5. Entity which fulfills the Clearing and Settlement Operations Experience (Level 4)

Requirement

a. Name of Entity

b. Relationship to

Prospective Bidder

c. Address

d. Website

e. Contact Person

iv. Telephone

v. Fax

vi. E-mail

Note:

b. If this requirement is fulfilled by an Affiliate of the Prospective Bidder, attach


6. Entity which fulfills the System Integration Project Management Experience (Level 0-4)

Requirement

a. Name of Entity

b. Relationship to

Prospective Bidder

c. Address

d. Website

e. Contact Person

vii. Telephone

viii. Fax

ix. E-mail

Note:

a. If this requirement is fulfilled by the Prospective Bidder proposing a Subcontractor,

list at least one and up to three (3) Subcontractors and provide the information above

for each of them.

7. Entity which fulfills the Financial Capability Requirements

a. Name of Entity

b. Relationship to

Prospective Bidder

c. Address

d. Website

e. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:

c. If this requirement is fulfilled by an Affiliate of the Prospective Bidder, attach


38

For and on behalf of

(Name of Prospective

Bidder/partnership/corporation)

(Signature of Authorized Representative)

______________________________________

(Name, Title, and Date)

39

ANNEX QD-1B: Business Structure (for a Prospective Bidder which is a

Consortium)

Name of Consortium:

____________________________________________________________

1. Consortium Members

Lead Member Other Member Other Member Other Member

Name

Percentage Interest

in the Consortium

Type of Legal

Entity (corporation/

partnership)

2. Contact Information of Consortium Members

a. Lead Member

b. Address

c. Website

d. Contact Person

i. Telephone

ii. Fax

iii. E-mail

a. Consortium Member

b. Address

c. Website

d. Contact Person

i. Telephone

ii. Fax

iii. E-mail


b. Address

c. Website

d. Contact Person

i. Telephone

ii. Fax

iii. E-mail


b. Address

c. Website

d. Contact Person

i. Telephone

ii. Fax

40

iii. E-mail


b. Address

c. Website

d. Contact Person

i. Telephone

ii. Fax

iii. E-mail


Requirement

a. Name of Entity

b. Consortium Member to

which this entity is related

c. Relationship to Consortium

Member

d. Address

e. Website

f. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:



4. Entity which fulfills the Automated Fare Collection Operations Experience (Level 1-3)

Requirement, whose completed projects are being submitted as evidence of that entity’s

experience.

a. Name of Entity




Member

d. Address

e. Website

f. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:

a. If this requirement is fulfilled by the Consortium proposing a Subcontractor, list at

least one and up to three (3) Subcontractors and provide the information above for

each of them.

41

5. Entity which fulfills the Clearing and Settlement Operations Experience (Level 4)

Requirement

a. Name of Entity




Member

d. Address

e. Website

f. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:



6. Entity which fulfills the System Integration Project Management Experience (Level 0-4)

Requirement:

a. Name of Entity




Member

d. Address

e. Website

f. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:

a. If this requirement is fulfilled by the Consortium proposing a Subcontractor, list at

least one and up to three (3) Subcontractors and provide the information above for

each of them.

7. Entity which fulfills the Financial Capability Requirement

a. Name of Entity

b. Relationship to Lead

Member

c. Address

d. Website

e. Contact Person

i. Telephone

ii. Fax

iii. E-mail

Note:

42

a. If this requirement is fulfilled by an Affiliate of the Lead Member, please provide



(Name of Prospective Bidder/Name of

Consortium and Lead Member)


______________________________________


43

ANNEX QD-2: Basic Information Sheet

a. To be submitted by all entities listed in all sections of the Business Structure (Form QD-

1A or QD-1B).

b. Required attachment: For all entities submitting this form, a certified true copy of its

latest General Information Sheet, stamped “received” by the Securities and Exchange

Commission (SEC) or for a foreign entity, the equivalent document submitted to and

acknowledged by the appropriate government agency equivalent to the SEC in the foreign

country where the foreign entity was registered for recognition or creation of its juridical

personality or capacity.

1. Name of Entity

2. Type of entity

(please check one) Partnership

Corporation

3. Consortium

Member or not?

(please check one)

Yes

No

4. Subcontractor or

not? (please check

one)

Yes

No

5. Affiliate of an

entity listed in QD-

1A or QD-1B?

Yes, Affiliate of _______________

No

6. Place of

Incorporation or

Registration

7. Year of

Incorporation or

Registration

8. Principal Purposes

or Businesses

9. Shareholder or Partner Information

Name of Shareholder or

Partner

Nationality Percentage total of shareholding or

partnership interest

(Insert rows as necessary)

10. Information on Beneficial Owners who own more than 5% Beneficial Interest

44

Name of Beneficial Owner Nationality Percentage total of Beneficial Ownership

(Insert rows as necessary)

For and on behalf of (Name of Entity)


____________________________________



(Name of Prospective Bidder/if Consortium,

Name of Consortium and Lead Member)


___________________________________


45

ANNEX QD-3: Certified True Copy of SEC Certificate of Incorporation, Articles of

Incorporation, and By-Laws, for corporations or Articles of Partnership for

partnerships (or for a foreign entity, the equivalent document submitted to

and acknowledged by the appropriate government agency equivalent to the

SEC in the foreign country where the foreign entity was registered for

recognition or creation of its juridical personality or capacity).

a. To be submitted by all entities listed in all sections of the Business Structure (Form QD-

1A or QD-1B)

46

ANNEX QD-4A: Notarized Certification of Absence of Unsatisfactory Performance

Record

a. To be accomplished individually by the authorized representative of each of the

Prospective Bidder and the entities listed in all sections of the Business Structure (Form

QD-1A or QD-1B) or jointly through their authorized representative designated in

Annexes QD-17A and QD-17B.

b. Entities which are proposed to meet the Financial Qualification Requirement, the

certification shall only be in relation to (i) inclusion in a blacklist issued by any

governmental agency of the Philippines or in the Debarred and Cross-Debarred Firms &

Individuals list posted in the World Bank website (www.worldbank.org/debarr), whether

as an individual contractor, partnership or corporation or as a member of a joint venture

or consortium, and (ii) involvement in any Corrupt, Fraudulent, Coercive, Undesirable, or

Restrictive Practice or having Conflicts of Interest.

Prospective Bidder:

Entity which fulfills a

Qualification

Requirement:

Relationship to

Prospective Bidder:

Republic of the Philippines )

) S.S.

Certification of Absence of Unsatisfactory Performance Record

I, (insert name),(insert citizenship), of legal age, with office address at (insert address), as the

(insert position/designation) of (insert name of company represented), a

(corporation/partnership) organized and existing under and by virtue of the laws of (insert

place of incorporation/registration) hereby certify, for and on behalf of (name of entity

represented), that (insert name of entity represented) does not have any record of

unsatisfactory performance on any of its projects and contracts. “Unsatisfactory Performance”

means any of the following:

1. within the last five (5) years prior to the Qualification Documents Submission Date -

a. failure to satisfactorily perform any of its material obligations on any contract, as

evidenced by the imposition of a judicial pronouncement or arbitration award;


c. termination or suspension of any of its projects or contracts due to breach of its

obligations; or


47

d. material violation of laws and/or regulations applicable to any of its projects or

contracts, including but not limited to environmental, health, safety, labor and

social welfare laws and regulations.

The projects and contracts referred to in paragraph 1 of the definition above refers to

any project or contract of the entity or entities whose experience is being used to meet

any of the Technical Qualification Requirements which was commenced or in the

process of implementation within the last five (5) years before the Qualification

Documents Submission Date, and not just to the particular projects or contracts being

submitted to meet such Technical Qualification Requirements.

Paragraph 1 of the definition above refers to any project or contract of the entity or

entities whose experience is being proposed to meet any of the Technical

Qualification Requirements and to the laws and/or regulations applicable to such

projects or contracts. Paragraph 3 refers to the present Bidding for this Project.

2. inclusion in a blacklist issued by any governmental agency of the Philippines or in the

Debarred and Cross-Debarred Firms & Individuals list posted in the World Bank

website (www.worldbank.org/debarr), whether as an individual contractor,

partnership or corporation or as a member of a joint venture or consortium; or



Date and Place of Execution.



______________________________________

(Name)

(Designation)

SUBSCRIBED AND SWORN TO before me this (____) day of (month and year) at (place),

affiant exhibiting to me his/her (proof of identity acceptable under Philippine notarial

regulations), issued at (city) on (date).

Notary Public

Doc. No.: _________

Page No.: _________

Book No.: ________

Series of 2012.


48

ANNEX QD-4B: Notarized Certification of Absence of Unsatisfactory Performance Record

(Joint)

[Alternative Form]


) S.S.



authorized representative of (insert name of Prospective Bidder), a (corporation/partnership

or Consortium) organized and existing under and by virtue of the laws of ([insert place of

incorporation/registration] or organized by agreement among its Consortium Members), as

indicated by the authorization certificate attached as [Annex QD-17A (for a partnership or

corporation): Authority to Apply to Pre-Qualify and Designation of Authorized

Representative] or Annex QD-17B (for a Consortium Prospective Bidder, to be submitted by

each Consortium Member): Consortium Member’s Authority to Participate in Consortium and

Apply to Pre-Qualify, and Designation of Lead Member and Authorized Representative of

Consortium], after having been duly sworn according to law, hereby certify for and on behalf

of (list the entities submitted in the Business Structure - Annex QD-1A or QD-1B) does not

have any record of unsatisfactory performance on any of its projects and contracts.

“Unsatisfactory Performance” means any of the following:

1. within the last five (5) years prior to the Qualification Documents Submission Date -

a. failure to satisfactorily perform any of its material obligations on any contract, as

evidenced by the imposition of a judicial pronouncement or arbitration award;


c. termination or suspension of any of its projects or contracts due to breach of its

obligations; or

d. material violation of laws and/or regulations applicable to any of its projects or

contracts, including but not limited to environmental, health, safety, labor and

social welfare laws and regulations.

The projects and contracts referred to in paragraph 1 of the definition above refers to

any project or contract of the entity or entities whose experience is being used to meet

any of the Technical Qualification Requirements which was commenced or in the

process of implementation within the last five (5) years before the Qualification

Documents Submission Date, and not just to the particular projects or contracts being

submitted to meet such Technical Qualification Requirements.

Paragraph 1 of the definition above refers to any project or contract of the entity or

entities whose experience is being proposed to meet any of the Technical

Qualification Requirements and to the laws and/or regulations applicable to such

projects or contracts. Paragraph 3 refers to the present Bidding for this Project.

49

2. inclusion in a blacklist issued by any governmental agency of the Philippines or in the

Debarred and Cross-Debarred Firms & Individuals list posted in the World Bank

website (www.worldbank.org/debarr), whether as an individual contractor,

partnership or corporation or as a member of a joint venture or consortium; or






______________________________________

(Name)

(Designation)




Notary Public

Doc. No.: _________

Page No.: _________

Book No.: ________

Series of 2012.


50

ANNEX QD-5: Business-To-Consumer Business Experience in the Philippines

a. To be submitted by the entity or entities which fulfill the Business-To-Consumer

Business Experience in the Philippines requirement in Section I-09(2)(a) as identified in

the Business Structure (Form QD-1A or QD-1B), item 3.

b. Required attachment for general proofs of business experience:

(i) Signed specification of business activity

(ii) Demonstration of business activity based on entity’s audited financial statements

with copies of appropriate financial statements.


Requirement in Section I-09(2)(a), as identified in item 3 of the Business Structure (Form

QD-1A or QD-1B).

Prospective Bidder:

Entity which fulfills the

requirement:

Relationship to

Prospective Bidder:

2. Demonstration of Business-to-Consumer Business Experience in the Philippines

Experience with gross sales or revenue of at least Two Billion One Hundred Fifty Million

Pesos (PHP2,150,000,000) in 2011 and One Million (1,000,000) individual retail

customers.

Name of business

activity

Location(s) of

stores/points of

sales/dealerships/etc.

Description of business

activity

Date of initiation

Nature of involvement

in business activity

Number of unique

clients in 2011

Associated turnover in

2011

Name of Entity

undertaking the activity

**

* Attach a signed specification of business activity, demonstration of business activity based

on the entity’s audited financial statements with copies of appropriate financial statements.

** Must be the Entity identified in Item 1 above or an Affiliate. If an Affiliate, please attach


51

3. Other Activities

(a) Name of Activity:

Location(s)

Description

Date(s) of Activity

Nature of Activity *

Client numbers *

Turnover numbers *

Name of Entity

which** Operates the

activity



**Must be the Entity identified in Item 1 above or an Affiliate. If an Affiliate, please attach


(b) Name of Activity:

Location(s)

Description

Date(s) of Contract/

Activity


Client numbers *

Turnover numbers *

Name of Entity which**

Operates the activity





(c) Name of Project/Activity:

Location(s)

Description

Date(s) of Contract/

Activity


Client numbers *

Turnover numbers *


Completed the Project /






(d) Name of Activity

52

Location(s)

Description

Date(s) of Activity


Client numbers *

Turnover numbers *







(e) Name of Activity

Location(s)

Description

Date(s) of Activity


Client numbers *

Turnover numbers *







(f) Name of Activity

Location(s)

Description

Date(s) of Activity


Client numbers *

Turnover numbers *



* Attach a signed a specification of business activity, demonstration of business activity

based on the entity’s audited financial statements with copies of appropriate financial

statements.





(Name of Prospective Bidder/if

Consortium, Name of Consortium and Lead

Member)

53


______________________________________



___________________________________


54

ANNEX QD-6: Notarized Statement of Willingness to Participate In, and Capacity

to Undertake the Requirements of, the Project

a. To be submitted by the entity or entities proposed by the Prospective Bidder to fulfill the

experience requirement in Section I-09(2)(a), as identified in the Business Structure


Prospective Bidder:


requirement:

Relationship to

Prospective Bidder:


) S.S.

Notarized Statement of Willingness to Participate in, and

Capacity to Undertake the Requirements of, the Project

I, (insert name), (insert citizenship), of legal age, with office address at (insert address), as

the (insert position/designation) of (insert name of Entity), a (corporation/partnership)

organized and existing under and by virtue of the laws of (insert place of

incorporation/registration) hereby declare for and on behalf of (name of Entity) that:

1. (Name of Entity) is willing to participate, through the (Name of Prospective Bidder) in

the Pre-Qualification for the Automatic Fare Collection System Project (“Project”) in

accordance with the Instructions to Prospective Bidders.

2. (Name of Entity) has the required experience and capacity to undertake the

requirements for its services in the Project in accordance with the provisions of the

Invitation Documents.

3. Based on my personal knowledge or authentic documents, that the information

provided in form QD-4 to QD-5 are true and correct.

4. If selected by (Name of Prospective Bidder), (name of Entity) shall formally enter into

a contract with the Concessionaire to perform the obligations and assume the

attendant liabilities for the Project.



55


______________________________________

(Name)

(Designation)




Notary Public

Doc. No.: _________

Page No.: _________

Book No.: ________

Series of 2012.

56

ANNEX QD-7: Automatic Fare Collection Operations Experience

a. To be submitted by the entity which fulfills the Automatic Fare Collection Operations

Experience requirement in Section I-09(2)(b), as identified in the Business Structure


b. Required attachments for each project/contract:

(i) Signed letter or certificate from the client or project owner, provided on client/project

owner’s letterhead, stating the detailed scope of involvement in the project and a

declaration of satisfactory project completion or satisfactory performance in an

ongoing contract.

c. Required attachment for general proof of business experience:

(i) Signed specification of business activity

(ii) Demonstration of business activity in Automatic Fare Collection Operations based on

entity’s audited financial statements with copies of appropriate financial statements.

Prospective Bidder:


requirement:

Relationship to

Prospective Bidder:

Name of Project/Contract

Location(s)

Description

Date(s) of Project/

Activity


Client numbers *

Turnover numbers *


Completed the Project /




* Attach a letter or certificate of project completion or involvement in an ongoing project

from client/project owner.

** Must be the entity which fulfills the Automated Fare Collection Operations Experience

requirement or an Affiliate. If an Affiliate, please attach evidence of such affiliation.

57



______________________________________

(Name)

(Designation)



Consortium, Name of Consortium and

Lead Member)


_________________________________

(Name)

(Designation)

58




Automatic Fare Collection Operations Experience requirement in Section I-09(2)(b), as

identified in the Business Structure (Form QD-1A or Form QD-1B), item 4.

Prospective Bidder:


requirement:

Relationship to

Prospective Bidder:


) S.S.




(insert position/designation) of (insert name of Entity), a (corporation/partnership) organized

and existing under and by virtue of the laws of (insert place of incorporation/registration),

after having been duly sworn according to law, hereby declare for and on behalf of (name of

Entity), that:

1. (Name of Entity) is willing to participate, through the (Name of Prospective Bidder), in

the Bid for the Automatic Fare Collection System Project (“Project”) in accordance

with the Instructions to Prospective Bidders.

2. (Name of Entity) has the required experience and capacity to participate in the Project

in accordance with the provisions of the Invitation Documents.


provided in form QD-4 and QD-7 are true and correct.

4. If selected by (Name of Prospective Bidder), (Name of Entity) shall formally enter

into a contract with the Concessionaire to perform the obligations and assume the



59



______________________________________

(Name)

(Designation)




Notary Public

Doc. No.: _________

Page No.: _________

Book No.: ________

Series of 2012.

60

ANNEX QD-9: Clearing and Settlement System Operations Experience

a. To be submitted by the entity which fulfills the Clearing and Settlement System

Operations Experience requirement in Section I-09(2)(c), as identified in the Business


b. Required attachments for each project:

(i) Signed letter or certificate from the client or project owner, provided on client/project


declaration of satisfactory project completion or satisfactory performance in ongoing

contract.

(ii) If the project was or is being undertaken by an Affiliate of the entity which fulfills the

Clearing and Settlement System Operations Experience requirement, evidence of such

affiliation.

Prospective Bidder:


requirement:

Relationship to

Prospective Bidder:

Name of Project

Location

Description

Start Date of Operation

Period

End Date of Operation

Period

Nature of Involvement

Client*

Cost of Contract

Name of Entity

which** Completed

the Project

* Attach a certificate of project completion or ongoing contract from client/project owner.

**Must be the Entity which fulfills the Clearing and Settlement System Operations

Experience requirement or an Affiliate. If an Affiliate, please attach evidence of such

affiliation.

61



______________________________________

(Name)

(Designation)




Member)


__________________________________

(Name)

(Designation)




Clearing and Settlement System Operations Experience requirement in Section I-09(2)(c),

as identified in the Business Structure (Form QD-1A or Form QD-1B), item 5.

Prospective Bidder:


requirement:

Relationship to

Prospective Bidder:


) S.S.




(insert position/designation) of (insert name of entity), a (corporation/partnership) organized



entity), that:







provided in form QD-4 and QD-9 are true and correct.







______________________________________

63

(Name)

(Designation)




Notary Public

Doc. No.: _________

Page No.: _________

Book No.: ________

Series of 2012.

64

ANNEX QD-11: System Integration Project Management Experience

a. To be submitted by the entity which fulfills the System Integration Project Management

Experience requirement in Section I-09(2)(d), as identified in the Business Structure


b. Required attachments for each project:

(i) Letter or certificate from the client or project owner, provided on client/project


declaration of satisfactory project completion or satisfactory performance in ongoing

contract.

(ii) If the project was or is being undertaken by an Affiliate of the entity which fulfills the

System Integration Project Management Experience requirement, evidence of such

affiliation.

Prospective Bidder:


requirement:

Relationship to

Prospective Bidder:

Name of Project

Location

Description

Start Date of Operation

Period

End Date of Operation

Period

Nature of Involvement

Client*

Cost of Contract

Name of Entity

which** Completed

the Project

* Attach a certificate of project completion or ongoing project from client/project owner.

**Must be the entity which fulfills the System Integration Project Management Experience

requirement or an Affiliate. If an Affiliate, please attach evidence of such affiliation.



______________________________________

(Name)

(Designation)




Member)


___________________________________

(Name)

(Designation)




System Integration Project Management Experience requirement in Section I-09(2)(d), as

identified in the Business Structure (Form QD-1A or Form QD-1B), item 6.

Prospective Bidder:


requirement:

Relationship to

Prospective Bidder:


) S.S.







entity), that:







provided in form QD-4 and QD-11A-D are true and correct.





For and on behalf of (Name of Subcontractor)


66

______________________________________

(Name)

(Designation)




Notary Public

Doc. No.: _________

Page No.: _________

Book No.: ________

Series of 2012.

67

ANNEX QD-13A: Project Implementation Plan

a. To be submitted by the Prospective Bidder, and to be signed by all entities listed in all

sections of the Business Structure (Form QD-1A or QD-1B).

b. The Project Implementation Plan is included as a required document to signal the

importance the government gives to a well organized implementation of the Project. The

Project Implementation Plan will initially be included as a required document for the Pre-

Qualification. A more detailed Project Implementation Plan will also be a part of the Bid

Proposals the pre-qualified bidders will submit later on.

c. The Project Implementation Plan should demonstrate the approach and methodology that

will ensure:

A professional and well-structured organization

A timely implementation

Adequate stakeholder involvement and management

Adequate risk management of contractor risks

d. The project Implementation Plan should not be longer than 3500 words.

e. With regard to the professional and well structured organization, the Prospective Bidder

should:

Describe the project organization it intends to set up for this project in terms of

number of staff, capability of staff, experience of staff and location of staff;

Describe how and when it is going to deploy the key personnel as included in Annex

14;

Describe the reporting structure and decision-making processes within the project

organization;

Describe the quality control processes it intends to install in the project organization;

Describe its strategy with regard to testing the system elements whilst safeguarding

continued service.

f. With regard to the timely implementation of the project, the Prospective Bidder should:

Describe its project planning, taking into account the projected date of contract close

of 1 September 2013 and the start date of the new AFCS system of January 1, 2015.

Describe major milestones.

Describe any planned tests of (parts of) the system.

Describe the ‘float’ included in the planning, if any.

Describe why it thinks this planning is feasible.

g. With regard to the adequate stakeholder involvement and stakeholder management, the

Prospective Bidder should:

Include a stakeholder analysis;

Describe its stakeholder management strategy for each identified stakeholder group;

Identify the methodology for engaging with each identified stakeholder group;

68

Describe how it is going to include stakeholder groups’ interests into its decision

making processes.

h. With regard to the adequate risk management of contractor risks, the Prospective Bidder

should:

Include an analysis of the top 10 major contractor risks. Contractor risks are those

risks for which the AFCS operator will be responsible after signing the contract.

Include an analysis of both the probability of occurrence of each consequence and the

severity of the possible adverse consequence(s);

Analyze and describe SMART(Specific, Measurable, Attainable, Relevant,

Timebound ) mitigating measures it can take to mitigate each of the identified top 10

contractor risks;

Describe the reporting mechanisms it intends to install on these contractor risks;

Analyze and describe the so-called residual risk after implementing the mitigating

measures (both in terms of probability and severity).

69

ANNEX QD-13B: Authority Risk Management Plan



b. The Authority Risk Management Plan is included as a required document to signal the

importance the government gives to the management by the AFCS operator of the risks

that will remain with the government. The Authority Risk Management Plan will initially

be included as a required document for the Pre-Qualification. A more detailed Authority

Risk Management Plan will also be a part of the Bid Proposals the pre-qualified bidders

will submit later on.

c. The Authority Risk Management Plan should demonstrate its methodology and approach

to mitigate and manage the residual risks that may affect the government and the Public

Transport Operators (PTO).

d. The Authority Risk Management Plan should not be longer than 7000 words.

e. The Authority Risk Management Plan should not go into any risks that are associated

with the tender procedure itself. The Authority Risk Management Plan concerns only the

mitigating measures that the AFCS operator can take to mitigate the residual risk to the

government and the PTOs after signing of the contract.

f. Risks that need to be covered in the Authority Risk Management Plan are:

1. Informational risks – the risk that the information provided by the authorities during

the tender procedure is not reliable or trustworthy.

2. Risk of station disruption during implementation – the risk that the required access to

the stations for implementation of the Prospective Bidder’s system will result in

disruption or loss of quality of services on the stations.

3. Risk of system disruption during implementation – the risk that the required access to

the existing level 3 systems will result in disruption or loss of quality of services.

4. Transition risk at start of service – the risk that the start of AFCS service leads to

disruption of service or loss of quality of service.

5. Connection risks – the risk that the extensions and new light rail links cannot connect

their future AFCS Level 1 – 3 infrastructure to the Levels 0 and 4 of the Prospective

Bidder.

6. Risk of system disruption during operations – the risk that the Prospective Bidder’s

system malfunctions and leads to disruption of service or loss of quality of service.

7. Handover risk at moment of transfer levels 1-3 – the risk that the handover of Level 1-

3 infrastructure results in disruption of service or loss of quality of service.

8. End of contract risk levels 0 and 4 – the risk that end of contract for levels 0 and 4

infrastructure results in disruption of services or loss of quality of service.

g. With regard to the adequate risk management of residual Authority risks, the Prospective

Bidder should:

Include an analysis of the top 8 major authority risks identified above;

Identify and analyze a maximum of 4 additional authority risks;

70

Include an analysis of both the probability of occurrence of each consequence and the

severity of the possible adverse consequence(s);

Analyze and describe SMART mitigating measures it can take to mitigate each of the

identified authority risks;

Describe the reporting mechanisms it intends to install on these authority risks;

Analyze and describe the so-called residual risk after implementing the mitigating

measures (both in terms of probability and severity).

71

ANNEX QD-13C: Project Development Plan



b. The Project Development Plan is included as a required document to signal the

importance the government gives to the further development of the project by the AFCS

operator with regard to the commercial potential of the AFCS system. The Project

Development Plan will initially be included as a required document for the pre-

qualification. A more full Project Development Plan will also be a part of the Bid

Proposals the pre-qualified bidders will submit later on.

c. The Project Development Plan should not be longer than 3500 words.

d. The Project Development Plan should demonstrate the strategy on a number of issues that

will determine whether the AFCS will be developed to its full potential. The Project

Development Plan should cover the action plan on:

A fast and efficient distribution of cards and tokens;

The involvement of non-PTO load agents;

The involvement of non-PTO merchants;

Increasing the number of stored value card users as soon as possible; and

Scaling the system with increased ridership.

e. With regard to the efficient distribution of cards and tokens, the Prospective Bidder

should, making use of the SMART principle:

Describe its plans on the organization of the distribution of cards and tokens;

Describe its views on the cooperation with PTOs in this respect;

Describe its views on the cooperation with other retailes in this respect.

f. With regard to the involvement of non-PTO load agents, the Prospective Bidder should,

making use of the SMART principle:

Describe its strategy on the how and when of including non-PTO load agents in the

implementation of the system;

Identify a maximum of 5 non-PTO load agents it intends to contract or approach and

analyze the contribution they can make to the development of the system.

Analyze and assess why the Prospective Bidder will be successful in including non-

PTO load agents in the development of the system.

g. With regard to the involvement of non-PTO merchants, the Prospective Bidder should,


Describe its strategy on the how and when of including non-PTO merchants in the

implementation of the system;

Identify a maximum of 10 non-PTO merchants it intends to contract or approach and

analyze the contribution they can make to the development of the system.

Analyze and assess why the Prospective Bidder will be successful in including non-

PTO merchants in the development of the system.

72

h. With regard to increasing the number of stored value card users as soon as possible, the

Prospective Bidder should, making use of the SMART principle:

Analyze and describe the importance of a rapid increase in the number of stored value

cards;

Identify its strategy to increase the number of stored value card users, assuming that

no additional financial incentives will be possible within the public transport system;

Identify up to 5 specific plans/actions that will convince the general public transport

user to switch to a stored value card;

Analyze and assess why the Prospective Bidder will be successful in increasing the

number of stored value card users as soon as possible in the development of the

system.

i. With regard to scaling the system with increased ridership, the Prospective Bidder should,


Analyze the impact of increased ridership:

o As a result of autonomous growth of LRT1-2 / MRT3 ridership;

o As a result of extensions and new LRT/MRT lines

o On the need for extra investments in the AFCS system the Prospective Bidder

is proposing to install.

Identify any other causes for additional scaling of the system, and describe probability

and severity of consequences.

Describe how it is going to deal with any scaling that may be necessary during the

implementation phase or during operations.

Analyze and assess why the Prospective Bidder will be successful in scaling the

system with increased ridership in the development of the system.

73

ANNEX QD-14: Key Personnel

Name of Prospective Bidder:

________________________________________________________________

1. Proposed Program Manager

Name

Employer

Position

Nationality

Date of Birth

a. Key Experience (add columns as necessary)

Employer

Position

Start Date

End Date

Description of Projects

Undertaken

b. Educational Background

College Degree: School: Year Graduated:

Graduate Studies: School: Year Graduated:

Professional License: Year:

2. Proposed Lead Systems Architect

Name

Employer

Position

Nationality

Date of Birth


Employer

Position

Start Date

End Date


Undertaken

74





3. Proposed Project/Delivery Manager Local AFCS

Name

Employer

Position

Nationality

Date of Birth


Employer

Position

Start Date

End Date


Undertaken





4. Proposed Project/Delivery Manager Central System

Name

Employer

Position

Nationality

Date of Birth


Employer

Position

Start Date

End Date


Undertaken




75


5. Proposed Operations Manager

Name

Employer

Position

Nationality

Date of Birth


Employer

Position

Start Date

End Date


Undertaken





6. Proposed Maintenance Manager

Name

Employer

Position

Nationality

Date of Birth


Employer

Position

Start Date

End Date


Undertaken





76


(Name of Prospective Bidder/if Consortium,

Name of Consortium and Lead Member)


______________________________________


77

ANNEX QD-15: Notarized Statement of Financial Capability

a. To be submitted by the entity which fulfills the financial capability requirement in

Section I-09(3), as identified in the Business Structure (Form QD-1A or Form QD-1B),

item 7.

b. Required attachments:

(i) Certified True Copy of audited financial statements for 2011, stamped “received”

by the Bureau of Internal Revenue or for foreign entities, the appropriate

government agency equivalent to the Bureau of Internal Revenue in the foreign

country where the foreign entity was registered for recognition or creation of its

juridical personality or capacity.

(ii) A letter testimonial from a domestic universal/commercial bank or an international

bank with a subsidiary/branch in the Philippines or any international bank

recognized by the BSP attesting that the Prospective Bidder or Consortium

Members, or their Affiliates, as the case may be, are banking with them, and that

they are in good financial standing and/or are qualified to obtain credit

accommodations from such banks to finance the project.

Prospective Bidder:


requirement:

Relationship to Prospective

Bidder:


) S.S.

Notarized Statement of Financial Capability




after having been duly sworn according to law, hereby certify for and on behalf of (name of

entity) that the information stated in this Notarized Statement of Financial Capability is true

and that the attached documents are genuine and true copies of the original.

1. The Financial Summary of (Name of Entity) from 2009-2011 is as follows:

Financial Information 2011 2010 2009

(indicate last day of

accounting year)

1. Total Assets

2. Total Liabilities

78

3.Total Net Worth

4. Profits before Taxes

5. Profits after Taxes

2. The Prospective Bidder or Lead Member is a customer in good standing in the

following banks (provide the names of at least two banks):

Name of Bank

Address

Contact Person




______________________________________

(Name)

(Designation)


each affiant exhibiting to me his/her (proof of identity acceptable under Philippine notarial


Notary Public

Doc. No.: _________

Page No.: _________

Book No.: ________

Series of 2012.

79

ANNEX QD-16: Notarized Application to Pre-Qualify to Bid

a. To be submitted by the Prospective Bidder.

[Letterhead]

Republic of the Philippines)

) S.S.

Notarized Application to Pre-Qualify to Bid for Automatic Fare Collection System Project

I, (insert name),(insert citizenship), of legal age, with office address at (insert address), after

having been duly sworn according to law, hereby declare for and on behalf of (name of

Prospective Bidder) that:


authorized representative of (insert name of Prospective Bidder), a (corporation/partnership

or Consortium) organized and existing under and by virtue of the laws of ([insert place of

incorporation/registration] or organized by agreement among its Consortium Members), as

indicated by the authorization certificate attached as [Annex QD-17A (for a partnership or

corporation): Authority to Apply to Pre-Qualify and Designation of Authorized

Representative] or Annex QD-17B (for a Consortium Prospective Bidder, to be submitted by

each Consortium Member): Consortium Member’s Authority to Participate in Consortium

and Apply to Pre-Qualify, and Designation of Lead Member and Authorized Representative

of Consortium], after having been duly sworn according to law, hereby certify for and on

behalf of (name of Prospective Bidder) that:

1. In accordance with the Bidding Documents for the Automatic Fare Collection System

Project (hereinafter referred to as the “Project”), the Name of Prospective Bidder, a

partnership/corporation/Consortium with business address at (insert address), is

applying to pre-qualify to bid for the Project and submit its Qualification Documents.

2. (Name of Prospective Bidder) confirms that all statements made and the information

and documents provided in its Qualification Documents, including statements made by

all Consortium Members, their Affiliates, proposed Subcontractors in any of the

Qualification Documents are true and correct, and any misrepresentation or false

statement made therein shall be a ground for its disqualification.

3. (Name of Prospective Bidder) authorizes the DOTC to conduct any inquiries or

investigations to verify the statements, documents, and information submitted in its

Qualification Documents, and to seek clarification from its clients and bankers

regarding any technical and financial aspects. (Name of Prospective Bidder) also

permits third parties to supply information required to verify statements and

information submitted in its Qualification Documents.

4. (Name of Prospective Bidder) acknowledges the right of the DOTC to reject its

Qualification Documents without assigning any reason and to cancel the Bidding

80

Process at any time, without incurring any liability, and accepts all the terms and

conditions of the Instructions to Prospective Bidders and other Invitation Documents.

5. (Name of Prospective Bidder), including the entities it has identified to comply with

the Qualification Requirements under the Instructions to Prospective Bidders, have not

at any time engaged in any Corrupt, Fraudulent, Coercive, Undesirable, or Restrictive

Practices, nor have a Conflict of Interest.

6. (Name of Prospective Bidder) waives any right to and shall not seek or obtain any

restraining order, writ of injunction or prohibition or any other form of coercive

judicial, quasi-judicial or administrative writ, process or issuance against the DOTC to

restrain, prevent, suspend, or in any manner forestall, hinder or render inconvenient the

Bidding Process. (Name of Prospective Bidder) acknowledges that the DOTC is

undertaking this Bidding Process in the performance of its functions to ensure the

provision of a critical basic necessity and that, therefore, the Project is of paramount

public interest and importance and that the DOTC will suffer serious and irreparable

damage on account of any breach by (Name of Prospective Bidder) of these

undertakings, and agree that the breach of these undertakings shall result in (Name of

Prospective Bidder)’s automatic disqualification to bid for the Project.


(Name of Prospective Bidder/Name of

Consortium / List of Consortium Members)


______________________________________

(Name)

(Designation)




Notary Public

Doc. No.: ________

Page No.: ________

Book No.: _______

Series of 2012.

81

ANNEX QD-17A: Authority to Apply to Pre-Qualify and Designation of Authorized

Representative

a. To be submitted by a Prospective Bidder which is a partnership or corporation

[Letterhead]


) S.S.

I, (Corporate Secretary or equivalent officer), after having been duly sworn according

to law, hereby depose and state that:

1. I am a (Filipino) citizen, of legal age and a resident of [*];

2. I am the duly elected (Corporate Secretary or equivalent officer) of (name of

Prospective Bidder) (the “Prospective Bidder”), a (corporation/partnership) organized and

existing under and by virtue of the laws of (the Philippines);

3. At a regular/special meeting of the Board of Directors/Partners of the Firm,

held on (date) at (place), in which meeting a quorum was present and acting throughout, the

following Resolutions were unanimously passed and approved:

RESOLVED, AS IT IS HEREBY RESOLVED, that (name of

Prospective Bidder) (the “Prospective Bidder”) be, and is, authorized

to participate in the Bidding Process for the financing, design,

construction, operation and maintenance of the Automatic Fare

Collection System Project (hereinafter called the “Project”) and to

apply for Pre-Qualification as Bidder for the Project;

RESOLVED FURTHER, that (Name of Representative) be and is

hereby appointed as the authorized representative of the Prospective

Bidder during Pre-Qualification, authorized to execute, sign, and

receive documents for, and otherwise act in the name of, the

Prospective Bidder;

RESOLVED FURTHER, that (Name of Representative) be and is

hereby authorized to sign the Certification of Absence of

Unsatisfactory Performance Record (Annex QD-4B) for an on behalf

of the Prospective Bidder and jointly with its Affiliates, and

Subcontractors.

RESOLVED, FINALLY, that any and all acts done and/or performed

by (Name of Representative) under and by virtue of this resolution be,

as they are hereby, confirmed and ratified.

4. These resolutions have not been revoked, amended or modified and remain

valid and binding on the Prospective Bidder;

82

5. That the above resolutions are in accordance with the records of the

Prospective Bidder.

(Place, Date of Execution).

___________________________________

[Corporate Secretary or Equivalent Officer]




Doc. No.: ________

Page No.: ________

Book No.: _______

Series of 2012.

83

ANNEX QD-17B: Consortium Member’s Authority to Participate in Consortium and

Apply to Pre-Qualify, and Designation of Lead Member and

Authorized Representative of Consortium

a. For a Prospective Bidder which is a Consortium, to be submitted by each Consortium

Member

[Letterhead of Prospective Bidder]


) S.S.

I, (Corporate Secretary or equivalent officer), after having been duly sworn according

to law, hereby depose and state that:

1. I am a (Filipino) citizen, of legal age and a resident of [*];

2. I am the duly elected (Corporate Secretary or equivalent officer) of

(Consortium Member) (the “Firm”), a (corporation/partnership) organized and existing under

and by virtue of the laws of (the Philippines);

3. At a regular/special meeting of the Board of Directors/Partners of the Firm,

held on (date) at (place), in which meeting a quorum was present and acting throughout, the

following Resolutions were unanimously passed and approved:

RESOLVED, AS IT IS HEREBY RESOLVED, that the Firm be, and is,

authorized to participate, through a Consortium consisting of the following

Members and their respective nationalities and percentage interests in the

Consortium, in the Bidding Process for the financing, design, construction,

operation and maintenance of the Automatic Fare Collection System Project

(hereinafter called the “Project”) and to apply for Pre-Qualification of

Prospective Bidders for the Project;

Name of Consortium Member Nationality % Interest

RESOLVED FURTHER, that (Name of Firm’s Representative) be and is

hereby appointed as the authorized representative of the Firm, authorized to

execute, sign, and receive documents for, and otherwise act in the name of, the

Firm;

RESOLVED FURTHER, that the Firm in the exercise of its interest in the

Consortium hereby:

84

(a) designates (Name of Lead Member of Consortium) as Lead

Member of the Consortium with the authority to represent

Consortium during the Pre-Qualification of Prospective Bidders

for the Project;

(b) authorizes (Name of Authorized Representative of Name of

Lead Member of Consortium) as representative of the

Consortium during the Pre-Qualification of Bidders for the

Project, and for such purpose shall have the authority to

execute, sign and receive documents for, and otherwise act in

the name of the Consortium.

(c) authorizes (Name of Firm’s Representative) to sign the


(Annex QD-4B) for an on behalf of the firm and jointly with

the Consortium, Consortium Members, their Affiliates, and

Subcontractors.

RESOLVED, FINALLY, that any and all acts done and/or performed by

(Name of Lead Member of Consortium) and (Name of Authorized

Representative) under and by virtue of this resolution be, as they are hereby,

confirmed and ratified.

4. These resolutions have not been revoked, amended or modified and remain

valid and binding on the Firm;

5. That the above resolutions are in accordance with the records of the Firm.

(Place, Date of Execution).

_________________________________

[Corporate Secretary or Equivalent Officer]




Notary Public

Doc. No.: ________

Page No.: ________

Book No.: ________

Series of 2012.