1

RFP ESKOM ITO
SCHEDULE M – CRITICAL DELIVERABLES
JULY 2017

This document contains confidential and proprietary information of Eskom and is “Eskom Confidential Information” for the purposes of the non-disclosure agreement entered into between Eskom and Supplier in relation to the ITO Project. It is furnished for evaluation purposes only. Except with the express prior written permission of Eskom, this document and the information contained herein may not be published, disclosed, or used for any other purpose.

INSTRUCTIONS FOR RESPONDING TO THIS DOCUMENT

General Guidelines

These RFP documents contain the key legal terms and conditions that Supplier will be required to comply with in relation to the ITO Project.

Supplier must respond to the requirements contained in these documents according to the instructions provided below. Supplier’s response must be in the prescribed format. Supplier should provide clear, concise, and reasonable responses. Supplier should not postpone responses. “Supplier would be happy to discuss this at a later time” is an example of a postponed response.

Supplier should not view the possibility of requesting changes as an opportunity to re write the RFP. Eskom expects Supplier to comply with the requirements as written, and compliance with these RFP documents will be a critical component in the evaluation of Supplier’s response to the RFP.

Response Instructions

This document should be completed by Supplier and form part of Supplier’s response to the RFP. In completing this document, Supplier should carry out the following:

•For each row where the “Comply (Y/N)” cell is not shaded, the Supplier should enter “Y” if it complies with the requirement without qualification or “N” if it does not.

•Where Supplier enters:

•“Y” in the “Comply (Y/N)” column, then the column headed “Supplier Response” should be left blank.

•“N” in the “Comply (Y/N)” column, then Supplier should copy and paste the exact wording from the “Eskom Requirement” column into the “Supplier Response” column and make any deletions or insertions to the original wording using Microsoft Word’s track changes function. In addition, after completing its proposed changes, Supplier may provide a concise explanation of the changes in the “Supplier Response” column.

•If Supplier does not respond to a row or reserves its position, then Eskom will treat the response as non-compliant.

Ref No. / Eskom Requirement / Comply (Y/N) / Supplier Response
1. / 1.Introduction
2. / 1.1.Eskom may from time to time designate certain milestones, activities, plans, documents, actions and / or projects under this Agreement as being Critical Deliverables for the purposes of this Agreement, including those in relation to a Project. As at the Effective Date, only the deliverables listed in this Schedule are Critical Deliverables. Subsequent to the Effective Date, Eskom may designate additional Critical Deliverables in a New Services Project Work Order, or as otherwise agreed by the Parties following the Change Management Procedure.
3. / 1.2.Supplier's failure to meet any Critical Deliverable, save where a delay to meet any Critical Deliverable is as a result of an excusable delay as contemplated in clause 9.4 of the Agreement, shall constitute a material breach of this Agreement and Eskom shall have the right, at its option and without limiting any other rights and remedies that may be available to Eskom, to:
4. / 1.2.1.impose a Service Credit as set forth in this Schedule; or
5. / 1.2.2.terminate the applicable affected Services or applicable Project Work Order upon 30 (thirty) days written notice to Supplier; and / or
6. / 1.2.3.where applicable, withhold payment of the applicable retained amounts until such time as Supplier achieves the Critical Deliverable.
7. / 2.Critical Deliverables
8. / A detailed list of the Critical Deliverables, including the Deliverable deadlines and the Service Credits for each such Deliverable, are set forth in the following tables. Unless otherwise specified, Supplier is to complete each of the Critical Deliverables set forth below for Eskom. Supplier shall notify Eskom of each Critical Deliverable by hand notwithstanding the stipulated method of delivery. A Service Credit is payable for a failure to deliver on the deadline date. The Extended Service Credit is payable for each period designated for subsequent delays
Item
no / Applicable contract [Drafting Note: If Supplier is not responding to the Cross Functional RFP, Supplier may ignore all items below marked for the Cross Functional] / Critical Deliverable / Frequency / Delivery Deadline / Initial Service Credit / Extended Service Credit / Method of delivery / COMPLY
(Y/N) / SUPPLIER RESPONSE
9 / All / Staff Retention Plan / Annual / Service Commencement Date + 1 Month thereafter on each anniversary of the Service Commencement Date / R 50,000 / R 5000 per week / Electronic and Hardcopy signed by Head of HR
10 / All / List of Key Services Positions / Annual / Service Commencement Date + 3 Months thereafter on each anniversary of the Service Commencement Date / R 100,000 / R 10000 per week / Electronic and Hardcopy signed by Head of HR
11 / All / Staff Succession Plan based on Key Services Positions / 6 monthly / Service Commencement Date + 6 Months
thereafter every 6 months / R 50,000 / R 5000 per week / Electronic and Hardcopy signed by Head of HR
12 / All / Supplier organisational structure / Organogram / Annually / Service Commencement Date + 1 Month thereafter on each anniversary of the Service Commencement Date. In the last Year of the Term twice annually / Electronic and Hardcopy signed by Head of HR
13 / All / Transition Plan / Once-off / 1 month prior to Transition Commencement Date / R 50,000 / R 50000 per day / Electronic in pdf
14 / Cross Functional / Integrated Transition Plan / Once-off / 1 week prior to Transition Commencement Date / R 50,000 / R 50000 per day / Electronic in pdf
15 / All / Transformation Plan / Once-off / Transition Commencement Date + 5 months / R 50,000 / R 10000 per week / Electronic in pdf
16 / Cross Functional / Integrated Transformation Plan / Once-off / Transition Commencement Date + 6 months / R 50,000 / R 10000 per week / Electronic in pdf
17 / All / Generic Exit Plan (Exit Assistance Schedule) / Annually / First draft Service Commencement Date + 1 Month
Final 4weeks after Eskom's comments
Thereafter annual review on each anniversary of the Service Commencement Date with update within 30 days after such review / R50 000 for first draft
R50 000 for final plan
R10 000 for annual reviewed plan / R 10 000 per week deliverable missed / Electronic in pdf
18 / All / Information release table (Exit Assistance Schedule) / Per Table in Schedule I / Per Schedule I / Electronic
19 / All / Disaster Recovery Plan related to Services provided / Annually / Service Commencement Date + 1 Month thereafter on each anniversary of the Service Commencement Date / R 50,000 / R 5000 per week / Electronic PDF and hardcopy signed by Head of Business Continuity Management
20 / All / Business Continuity Plan / Annually / Service Commencement Date + 1 Month thereafter on each anniversary of the Service Commencement Date / R 50,000 / R 5000 per week / Electronic PDF and hardcopy signed by Head of Business Continuity Management
21 / All / Operations Manual(s) / Bi – annually (or upon any Change thereto) / Service Commencement Date thereafter
every 6 months / R 100,000 / R 10000 per week / Electronic PDF and hardcopy signed by Head of Operations
22 / Cross Functional / Eskom Portal / Once-off / Service Commencement Date / R 50,000 / R 5000 per week / Online
23 / All / ISO Certificate / Electronic
24 / All / BBBEE Certificate / Annually / Effective Date thereafter annually on each anniversary of the Effective Date / Electronic and Hardcopy signed by Head of HR
25 / All / Supplier development and localisation ("SD&L") threshold compliance / As per Schedule C Clause 7 / As per Schedule C Clause 7 / As per Schedule C Clause 7 / As per Schedule C Clause 7 / Electronic and Hardcopy signed by Head of HR
26 / All / Early Termination Fee Calculation (for upcoming quarter) / Quarterly as per Schedule D Clause 4.5 / Service Commencement Date + 3 months, thereafter quarterly / R 10,000 / R 5000 per week / Electronic
27 / All / Monthly Escalation report / Monthly / Effective Date thereafter monthly / Electronic
28 / All / S197: List of Assigned Personnel
Schedule I Clause 1.2 / 6 monthly / Service Commencement Date + 6 Months thereafter every 6 months. / R 50,000 / R 10000 per week / Electronic and Hardcopy signed by Head of HR
29 / Cross Functional / Fully functional Configuration Management System (CMS) / Once-off / As per approved Transition Plan / R 500,000 / R 50 000 per week / Online
30 / Cross Functional / Service Integration Operating and Governance Model / Once-off / Service Commencement date / R 200,000 / R 50 000 per week / Electronic and Hardcopy signed by Head of Service Operation
31 / Cross Functional / Operational Reporting Bundle / Monthly / As per approved Transition Plan / Published online
32 / All / Fully functional operational Billing tool / Monthly / As per approved Transition Plan / Online
33 / Cross Functional / Electronic Service Catalogue / Once-off / Service Commencement Date + 2 Months / Online
34 / Cross Functional / Knowledge Management System / Once-off / Service Commencement Date + 6 Months / R 50,000 / R 10000 per week / Online
35 / Cross Functional / Software License Management System / Once-off / As per approved Transition Plan / R 300,000 / R 50 000 per week / Online
Ref No. / Eskom Requirement / Comply (Y/N) / Supplier Response
36. /
3. Terms of Critical Deliverables
37. / 3.1For purposes of this Schedule a Critical Deliverable shall not be considered "complete" until Eskom has signed off its Acceptance of same. Should Eskom not sign off its Acceptance or non-Acceptance within 15 (fifteen) Business Days of delivery, the calculation of future extended Service Credits shall be suspended until such time as Eskom has notified Supplier of its sign off.
38. / 3.2Supplier shall pay the Initial Service Credit for a Critical Deliverable if it does not complete the Critical Deliverable on or before the Deliverable deadline.
39. / 3.3Supplier shall pay the Extended Service Credit for each month thereafter between the Deliverable deadline and the date it completes the Critical Deliverable. The stated Service Credit is payable to Eskom with respect to which the Critical Deliverable is late.
40. / 3.4Notwithstanding anything stated to the contrary herein, on Eskom's election when any Service Credit is due, Supplier shall be obligated to pay such amount to Eskom within 30 (thirty) calendar days of Eskom's request for payment thereof.