Dudullu Bostanci Ve Kirazli Halkali Rayli Sistem Hatlarinin Uygulamaya Esas Kesin Proje
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FINAL PROJECT SERVICES WORK TO BE TAKEN AS BASIS FOR IMPLEMENTATION OFDUDULLU–BOSTANCI AND UMRANIYE-ATASEHIR-GOZTEPE RAILWAY SYSTEM LINES
DRAFT CONTRACT FOR PROCUREMENT OF CONSULTANCY SERVICES
PRN (Procurement Register Number): 2012/168698
Article 1 – Parties of the contract
1.1. This Contract hereby is made by and between ISTANBUL METROPOLITAN MUNICIPALITY, Directorate of Studies and Projects, Department of Infrastructures (hereinafter referred to as “the Contracting Entity”) on one part and ……………………… (hereinafter referred to as “the Consultant”) on the other part on the following terms and conditions.
Article 2- Information About the Parties
2.1. Contracting Entity’s;
a) Name: ISTANBUL METROPOLITAN MUNICIPALITY, Directorate of Studies and Projects, Department of Infrastructures
b) Address:
Istanbul Metropolitan Municipality, Directorate of Tender Affairs, Additional Service Building, M.Nezihi Ozmen Mahallesi Keresteciler Sitesi, Kasim Sk. No: 77, 4th Floor, 34169 Merter -
Gungoren/ISTANBUL
c) Phone Number: 0 (212) 449 99 02
ç) Fax Number: 0 (212 ) 449 51 97
d) E-mail:
2.2. Contractor’s;
a) Name, surname/Trade title: ......
b) Turkish Identity No: ......
c) Tax Identity No: ......
ç) Full address for notification: ......
d) Phone Number: ......
e) Fax number for notification: ......
f) E-mail (if any) for notification: ......
Article 3 – Language of the contract
3.1. The language of the contracts, its annexes and the correspondences shall be Turkish.
Article 4 - Notices
4.1. Both Parties hereby accept the addresses specified in Articles 2.1 and 2.2. as their notification addresses. Notifications to the last addresses informed shall be deemed to be sent to the respective Parties unless any change to the addresses is notified to the other Party.
4.2. The Parties may send notifications to the other Party by means of delivery personally, mail or mail courier, telex, fax or e-mail provided that the written notification is sent later within the stipulated duration.
Article 5 – Definitions
5.1. In implementation of this contract, the following definitions shall be used in addition to the definitions of Public Procurement Law No:4734 and the Law No: 4735 on Public Procurement Contracts;
Work : Consultancy services which are awarded to the consultant and which are undertaken to be realized, including the work increases, within the scope of the contract,
Consultant: Service provider with whom the Contracting Entity signs a contract to procure consultancy services,
Contract Documents: The contract and its annexes which are among the tender documents,
Worksite: Places where the works are carried out and which are temporary or permanently used during the term of work,
Control Organization (Control Office): Person or committee appointed by the Contracting Entity to control and supervise the works, or real or legal entities outside of the contracting entity who shall be appointed to perform these tasks,
Consultant Equipment: All equipment and all tools, whatever their nature may be, that are required for realization and completion of the consultancy service, as well as for elimination of deficiencies,
Inspection and Acceptance Procedure: Procedure that shall be completed following the delivery of the consultancy service subject to the contract, or any part of it, to the contracting entity,
Deputy Consultant: The person who, upon approval of the contracting entity, has been authorized via a proxy issued by notary public, to represent the Consultant regarding the work subject to the Contract,
Third Person: Person or persons other than the Contracting Entity, Control Organization and the Consultant,
Day: Calendar day,
Application Month: The month when the works are carried out in compliance with the work schedule approved by the Contracting Entity,
Year: Calendar year,
Subcontractor: The real or legal entity who, acting for and as affiliated to the Consultant, works to carry out part of the contractual works subject to the approval of the Contracting Entity,
Partner: In the event that the Consultant is a joint venture, each of the partners which form the joint venture,
Party: The Contracting Entity or the Consultant, as the case may be; or both of them if used as “parties”,
Personnel: Persons who are employed by the Consultant or the subcontractor as paid workers, and who are appointed for the realization of consultancy services or a part of these services,
Foreign Personnel: Personnel who are not Turkish nationals,
Technical Personnel: Technical personnel who the Consultant shall employ for the realization of the service; and whose name, title, job description and qualification is specified in the technical proposal,
Technical Documentation: All the projects, designs, drawings, calculations and similar documents and information furnished by the Contracting Entity to the consultant and the projects and similar technical data and documents submitted by the consultant and approved by the Contracting Entity,
Value of Work: The amount that is specified in the contract and that will be paid to the Consultant over the currency taken as basis for payment in return for completing the works indicated in the contract as well as the additional works that are carried out as per Article 24 of Law #4735 owing to the circumstances not anticipated and remedying the defects and deficiencies, if any,
Commencement Date of Work: The date when the Consultant receives proceed to work instruction from the Contracting Entity, and for the works requiring handing over the worksite, the date when the worksite is handed over to the Consultant,
Completion Period: The period of time starting as from the commencement date of work and ending on the date, including any time extensions, specified by the Contracting Entity as the deadline for completion of all or part of the contractual works,
Acceptance Certificate: The certificate that is issued after the works are completed and the Acceptance Committee makes an inspection,
Section : Work sections which are clearly specified in the Contract as a section or part,
Authority: Public Procurement Authority,
Board: Public Procurement Board,
5.1.1. ......
5.2. For situations where the scope and content of the terms defined under this article are contrary to the scope and content of the terms used in Public Procurement Law No:4734 or in regulations issued based on it; the relevant terms shall be implemented with the scope and content of the terms used in Public Procurement Law No:4734 or in regulations issued based on it.
Article 6 – Definition of Work
6.1. The work subject to the tender is; Final Project Services To Be Taken As Basis For Implementation of Dudulu-Bostanci and Umraniye-Atasehir-Goztepe Railway System Lines. Dudulu-Bostanci Railway System Line is 12.9 km. long; the Umraniye-Atasehir-Goztepe Railway System Line is 9.5 km. long and the total length of the line is 22.4 km. The technical requirements and any other details of the work should be found in the documents arranged to form annexes hereto, which all together form up the contract document.
Article 7 - Type and price of the contract
7.1. Unit price contract shall be concluded with the bidder that is awarded the contract as a result of the procurement process over the total amount ……………………. (in figures and words) calculated by multiplying the quantity of each item in the chart prepared by the Contracting Entity with the unit prices proposed for corresponding items by the Consultant.
7.2. The expenses for transportations, insurances,taxes, levies and fees and other expenses to fulfill the commitment shall be included in the contract value. The Value Added Tax to be calculated according to the relevant legislation shall be paid to the Consultant by the Contracting Entity.
7.3. For payments of amounts of the works realized, unit prices which are quoted by the Consultant in the unit price tender schedule and used in determination of the contract amount; and if any, new unit prices which are determined at a later stage and accepted by the Contracting Entity shall be taken as a basis.
7.4. During execution of the work, unit prices pertaining to new work items which are requested by the Contracting Entity but which are not included in the unit price tender schedule shall be determined by the Control Organization and the Consultant; by using the following items in the order of priority given below:
Analyses to be found by comparing with the analyses submitted to the Contracting Entity by the Consultant in determining the unit costs and in relation to the work items that are similar to the new work items;
Analyses of work items that are similar to the new work items available at the Contracting Entity or other Contracting Entities;
Analyses created on the basis of the amount of materials to be determined according to the grading that will be made during the performance of the new work items and the analyses created on the basis of the working hours of the personnel and machinery;
The market values available at the Contracting Entity and other Contracting Entities as well as the offered market values submitted to the Contracting Entity in attachment to the Contractor’s tender;
Country wide market values which are approved by the Chamber of Commerce and/or Industry or the chamber of profession, depending on the case, provided that this is accepted by the Contracting Entity,
The new cost minutes to be issued in this matter shall be submitted to the Contracting Entity for approval and valid after approval.
7.5. If the parties fail to agree on the new unit costs within thirty (30) days following the date of submittal of the price minutes to the Contracting Entity for approval, a disagreement protocol shall be issued in this matter and signed by the respective parties, and the issue shall be settled according to Article 55 of the contract, concerning the settlement of disputes in the contract. However, the consultant shall be liable to continue the work by applying the unit cost determined by the Contracting Entity within such period of time.
Article 8 – Annexes of the contract
8.1. All documents included in the tender document are annexes to and an integral part of the Contract and they shall be binding on the Contracting Entity and the Consultant. However, in case there is any conflict or differences between the provisions of the documents which constitute the tender document and the provisions of contract, the provisions in the tender document shall be taken as basis.
8.2. The priority order of the documents constituting the tender document is as follows:
1- Administrative Specification,
2- Bid finalized as a result of negotiations,
3- Draft Contract,
4- Special technical specification (if any),
5- Technical Specification,
6- Explanations (if any),
8.3. Any addenda to be made, shall take the order of priority of the document to which they belong.
Article 9 – Duration of the contract
9.1. The duration of the contract is 18 months following the date of commencement to work.
9.2. All durations in implementation of this contract are based on the principle of calendar days.
Article 10- Location of Work, Worksite Delivery and Work Commencement Date
10.1.Place of work: Istanbul in general
10.2. Worksite delivery (if any) and work commencement date:
Workplace delivery (if any) and work commencement date: With the signature of the place delivery protocol issued by and among the contractor and the contracting entity’s representative(s), the place will be deemed as delivered to the contractor. However, in cases where the place delivery protocol is approved by the tender authority, the workplace delivery shall be deemed as made on the date of serving to the contractor the fact that the protocol has been approved.
Article 11 – Taxes, levies and fees; and other expenses related to the contract
11.1. The taxes, levies and fees and other expenses related to the conclusion of the contract shall belong to the Consultant.
Article 12 – Provisions on the Performance Bond
12.1. Performance Bond:
12.1.1. The Contractor has given ...... ( in figures) ...... (in letters) as performance bond.
12.1.2. Duration of the performance bond shall be until ../../…..
In case it is determined that the acceptance will be delayed due to conditions specified in the relevant law and the contract, or due to working under penalty; duration of the letter of guarantee shall be prolonged to cover the delay in the work.
12.2.Additional performance bond:
12.2.1. For the works for which a price difference is stipulated to be paid, an additional performance bond in the assets accepted as security shall be taken at the rate of 6% of the amount that is to be paid as price difference and/or 6% of the work increase, if any. The additional performance bond that is calculated over the amount that will be paid as the price difference can also be covered by deducting from the progress payments.
12.2.2. If the additional performance bond is a letter of guarantee, the duration of the additional performance bond can not be less than the performance bond.
12.3. Performance bond and additional performance bond provided by the Contractor shall be changeable with the values in Article 34 in Law No. 4734.
12.4. Returning Performance Bond and Additional Performance Bond:
12.4.1. After confirmation of the completion of the work in accordance with the terms of the Contract and the Tender Document and that the Contractor has no debts in relation to this work to the Contracting Entity, half of the performance bond and, if such exist, the additional performance bonds, shall be returned to the Contractor, upon presentation to the Administration of the Social Security Institution clearance documents, and the remaining part shall be returned upon expiry of the warranty period.
12.4.2. In the event that the debts of the Contractor to the Contracting Entity and the Social Security Institution and legally required tax deductions on wages and payments that are counted as wages are not paid until the expiry of warranty period, the performance bond and supplementary performance bond shall be converted into cash without any protest and with no need to revert to the courts, used to offset the debts and any remaining amount shall be returned to the Contractor.
12.4.3. In cases not requiring the setoff procedure as described above, letters of performance bond not returned within two years from the final account setoff and approval of the final acceptance protocol due to the failure to claim such letters despite a written notification from the Contracting Entity, shall become null and void and shall be returned to their issuing banks. The bonds except for the guarantee letter, are recorded as revenue for the Treasury at the end of the time period.
12.6. The bonds received by the Contracting entity can in no way be sequestrated and attached with interim injunction.
Article 13—Place and Terms of Payment
13.1. The contract value (including the amount related to the increases which may occur due to additional works) shall be paid by Istanbul Metropolitan Municipality, Directorate of Financial Affairs, Department of Expenses, within the framework of the plan and the conditions set forth below:
Payment schedule shall be prepared by the Consultant by in such a way to be indexed to time or the completed part of the work, according to the instructions of the Contracting Entity and in parallel to the work schedule foreseen in Article 21, and it shall be submitted to the approval of the Contracting Entity. If the Consultant fails to prepare a payment schedule within the period of time specified in Article 21, an ex officio payment schedule shall be prepared and approved by the Contracting Entity.
a) Provided that the contract price is not exceeded, the Contracting entity shall pay the fees mentioned at paragraph (b) and the cost mentioned at paragraph (c) to the Consultant.
b) The price to be paid shall be calculated based on the work items identified according to the unit prices offered by the Consultant.
c) These shall be comprised of the reasonable expenses actually made by the Consultant during the work performance, other than the ones at paragraph (b).
13.2. Currency for Payments: The currency applicable for the payment is: € (Euro). Payments shall be made by converting the amounts into Turkish Liras, at the buying rates of the Central Bank of Turkey on the date of payment.
13.3. Progress Payments and Payment Method
13.3.1. For the time period during which the service is executed – within fifteen (15) days at most, the Consultant shall submit to the Contracting Entity, valid salary and SSI notifications, invoices, receipts and other documents of evidence nature, to be taken as a basis for the progress payments to be prepared for each month. Monthly progress payments to be made in foreign currencies and in Turkish Liras shall be specified under separate sections; and which amount out of the progress payment belongs to fees, and which amount belongs to expenses other than personnel fees shall be indicated.
13.3.2. Following the receipt of the supporting documents, the Contracting Entity shall prepare the progress payments and shall ensure that the payments are made to the Consultant within thirty (30) days at the most. Payments pertaining to parts of the progress payments which can not be sufficiently evidenced only by the necessary documents may be delayed. In the event that any discrepancies arise regarding the expenses for which an approval for actual payment has been made, the Contracting Entity shall add this difference to any one of the future payments, or deduct from the payment in question.