[APPROVAL: This ITO must not be issued without the approval of the relevant delegate, with the appropriate financial delegation.]

The University of Queensland

Invitation to Offer

[Insert ITO name (e.g. a high level description of the goods and services).]

Dated: / [insert]
ITO Manager: / [insert name and position]
[insert contact details – ph and email]
Offer Closing Date and Time: / [insert]
ITO Reference Number: / [insert]
Place of Lodgement: / QTenders site,
Lodgement Contact: / ITO Manager

This document (and any other document or other information provided with it) is strictly confidential to The University of Queensland. You must not disclose or provide such documents to any person, other than as permitted by these ITO Terms. Those documents must only be used for the sole purpose of responding to this Invitation to Offer.

ITO TERMS

[Notes:

  1. All text in pale blue bold italics, such as this paragraph, is for the guidance of UQ staff and must be deleted from the ITO prior to release (unless the guidance indicates such text can be included or modified, in which case the text should be reformatted from pale blue bold italics to regular text once the appropriate selection/decision has been made).
  2. All text in dark red bold italicsis for the guidance of Offerors and must be left in the document..
  3. Do not make changes to the standard text in this template without approval from Legal Services.]

Privacy Statement- The University of Queensland is collecting Personal Information from you, and your relevant employees, agents and contractors, for the purpose of administering the ITO and evaluating yourofferand negotiations related to this ITO and any resulting contract. This Personal Information may be shared with Queensland Government departments or agencies, Queensland Government Bodies, Non-Government Organisations and/or Commonwealth, States or Territories for the purpose of administering the ITO and any related contract, or made publicly available in accordance with the requirements of the QueenslandGovernment or relevant laws. Personal Information may be used and disclosed where authorised or required by law.

Invitation to Offer / ITO TERMS UQ CONFIDENTIAL
Ver: Sept2017 / 1

Contents

1Introduction

2Instructions

3Offer content and format

4Background and project overview

5Evaluation of offers

6Other matters

Schedule 1 – Requirements

Schedule 2 – Draft Contract

Schedule 3 – Response Schedule

Invitation to Offer / ITO TERMS UQ CONFIDENTIAL
Ver: Sept2017 / 1

1Introduction

1.1Offers

The University of Queensland (“UQ”, including “we”, “our”or “us”) seeks offers for the supply of:

[Provide a brief (no more than 1 paragraph) description of the products and services you require. A full description is to be set out in Schedule 1.]

1.2Contents

This Invitation to Offer (“ITO”) consists of the following:

ITO Terms

  • Section 1–Introduction
  • Section 2–Instructions
  • Section 3–Offer content and format
  • Section 4–Background and project overview
  • Section 5–Evaluation of offers
  • Section 6–Other matters

Schedules

  • Schedule 1–Requirements (including Requirements Spreadsheet, provided separately)
  • Schedule 2 – Draft Contract
  • Schedule 3 –Response Schedule

Additional documents (provided separately to this document but forming part of this ITO)

  • Requirements Spreadsheet (part of Schedule 1)
  • Schedule 3 - Response Schedule
  • Schedule 3 document:
  • Part A – Response Coversheet and Contractor Information
  • Part B–Legal Terms / Response on Contract
  • Requirements Response Spreadsheet:
  • Part C–Requirements
  • Part D- Pricing
  • [Insert any others]

1.3Timetable

The following timetable is the current timetable.

Date / Event
[insert date] / Issue ITO
[insert date] / Briefing conference
[Delete if there will not be a briefing or date unknown]
[insert date] / Closing date for clarifications
[insert date and time] / Offer Closing Date and Time for offer lodgement
[insert date] / Presentations and demonstrations, if any
[Delete if not applicable]
[insert date] / One or more of the following: call for amended offers &/or selection of preferred offeror(s) and contract negotiations
[insert date] / ITO close and unsuccessful offerors notified

We may vary (including replace) this ITO timetable at our discretion at any time (including adding and removing events and changing dates, even after they have passed). We will usually notify offerors of such a change, which may be by posting a notice on the QTenders website or by other means we consider appropriate.

1.4Definitions and interpretation

In this ITO (unless expressly stated otherwise):

(a)‘amended offer’, in respect of anofferor,means the offeror’swritten responses to our requests for further information or clarification, the offeror’s amended and revised offers (and all attachments to or additional information provided with any of the foregoing), that the offerorsubmits to us;

(c)‘Business Day’ means a day other than a Saturday, Sunday, a public holiday in the central business district of Brisbane, Queensland, or official University of Queensland Christmas / New Year University Leave Days;

(d)‘offer’, in respect of anofferor, means the offeror’s initial offer (and all attachments to or additional information provided with it) and any amended offer, that the offeror submits to us;

(e)‘Personnel’ in respect of an entity (including UQ or the offeror) means that entity’sofficers, employees, agents, advisors and contractors (including all subcontractors and their officers, employees, agents and subcontractors); and

(f)‘related entity’ has the meaning given to it in section 9 of the Corporations Act 2001 (Cth).

Terms defined elsewhere in this ITO have the meaning so given.

In theseITO Terms, unless the contrary intention appears:

(a)a word denoting the singular includes the plural and vice versa and a word denoting one gender includes all genders;

(b)a word denoting an individual or person includes a natural person, a corporation, partnership, trust, joint venture, government or statutory body and any other legal entity;

(c)the terms ‘includes’, ‘such as’ and ‘for example’ (and their other grammatical forms) are not to be read as terms of limitation;

(d)a reference to any legislation or to any provision of any legislation includes any modification or re-enactment of it, any legislative provision substituted for it and all regulations and statutory instruments issued under it;

(e)where a word or phrase is given a particular meaning, other parts of speech or grammatical forms of that word or phrase have corresponding meanings and the words includes or including or similar expressions are not to be read as words of limitation;

(f)headings are for convenience of reference only and do not affect interpretation;

(g)a reference to dollars, A$ or $ is a reference to the lawful currency of Australia; and

(h)an express reference to an ‘amended offer’ is not (except as expressly stated otherwise) to be read as limiting the effect of a reference to an ‘offer’ as defined.

2Instructions

2.1Date and Time of Lodgement

You must submit your offer to the Place of Lodgement by no later than the Offer Closing Date and Time. These detailsare set out on the first page of these ITO Terms.

2.2Medium of your offer

If this ITO was published on the Queensland Government QTenders website (either as an open or closed ITO) you must submit your offer electronically through the Queensland Government QTenders website ( If this ITO was not published on the Queensland Government QTenders website, you must submit your offer electronically through the ITO Manageror by such other means as the ITO Manager may approve.

2.3Acceptance

By submitting anoffer in response to this ITO you accept all of theseITO Terms. If you do not accept these ITOTerms or do not want to participate in this tender process, you should not submit anoffer and should notify the ITO Manager that you do not intend to submit anoffer.

3Offer content and format

3.1Offer content and format

Your offermust be formatted according to the guidelines and using the structure set out in this clause 3,Schedule3. We may regard your offer as noncompliant if you fail to adhere to these requirements.

The offer should be complete without cross references to information previously supplied to us. Where such previously-submitted information is relevant, you should resubmit it to us with your offer.

Your offer must address this ITO clearly and concisely, and your offer must be free of irrelevant marketing material. You must identify all products and services needed to meet our required outcomes, including the Requirements set out in Schedule 1, together with their costs.

We rely on your knowledge and expertise as expressed in your offer.

Schedule 1 includes the requirements spreadsheet provided separately (“Requirements Spreadsheet”), as described in Schedule 1.

You must use the template set out as Schedule 3 – Response Schedule of this ITO (“Response Schedule”) and the Requirements Spreadsheet. Your completed Requirements Spreadsheet (“Requirements Response Spreadsheet”)is deemed to form part of the Response Schedule for your offer.

Your Response Schedule should consist of a single document with your responses to Parts A and B of Schedule 3 together with a single Requirements Response Spreadsheet (which contains your responses to Parts C and D of Schedule 3). If you need to provide additional material to explain your response to a particular requirement, you may do so in an attachment, provided that all such additional material is contained in a single additional attachment in relation to all requirements.

Where you wish to present multiple options to us, preferably you should present each option in a separate response, or clearly set out the separate options. We may request clarification of, and may evaluate or refuse to evaluate, any offer if we determine there are multiple options within it that are not sufficiently clear.

If in our opinion we consider an offer (including any amended offer) is non-compliant with the requirements of this ITO then we may in our absolute discretion reject it, evaluate it, at any time request the relevant offeror to revise and resubmit it (and subject it to this paragraph again) and/or accept it.

3.2Requirements

You should respond to each of the requirements by completing the Requirements Spreadsheetindicating the extent of compliance with the relevant requirement and providing the information requested. In all cases your response must provide details supporting how your response complies, deviates, is planned or is noncompliant. Where you state “Deviates” you should provide full details of the extent of the compliance, the additional or different terms imposed and any alternatives offered.

(a)For the purpose of completing the Response Schedule, the following definitions apply:

(i)Compliant (C) means your response fully conforms to the requirement now.

(ii)Deviates (D) means your response partially conforms to the requirement but also imposes different, modified or additional terms with respect to that requirement or involves a different solution or solutions to the requirement.

(iii)Planned (P) means that your response or solution does not meet the requirement but that you have plans to make the solution compliant. If compliance is planned you must specify the date by which this compliance is expected.

(iv)Non-compliant and Not Planned (N) means an inability or refusal to meet a requirement on any terms.

(b)Where a section of the Response Schedule includes a question, please provide full details and information in response to that question.

3.3Pricing basis and schedule

Please provide pricing information in the format (and with the content) described in the Part D – Pricing section of the Requirements Spreadsheet. In addition, you may propose alternative pricing structures for our consideration. All prices must be inclusive of: GSTand any other relevant taxes, duties and other government imposts; delivery charges; and travel and other expenses related to the provision of the goods and services.

You should state all amounts in Australian dollars.

3.4Response to proposed contract

(a)We have specified in Schedule 2 of this ITO the proposed contract termsunder which we desire to purchase any goods and services acquired in relation to this ITO.

(b)If you require changes to the contract terms, or wish to propose alternative terms, you should include these clearly inPart B of the Response Schedule (including of any amended offer). We may at our discretion choose to evaluate or to reject offers that propose alternative terms (including vendor terms) even if some other offerors offer to accept our GITC terms.

(c)Changes or qualifications you make or alternatives you request to the proposed contract terms may negatively affect our assessment of your offer.

4Requirements and contract

4.1Requirements

UQ’s requirements for this ITO and any resulting contract are set out in Schedule 1. The requirements comprise all of the content of Schedule 1, including UQ’s stated objectives,any background or other contextual information and all of the detailed requirements in the Requirements Spreadsheet.

Your response must address all of UQ’s requirements.

4.2Contract Terms

Subject to the following paragraph, the proposed contractual terms for the procurement of the ICT goods and/or services described in this ITO are as specified or referenced in Schedule 2 of this ITO and any contract may be awarded on the terms referred to in Schedule 2 of this ITO.

We reserve the right to amend any and all contract terms, and to negotiate any amendments or additional or alternative terms prior to execution of any contract with a successful offeror. We reserve the right to reject any proposed amendments or additional or alternative terms to the terms proposed in Schedule 2. We may exercise these rights in our absolute discretion.

This clause 4.2 applies at all times (including before, during and after any Offer Period referred to in clause 6.1).

5Evaluation of offers

5.1Evaluation panel

We may establish an evaluation panel to evaluate offers.

The evaluation panel may eliminate non-compliant offers from further evaluation. However, we reserve the right to evaluate and accept anoffer that is incomplete or differs from the requirements of this ITO, even if another offer has been submitted which is complete and does comply with those requirements.

5.2Evaluation criteria

The following are the high level evaluation criteria we intend touse in evaluating offers. These criteria are not set out in any order of priority.[Note: the evaluation criteria perform an important commercial and legal role. You need to ensure the Category Manager, IT (within ITS) has reviewed your requirements for these purposes. Additionally, when building your Requirements Spreadsheet, if you do not wish to use the requirements categories used below (i.e. Functional, Non-functional, Service related and Commercial)please seek advice from the Category Manager, IT or Legal Services.]

a)Overall ability to meet UQ’s key objectives set out in Schedule 1.

b)Cost related factors (including whole of life considerations).

c)Ability to meet UQ’s Functional Requirements.

d)Ability to meet UQ’s Non-functional Requirements.

e)Ability to meet UQ’s Service related Requirements.

f)Ability to meet UQ’s Commercial Requirements.

g)Cooperation, flexibility and consistency during evaluation and negotiation (if any), including with respect to technical, commercial and contracting options.

Determination of how well an offer satisfies the evaluation criteria will be based on UQ’s assessment, which may include reference to material provided in your offer and any other information that UQ is aware of. We may allocate weights to evaluation criteria at our discretion. We will not necessarily accept the lowest price offered.

We may request offerorsto submit additional information and may seek clarification of, or improvement of, offers at any time during the evaluation and any negotiation process. We may do so in relation to all or only one or some offersbut not all at any time. Irrespective of whether it is stipulated above, assessment against evaluation criteria may also include financial, reference and other checks, compliance with Queensland Procurement Policy objectives and other matters described in this Section 5.

[For ‘open tenders’ consider including the following (only if there is a reasonablechance many offers could be received): PLEASE NOTE: despite any other provisions of these ITO Terms,if we receive what we consider in our discretion to be too many offers to be able to evaluate them given our available resources and time constraints, we may choose to eliminate any number of offerors or parts of offers without review or reasons.]

5.3Demonstration

As part of the evaluation of your offer, we may request that you provide a presentation in relation to your offer and/or demonstrationof all or part of your proposed solution. You may offer to provide a presentation and/or demonstration at any time. We are not obligated to request or to participate in a presentation or demonstration and we may at our discretion decline to participate in any presentation or demonstration even if we have had, or subsequently obtain, a presentation or demonstration from another offeror. In this ITO, a reference to a demonstration includes demonstrations, product trials and proof of concept trials or demonstrations.

You may decline to provide a presentation or demonstration. If you do decline, we may take this into account in our evaluation of your offer. Members of the evaluation panel and other selected staff and advisers may attend the presentation or demonstration.

5.4Discussions, negotiations, rejections and other matters

You agree we may at any time and in our absolute discretion do any one or more of the following (including after the submission of any amended offer):

(a)negotiate with any one or more of the offerors (and not others), and/or any other person and whether or not on the terms of Schedule 1 or proposed in Schedule 2 of this ITO;

(b)separate components of the goods or services and negotiate at any time separately with any one or more of the offerors in respect of any of those separate components;

(c)request any one or more offerors (and not others) to submit an amended offer improving the offer or aspects of it or an alternative offer, including for any one or more separate components as we require;

(d)cease negotiations or recommence negotiations with any offeror;

(e)accept anofferor only part of anoffer or accept offers or parts of offers from more than one offeror;

(f)satisfy (in whole or part) internally or via an alternative approach, any need (including requirements) set out in this ITO, including by entering into contracts with one or more other parties whether or not they submitted an offer in response to this ITO (and whether or not any such need will be satisfied by any offer or offers we are considering, or have accepted, in whole or in part);

(g)reject all offers and satisfy any need (including requirements) set out in this ITO (in whole or part) internally or via an alternative approach, including by entering into contracts with one or more other parties whether or not they submitted an offer in response to this ITO; or

(h)reject all offers and seek to re-tender or withdraw this ITO or not procure any goods and services related to the needs (including requirements) set out in this ITO.

For the avoidance of doubt, anoffer is not accepted by UQ unless and until we obtain necessary internal approvals of, and the parties execute, a binding written contract for the provision of goods or services the subject of the offer. This applies even if we have notified you that you have been selected as a preferred offeror.