appendix 3 - conditions of tender applicable to the...

ESA UNCLASSIFIED – For Official Use

Reference: GAL-COT-ESA-GCS-X/0907 Issue: 1.0 / 31

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Galileo Ground Control Segment for Exploitation Phase March 2017 – December 2022

Conditions of Tender – Stage One A

Appendix 3 to the Invitation to submit a Request to Participate (RTP)

AO 1-8682/16/NL/MM

Prepared by Caroline SMOCZARSKI Reference GAL-COT-ESA-GCS-X/0907 Issue 1 Revision 0 Date of Issue 09/05/2016 Document Type ITT Distribution

http://www.esa.int/



Table of Contents Acronyms ..................................................................................................... 3 Definitions ................................................................................................... 4 1 GENERAL INFORMATION ........................................................................ 5 1.1 Subject of the Conditions of Tender .......................................................... 5 1.2 Information for Candidates ...................................................................... 5 1.3 Confidentiality.......................................................................................... 5 1.4 Data Protection ....................................................................................... 6 1.5 Contacts during the tendering period ........................................................ 7 1.6 Procurement approach ............................................................................. 7 1.7 Indicative Schedule of the overall procurement procedure ...................... 8 1.8 Due Diligence .......................................................................................... 9 1.9 Right to terminate the procedure ............................................................ 10 2 ORIGIN AND LEGAL FORM OF CANDIDATES ........................................ 10 2.1 Participating Conditions ......................................................................... 10 2.2 Legal form of the Candidates (including groupings) ................................ 11 2.3 Subcontractors ....................................................................................... 11 3 EXCLUSION AND SELECTION CRITERIA AND OTHER ELIGIBILITY

CRITERIA ............................................................................................... 13 3.1 Exclusion Criteria ................................................................................... 13 3.1.1Administrative and financial penalties ......................................................................... 13 3.1.2 Rejection from the procedure ................................................................................... 14 3.2 Selection criteria (selection of Candidates) ........................................ 14 3.2.1 Technical and professional capacity – References required ..................................... 15 3.2.2 Compliance with Security requirements ................................................................... 15 3.2.3 Compliance to the list of Galileo Sensitive Procurements ....................................... 17 3.2.4 Export control compliance ....................................................................................... 17 3.2.5 Compliance to High Level Statement of Work ......................................................... 18 3.2.6 Compliance to High Level Requirements ................................................................. 18 3.2.7 Compliance with Participating Conditions .............................................................. 18 4 CONDITIONS OF SUBMISSION .............................................................. 18 4.1 General Conditions ................................................................................. 18 4.2 Delivery conditions ................................................................................. 19 4.3 Classified Documents ............................................................................ 20 4.4 Structure of the Request To Participate ................................................. 20 5 APPENDICES ......................................................................................... 22 Appendix 1 - Identification of the Candidate................................................. 23 Appendix 2 - Financial Identification ........................................................... 25 Appendix 3 – Legal Entity Form ...................................................................26 Appendix 4 - Declaration of compliance to article 18 of the ESA

Procurement Regulations ....................................................................... 27 END OF DOCUMENT ................................................................................... 31



Acronyms

AD Applicable Documents C Compliant CISL Contract Items Status List CU Customer Undertaking ESA European Space Agency EU European Union GNSS Global Navigation Satellite System NC Non Compliant NDU Non Disclosure Undertaking OJ Official Journal (of European Union) PC Partially Compliant PMP Project Management Plan PSI Programme Security Instruction RD Reference Document RTP Request To Participate SAL Security Aspects Letter SoW Statement of Work TA Temporary Arrangement between GSA and ESA WA Working Arrangement between GSA and ESA WBS Work Breakdown Structure WP Work Package



Definitions

In addition to other definitions contained in the text, the following words shall have the meaning indicated below throughout all the applicable documents to the Invitation to submit a Request to Participate:

Agency The European Space Agency (Contracting Authority)

BAFO Best and Final Offer received from the Candidate/ Tenderer in reply to the Request to submit a BAFO in the Galileo Two- stage tendering procedure (Stage Two)

Commission European Commission of the European Union

GSA European GNSS Agency

Candidate Any entity submitting a Request to Participate in the Galileo Ground Control Segment procurement Procedure (Stage One A)

Core Team Prime contractor and those subcontractors which are essential in order for the candidate to be in a position to meet the selection criteria

Request to Participate The answer received from the Candidate in reply to the Invitation to submit a Request to Participate of the Galileo Ground Control Segment Two-Stage Tendering Procedure (Stage One A)

Tenderer Means the Candidate which has passed successfully the exclusion and selection criteria in Stage One A

Tender The answer received from the Tenderer in reply to the Invitation To Tender of the Galileo Two-stage tendering procedure (Stage One B), hereafter also identified as Proposal



1 GENERAL INFORMATION

1.1 Subject of the Conditions of Tender These Conditions of tender to the Invitation to submit a Request to Participate AO 1-8682/16/NL/MM– Two-stage tendering Procedure Stage One-A, specify the Agency's requirements against which an economic operator (also referred to in some cases as Candidate) is invited to submit his Request to Participate (“RTP”) on the Galileo Ground Control Segment for Exploitation Phase in the period of March 2017 to December 2022 for evaluation by the Agency.

The present Invitation to submit an RTP is issued in the frame of the Temporary Working Arrangement (“TA”) signed between the European GNSS Agency and the European Space Agency.

The issuing of an Invitation to submit a Request to Participate by the Agency does not bind the Agency in any way to place a Contract.

The Two-stage tendering procedure (Stage One and Stage Two) shall be considered closed when the resulting Contract is placed by the Agency or when the Agency informs economic operators or tenderers of either the cancellation of the Invitation to submit a Request to Participate or of its re-issuing.

1.2 Information for Candidates ESA will inform Candidates of decisions reached concerning the exclusion/selection of Candidates at the end of Stage One – A.

1.3 Confidentiality The Agency, (and the European Commission and the GSA) will solely use the commercial confidential or proprietary information of the tenders for cost reference purposes (including the development of cost estimating expertise) and for the purpose of the evaluation of tenders and the selection of candidate(s). In the case of a successful tender, documentation and information incorporated in the subsequent Contract will be governed by part II of the Contract. The Agency reserves the right to eliminate from consideration tenders, which seek to restrict the use of documents or information beyond these provisions. Unless otherwise specifically required in the tenders, unsuccessful tenders or tenders for which a decision to re-issue or cancel the ITT is taken by the Agency subsequent to the opening of the tenders shall be disposed of by the Agency in accordance with its regulations.

Confidentiality and Non-Disclosure Undertaking of the Economic Operator The Candidates/Tenderers participating in the Ground Control Segment for Exploitation Phase procurement procedure shall treat with confidentiality any Proprietary Information as per annex 1 of the Cover Letter, in relation to the procurement procedure, other than those published in EMITS and/or the Official Journal.



The Candidates/Tenderers participating in Ground Control Segment for Exploitation Phase procurement procedure are obliged to follow Non- Disclosure Undertaking (NDU) procedure outlined below.

Candidates, shall submit 1 (one) duly filled in, initialed and signed original of the NDU template (Annexed to the Cover Letter) in order to be able to access the documents identified in the SAL already during Stage One – A and any other Proprietary Information. Candidates shall also be responsible to flow down confidentiality obligations equal to those contained in the NDU to subcontractors whose access to the documents identified in the SAL is necessary for the purposes of participating to the present procurement.

In addition, the following restrictions apply:

Only the RTPs of the short listed Candidates who have signed and submitted the required NDU and, subject to the Agency request, provided evidence of flow down of confidentiality obligations to subcontractors as described in the paragraph above, may be accepted to the procurement procedure in Stage One-B.

• Previously signed Agreements with the Agency shall not be regarded as fulfilling the NDU requirements under the present procurement procedure.

• Only after the successful reception of the NDU signed, the Candidates may receive the relevant Classified and/or Proprietary Information,

• Proprietary Information is defined in the NDU.

1.4 Data Protection If processing the Candidate reply to the Invitation to submit a request to participate involves the recording and processing of personal data (such as names, address and CV), such data will be processed pursuant to Regulation (EC) No 45/2001 on the protection of individuals with regard to the processing of personal data by the European Union institutions and bodies and on the free movement of such data. Unless indicated otherwise, the Candidate replies to the questions and any personal data requested are required to evaluate the Request To Participate in accordance with the specifications of the Invitation to submit a request to participate and will be processed solely for that purpose by the European Space Agency, the European GNSS Agency and European Commission. Details concerning processing of the Candidate/Tenderer personal data are available on the privacy statement at the page:

http://ec.europa.eu/dataprotectionofficer/privacystatement_publicprocurement_en.pdf

The Candidates are informed that for the purposes of safeguarding the financial interest of the Union, personal data may be transferred to ESA/EC/GSA internal audit services, to the Court of Auditors, to the Financial Irregularities Panel and/or to the European Anti- Fraud Office (OLAF). Data of economic operators which are in one of the situations referred to in Articles 106(b), 109 (1) and point a) of art. 109.2 of the EU Financial Regulation may be included in a

http://ec.europa.eu/dataprotectionofficer/privacystatement_publicprocurement_en.pdf



central database and communicated to the designated persons of the Commission, other institutions, agencies, authorities and bodies mentioned in Article 208 of the EU Financial Regulation. This refers as well to the persons with powers of representation, decision making or control over the said economic operators. Any party entered into the database has the right to be informed of the data concerning it, up on request to the accounting officer of the Commission. Personal data of bidders may be registered in the Early Detection and Exclusion System (EDES) if they are in one of the situations mentioned in Article 106 of the EU Financial Regulation. For more information, see the Privacy Statement on http://ec.europa.eu/budget/explained/management/protecting/protect_en.cfm#BDCE

1.5 Contacts during the tendering period

The Candidates are encouraged to acquaint themselves with the present document as soon as possible in order to provide any request for clarification in due time. If the Candidates find some of the conditions of the present Invitation to submit a RTP unclear, ambiguous or incomplete for a proper understanding of ESA’s requirements, Candidates shall seek clarifications from the Agency as per article on “Communication during the tendering time” of the Cover Letter.

ESA further reserves the right to amend or complement at its own initiative the present RTP for Tenders Documents to the extent permissible by the applicable procurement rules.

1.6 Procurement approach

This procurement will be carried out on the basis of the two-stage tendering procurement procedure

The procurement process in two stages will be structured as follows:

1) a. (Stage One-A) This Stage starts with the Agency’s Invitation to submit a request to participate (RTP). The Agency will evaluate the Requests to Participate submitted as part of “Stage One-A” of the tender. By evaluating the submitted Request to Participate on the basis of the selection criteria and the Participating Conditions identified in these Conditions of Tender, the Agency will short-list the Candidates admitted to submit their Tender as part of the subsequent Stage One-B. Candidates not selected as a result of this selection Stage One-A will be notified of the non- selection decision and of the relevant justification.

1) b. (Stage One-B). A full Invitation To Tender addressed only to that/those Tenderer/s who have been retained at Stage One-A to submit a tender in response to the Stage One-B restricted competition. Following the delivery of a preliminary Proposal, the Agency will open a dialogue phase with the Tenderers aiming at finalising the Tender data package and at allowing performance of a due diligence. As soon as the Agency will have concluded that

http://ec.europa.eu/budget/explained/management/protecting/protect_en.cfm%23BDCE



all requirements have been sufficiently clarified and refined with the invited Tenderers, the Agency will close stage One.

The Invitation to Tender will include the detailed rules of procedure for the clarification and due diligence, more detailed specifications providing Candidates with detailed technical specifications, tender requirements for the Preliminary Proposal (based on the ESA General Conditions to Tender, ESA/REG 001, rev.4, Annex IV) and a draft Contract. The Candidates are hereby informed that: During the dialogue phase in Stage One B, (in line with Article 41 of ESA Procurement Regulations) the dialogue rounds may require some meetings, initiated on the basis and by taking stock of the contents of the above mentioned Preliminary Proposals. These dialogue rounds shall aim at explaining the requirements and shall not be understood as negotiations improving the quality of the Proposals. The Agency reserves the right to require Candidates to submit Refined Proposal(s) on the basis of updated tender documentation, requesting from the Candidates to increase the level of precision of their propositions with respect to the Preliminary Proposal. Alternatively, the Agency can decide to close the dialogue phase and issue a detailed set of documents as baseline for Stage Two. If there is only one Candidate invited to Stage One-B, the Agency may choose to proceed with dialogue meetings even with such single Candidate, being understood that this does not warrant or imply that any Contract will be finally awarded.

2) (Stage Two). This stage will start with the issue of the request to submit a Best and Final Offer (“BAFO”). The Agency will evaluate the submitted tenders and proceed to Contract award on the basis of the award criteria (detailed in the BAFO request).

The Candidate is hereby informed that in case the present procurement process will turn out to be unsuccessful, the Agency reserves the right to re-initiate a procurement process.

Principles of equal treatment and non-discrimination will be strictly followed.

1.7 Indicative Schedule of the overall procurement procedure

The indicative procurement schedule for Stage One A is as follows:

i. Release of Invitation to submit a Request to Participate data package (Stage

One-A of the Procedure) to Bidders: (T0). ii. Closure of the Request to Participate: T0+4 weeks. iii. Communication to the candidates about the selection results of Stage One- A: T0 +

8 weeks The indicative procurement schedule for Stage One B is as follows:

i. Release of the full Invitation to Tender data package (Stage one-B of the Procedure) to the selected Tenderers : T0 + 9 weeks



ii. Submission of preliminary proposals iii. Dialogue/Due-diligence iv. Closure of the first stage tendering

The indicative procurement steps for Stage Two is as follows:

i. Invitation to submit a BAFO ii. BAFO submission iii. Evaluation iv. Framework Contract(s) and Work Order(s) award

The above schedule aims at a Framework contract(s) award of not later than March 2017.

i. Award Decision ii. Contract signature iii. Kick Off Meeting

The above schedule and procedural steps are indicative and may be fine-tuned during the procedure, in particular as part of the Stage 1 B documentation taking into account the final decision with respect to the envisaged multi-suppliers framework contract scheme.

1.8 Due Diligence

During Stage One-B of the Ground Control Segment for the Exploitation Phase procurement procedure, a due diligence process is foreseen in order to ensure equal level of information and fair competition for what concerns the status of the tools, documentation and available facilities.

ESA is envisaging access to assets and to documents for all the Tenderer/s, comprising of the following:

1) Facilities visits for familiarization (including access to deployed hardware) will be arranged by the Agency during the due diligence for the Galileo Control Centres located in Fucino (Italy) and Oberpfaffenhofen (Germany). 2) Selected Project Documentation (in combination with inspection of the facilities). This documentation shall include among others Design documentation, Statement to Compliance, Requirements Verification status, AR/NCR status and correction plan, list of RFD/RFW, Inventory and configuration information. The Candidate may identify in its Request to Participate the list of the topics relevant for such due diligence and the reason for it.

The Agency will specify the conditions for the due diligence of the above facilities in Stage One-B including:

• Required notice period prior to the visit; • Authorised timing and duration of the visit;



• Level of security clearance required; • Level of support provided by authorised staff during the visits.

On the basis of the Candidate(s)’ feedback in relation to the topics relevant for the due diligence, the Agency will select and make available a set of documents for analysis, according to modalities which will be specified in Stage One –B. The Candidate(s) may ask to have access to additional documents as compared to the one selected by the Agency subject to providing adequate justification for the required additional disclosure.

1.9 Right to terminate the procedure

This RTP and the subsequent clarification is in no way binding on the Agency. The Agency's contractual obligation commences only upon signature of the Contract with the successful Tenderer.

Up to the point of signature, the Agency may either abandon the procurement or cancel the award procedure, without the Candidates/Tenderers being entitled to claim any compensation.

This decision must be substantiated and the Candidates/Tenderers notified.

2 ORIGIN AND LEGAL FORM OF CANDIDATES

2.1 Participating Conditions I. In accordance with Article 18 of the GNSS Regulation, for reasons related to the protection of the essential interest of the security of the European Union and/or its Member States and to public security, the participation to this tender (including through subcontracting where such subcontracting presents a security aspect) is limited to economic operators established in European Union Members States. Economic operators referred to above are considered established in the EU when all of the following conditions are met: a) they are formed in accordance with the law of an EU Member State, and have their central administration / registered office / principal place of business in an EU Member State (if legal persons) or they are nationals of one of the EU Member States (if natural persons); and b) their decision making centres (defined by reference to the criteria set out in Article 22(1) of Directive 2013/34/EU, also including the ultimate controlling person) comply with the conditions under I.a above; and c) the facilities (for goods manufacturing and/or supplying of services) which the Candidate would use for the execution of the Contract are located in the EU.



II. In exceptional circumstances related to the nature, cost or availability of specific goods and/or services, ESA may, subject to GSA's prior approval, on the basis of motivated and justified waiver requests submitted in writing by economic operators, authorise participation of: a. prime contractor/s which do not meet the conditions under I b. and/or I.c above b. subcontractor/s (presenting security aspects) which fail to fulfill one or more of the conditions under I above;

provided that they demonstrate the implementation of sufficient measures in order to guarantee the protection of the essential interest of the security of the European Union and its Member States and public security.

In accordance with the TA no geographical return requirements or industrial policy requirements apply to the present procurement.

2.2 Legal form of the Candidates (including groupings)

Groupings of legal persons, irrespective of their legal form, may submit a Request To Participate. Consortia of economic operators shall be authorised to submit a Request To Participate, i.e. to be Candidates. ESA may require from selected consortia to adopt a given legal form after it has been awarded the Contract if this change is necessary for proper performance of the Contract. Such groupings (or Consortia) must specify the company or person heading the project (Prime Contractor) and must also submit a copy of the document authorising this company or person on behalf of the Consortium to submit a Request To Participate and, if selected, to submit a Tender in answer to the Invitation To Tender in the frame of Stage One-B and Stage Two.

If awarded, at the end of Stage Two, the Contract will be signed by the company or the person heading the project. Groupings of legal persons shall be jointly and severally liable towards the Contracting Authority.

Request To Participate and tenders from a consortium of firms or groups of service providers, contractors or suppliers must specify the role, qualifications and experience of each member of the consortium or group. Each member must provide all the necessary documents for assessing the Request To Participate as a whole with regard to the exclusion criteria and selection criteria identified in Chapter 3 (all of them).

2.3 Subcontractors Subcontracting is permitted in the tender but the Contractor will retain full liability towards the Contracting Authority (the Agency) for performance of the Contract as a whole.

Subcontracting is defined as the situation where a contract has been or is to be established between the Agency and a Contractor and where the Contractor, in order to



carry out that contract, enters into legal commitments with other legal entities for performing part of the Contract. However, the Agency has no direct legal commitment with the subcontractor(s). Accordingly:

• The Agency will treat all contractual matters (e.g. payments) exclusively with the Contractor, whether or not the tasks are performed by a subcontractor;

• The Agency will privilege direct contacts with the Contractor, who is responsible for executing the contract;

• The Candidate shall cause and be responsible that all subcontractor(s) sign a confidentiality agreement/undertaking having the same terms and conditions of the NDU (Annex I to the Cover Letter);

• Under no circumstances can the Candidate/Tenderer avoid liability towards the Agency on the grounds that the subcontractor is at fault. The Candidate/Tenderer remains notably fully responsible for the contract’s successful and timely execution.

The Candidate(s) shall be responsible for the selection of subcontractors.

A contract which includes subcontracting is subject to certain general conditions in particular the provisions on subcontracting, checks and audits, and confidentiality.

• In submitting the RTP containing the proposed subcontractors, the Candidate(s)

shall indicate the reasons why, and means by which, it has selected the subcontractors.

• Where justified by the subject matter of the Contract, a statement of confidentiality may be required to be submitted to the Agency.

• In order to ensure impartiality in the selection process carried out by the tenderer, the Agency shall be entitled to conduct an audit on the tenderers’ preparation, evaluation process and selection of subcontractors, including the right to perform an audit of the overall assessment.

• The Agency’s right is reminded to reject any supplier within the proposed industrial team, should the prime tenderer's selection not fulfill the requirements applicable to these procurements and listed in the tender documentation hereto.

• A fully defined industrial consortium on levels N-1 to N-2 shall be proposed. The subcontracting arrangement between the tenderer and his subcontractor is supposed to render directly applicable all those contractual obligations with regard to the Agency to the subcontractor.

The attention of the Candidate(s) shall be drawn to the following:

1. The Candidate(s) shall subcontract:

a) a minimum of 20% of the Contract price, via competitive tendering outside the Group. For the purposes of the present requirement, competitive tendering shall be demonstrated through evidence of request of more than one offer from economic operators outside the Group

b) a maximum of 70% of the Contract price. Candidate(s) are invited to justify the



reasons for a possible non-compliance with respect to these requirements. Failure to provide such justification will lead to exclusion

2. The Candidate(s) shall identify in the Application for the RTP those subcontractors, which are essential, in order for the Candidate(s)to be in a position to meet the selection criteria (i.e. the Core Team members). Please note that in Stage Two of the procurement procedure, the Tenderer shall maintain the same Core Team composition (i.e. Prime Contractor and those Subcontractors, which are essential in order for the Candidate to be in a position to meet the selection criteria) and task assignment, as defined in the Conditions of Tender Definitions, for the application for Stage One B. Respect of the above requirement is a pre-condition for the contract award at the end of the Stage Two.

3. For the purpose of this section, "group" is meant to encompass: Contractor and its

affiliates. An entity shall be deemed affiliated to the Contractor according to the definition of Article 22 of the Directive 2013/34/EU, of June 2013 , on consolidated financial statements.

3 EXCLUSION AND SELECTION CRITERIA AND OTHER

ELIGIBILITY CRITERIA 3.1 Exclusion Criteria

All Candidates, including subcontractors parts of the Core team, shall provide a declaration of compliance (see Appendix 4), duly signed and dated by an authorised representative, stating that they are not in one of the situations of exclusion listed in the Appendix 4. The declaration of compliance is also required for subcontractors whose intended share of the contract is above 10%. Failure to submit the declaration will lead to the exclusion from the present procurement procedure. Whenever requested by the Agency, the Candidate(s) as well as the above mentioned subcontractor(s) shall provide appropriate evidence that the Candidate is not in one of the exclusion situation referred to in Appendix 4. Failure to provide such evidence shall lead to exclusion.

3.1.1 Administrative and financial penalties By returning the form in Appendix 4 to these Conditions of Tender, duly signed, Candidates confirm that they have been notified of the following points.

The contracting authority may impose a financial penalty on an economic operator who has attempted to obtain access to Union funds by participating or requesting to participate in a procurement procedure while being, without having declared it in accordance with paragraph 3.1 here-above, in one of the exclusion situations referred to therein.



3.1.2 Rejection from the procedure The Contract will not be awarded to an economic operator who:

(a) is in an exclusion situation identified in Appendix 4 to these Conditions of Tender;

(b) has misrepresented the information required as a condition for participating in the procedure or has failed to supply that information;

(c) was previously involved in the preparation of procurement documents where this entails a distortion of competition that cannot be remedied otherwise.

3.2 Selection criteria (selection of Candidates) To be eligible, all Candidates shall demonstrate the technical and professional capacity, compliance to the High Level Statement of Work, compliance to the present Conditions of Tender, compliance to Security Requirements, compliance to the ‘’List of Galileo System Security Sensitive Procurements’’ and Export Control Compliance to perform the tasks required in this tender.

The assessment of each Candidate’s experience will be used as a means of evaluating the relative capability of the Candidate. It will be based on a consideration of all relevant facts and circumstances presented by the Candidate. It will not be based on absolute standards of acceptable performance. ESA is seeking to determine whether a Candidate:

a. is able to execute the Contract by the anticipated deadline and comply with the

delivery schedule, in connection with its professional/technical capacity; b. has consistently demonstrated a commitment to customer satisfaction and timely

delivery of quality services in the field. The Candidate and its industrial organisation will be considered as meeting the minimum conditions for the continuation of the participation for Stage One - B where all the following conditions detailed hereafter are met:

1) In relation to each of the Technical and Professional capacity selection criteria (identified in par. 3.2.1 of the present Conditions of Tender), the Candidate has provided the required evidence of its technical and professional competence;

2) In relation to the Security Requirements (identified in par. 3.2.2 of the present

Conditions of tender), the Candidate is fully compliant;

3) In relation to the compliance to the List of Galileo System Security Sensitive Procurements (identified in par. 3.2.3 of the present Conditions of tender), the Candidate is fully compliant;



4) In relation to the compliance to the Export Control Requirements (identified in

par. 3.2.4 of the present Conditions of Tender), the Candidate is fully compliant;

5) In relation to the compliance to High Level Statement of Work (identified in par. 3.2.5 of the present Conditions of Tender), the Candidate is fully compliant;

6) In relation to the compliance to High Level Requirements (identified in par. 3.2.6

of the present Conditions of Tender) , the Candidate is fully compliant.

3.2.1 Technical and professional capacity – References required Candidates must provide evidence of their technical and professional competence and adequate level of resources and capacity to cope with large projects in the technical fields relevant to the Galileo Ground Control Segment, including experience in the definition of highly complex systems management and organisation, through:

• a list of the main projects of relevance for this activity completed in the past

years, with sums, dates and recipients, public or private. • in-depth knowledge and proven solid experience of project management, including

configuration management and schedule planning and control of complex projects, ground control segment engineering and performances, security engineering & accreditation, ground control segment integration and verification, product assurance and RAMS.

• a description of the "Core Team" ( i.e. prime contractor and those subcontractors which are essential in order for the Candidate to be in a position to meet the selection criteria) organisation including the role and responsibilities of the respective entities for the purposes of the planned Galileo Ground Control Segment.

• a description of the technical facilities, equipment, tools to be employed by the Candidate for performing the Work.

• providing evidence of the technical and professional competence of the rest of the Core Team by the same means above mentioned.

• providing curriculum vitae of Key personnel of the Core Team. To be noted that: ESA reserves the right to require to Candidates to provide proof of the technical and professional capacity of their subcontractors through the same means required for the Candidates, as listed here above.

Candidates are informed that, at any stage of tendering process, ESA will have the right to reject subcontractors other than the subcontractors included in the Core Team failing to meet this selection criterion.

3.2.2 Compliance with Security requirements

Specific Security Requirements applicable to the present Invitation to submit a Request to Participate:



a) As part of the Stage One, the Agency requires Candidates to strictly comply to all and any Security Requirements set forth in the Security Aspects Letter, including compliance to the documents identified as [AD.1], [AD.2], [AD.3], [AD.4] & [AD.5] in the SAL (Appendix 4 to the Invitation to submit a Request to Participate), and to provide as part of the Request to Participate a detailed Statement of Compliance, requirement by requirement.

b) The company must have a valid Facility Security Clearance at the appropriate level

latest by the signing of the Contract, if such Contract is awarded. To this end, the company shall provide a statement whether or not it holds a Facility Security Clearance at the appropriate level. The Agency will request confirmation hereof with the NSA concerned. If the company does not hold a Facility Security Clearance, or if the Facility Security Clearance is not at the appropriate level, the Agency will confirm to the NSA concerned that, in order to potentially obtain a contract, the company requires this Facility Security Clearance.

c) The RESTREINT UE/EU RESTRICTED documents identified as [AD.1] & [AD.3] in the

SAL are not provided through EMITS. The Candidate may request a copy of those documents to the ESA Galileo Security Officer via fax and upon signature of a Non- Disclosure Undertaking (NDU) attached to the Cover Letter:

Nathalie Gay/Paolo Del Vecchio Galileo Security Officer ESA-ESTEC Fax + 31 71 565 4369 Phone + 31 71 565 3904

informing in parallel the responsible Contracts Officer (Monica Mezzadri) via e-mail at the address: [email protected] with copy to Ms Caroline Smoczarski ([email protected]) and to Ms Andreia Ribeiro ([email protected]).

d) In case the Candidate/s submit as part of their Application and Compliance Statements to Security Requirements some Classified Documents, they shall be sent to the attention of Galileo Ground Control Segment Tender Security Officer Ms Nathalie Gay/Mr Paolo Del Vecchio in accordance with the provisions of the applicable PSI.

The Candidate must provide evidence of their ability to comply with security instructions, as described in the European GNSS Programme Security Instructions document (PSI) applicable to contractors issued as part of the present Invitation to submit a request to participate. Evidence of the Core Team members' ability to comply with PSI criteria applicable to contractors shall be provided in the Request To Participate Stage One-A of the procedure through the following means:

a. the assurance that the company has sufficient qualified, appropriately cleared, and if necessary, COMSEC authorised personnel, to perform the required tasks related to and/or involving the handling of Classified Information in the framework of the Contract;

b. Full compliance to the requirements (section 4) of the Security Aspects Letter (SAL) as per Appendix 4 to the Invitation to submit a Request To Participate for

mailto:[email protected]



each member of the Core Team as appropriate with regards to the work they would have to perform.

c. a detailed statement of compliance to the PSI, Classification Guides and COMSEC Security Instruction (all Applicable Documents of the Security Aspects Letter for Galileo Ground Control Segment for Exploitation Phase - Appendix 4 to the Cover Letter).

d. Access to PRS information is restricted to companies figuring on the approved list of companies who are authorised to work on PRS. The access to PRS documentation and the signature of the contract shall be conditional on the Candidate and the relevant Subcontractors having obtained Security Accreditation Board authorisation and submitting evidence of this to the Agency.

The Candidate shall provide the same evidence for each of their subcontractors involved in activities requiring access to classified information, data and/or technologies.

Please note that for the Procedure Stage One-B and Stage Two, Candidates will be required to provide the same evidence above mentioned for each of their subcontractors involved in activities requiring access to classified information, data and/or technologies. ESA reserves the right to further specify the requirements to be fulfilled by the subcontractors on the basis of the European GNSS PSI including the list of eligible companies to be included as a security annex to the contract relevant to each work package.

3.2.3 Compliance to the list of Galileo Sensitive Procurements

The Candidate’s attention is drawn to the “List of Galileo Security Sensitive procurements”, Appendix 6 to the Invitation to submit a Request to Participate and shall state its full compliance to it.

The purpose of this document is to specify the items of strategic security relevance and the corresponding limitations for consultation of potential subcontractors beyond the Member States of the European Union.

3.2.4 Export control compliance The Candidate shall state its compliance with the following Export Control Requirements for the submission of a Tender in Stage One B and Stage Two:

If pre-selected at the end of Stage One-A, the Candidate shall to the extent possible in the Proposal in answer to Stage One-B and Stage Two clearly identify activities, products or components which are proposed to be procured outside Europe and provide the relevant justification. In such case, the Candidate shall identify how he will ensure that all export control requirements will be met and authorisations obtained.

The Candidate (and/or his subcontractors) will have to indicate any export or import restrictions he is subject to, in accordance with national legislation, at the time of the



submission of the tender in answer to Stage One-B and Stage Two and he will have to state the necessary licences, authorisations or preliminary authorisations and related Documentation:

- he (or his subcontractors) has obtained in order to submit a Tender in answer to

Stage One-B and Stage Two; and/or - he (or his subcontractors) has or will need to obtain prior to placing of the

Contract if selected at the end of Stage Two; and/or, - he (or his subcontractors) has or will need to obtain for the implementation of the

Contract. 3.2.5 Compliance to High Level Statement of Work

The Candidate shall state compliance to the High Level Statement of Work. 3.2.6 Compliance to High Level Requirements

The Candidate shall state compliance to each detailed requirement of the High Level Requirements.

3.2.7 Compliance with Participating Conditions The Candidate shall comply with Participating Conditions under paragraph 2.1 and providing evidence thereto, if so required, according to paragraph 4.4.1 below. Waivers may be required according to the provision of paragraph 2.1. above.

4 CONDITIONS OF SUBMISSION

4.1 General Conditions

The Request To Participate must be perfectly legible so that there can be no doubt as to words and figures.

The Request To Participate must be clear and concise, with continuous page numbering, and assembled in a coherent fashion (e.g. bound or stapled, etc.).

The Request to Participate shall remain valid until the Contract is signed.

The Request To Participate shall include all the information and documents requested



by the Agency in order to assess it.

The Request To Participate and the supporting documentation shall be submitted in the English language.

The Candidate/Tenderer is required to foresee the appropriate insurance to cover its contractual liabilities during the duration of the Contract in case of a Contract award.

4.2 Delivery conditions

The Application for the Request to Participate shall reach the Agency not later than 6 June 2016, 13.00 hrs CET.

If dispatched after this date, it will be rejected and returned to the Candidate unopened. Please note that the evidence shall be constituted by the date of dispatch, the postmark or the date of the deposit slip.

They shall be addressed to:

Central Mail Registry European Space Research and Technology Centre P.O. Box 299 2200 AG NOORDWIJK To the attention of Monica Mezzadri (IPL-PEN)

And be sent or delivered in a sealed package contained within a second layer of sealed packaging and clearly marked with the following information without the Candidate’s name

Galileo Ground Control Segment–Exploitation Phase

Two-stage Tendering Procedure Stage One – A (Invitation to submit a RTP 1-8682/16/NL/MM)

Not to be opened by the mail service In case they are delivered by hand, a receipt must be obtained as proof of submission, signed and dated by the official in the ESA's central mail department who took delivery. The department is open from 10h00 to 16h00 Monday to Friday. It is closed on Saturdays, Sundays and during the ESTEC holidays.

At the time of the dispatch of the proposals, the Candidate shall send a fax provided the following information to the Contracts Officer mentioned in the Cover Letter:

a) Subject of the Request To Participate (Galileo Ground Control Segment for

Exploitation Phase) b) Date of posting c) Place of posting as defined by postmark d) Number of registered parcels e) Name of the person or the Candidate responsible for posting



f) Name of the Candidate The Request To Participate submitted by electronic mail or by Fax will not be considered for evaluation.

The original copy shall be marked “Original” and shall be signed by the duly authorised Candidate’s representative.

The Candidate shall note that late delivery will lead to the non-admissibility of the Request to Participate and its rejection from the award procedure for this Contract. Requests to Participate sent by e-mail or by fax will also be non-admissible. Envelopes found open at the opening session will also lead to non-admissibility of the RTP. Consequently, Candidates must ensure that their bids are packed in such a way as to prevent any accidental opening during its mailing.

4.3 Classified Documents In case the Candidate submits as part of its offer some Classified Documents, they shall be sent to the attention of Ms. Nathalie Gay / Mr Paolo del Vecchio in accordance with the dispatch conditions specific to the relevant level of Classification of Information.

4.4 Structure of the Request To Participate The Application for the Invitation to submit a Request to Participate (RTP) shall be composed of the following documents to be provided in the number of copies indicated below:

Vol.

Maximum number of pages per

volume

Title

Number of paper

copies

Number of CD- ROMs (PDF,

searchable) or USB

Keys

Volume I 10 Cover Letter 5 20

Volume II 100 Request To Participate 5 20

The Candidate is hereby informed that the maximum number of pages per volume indicated in the table above is a strict requirement to be compliant with.



Each paper copy of a Volume that consists of more than one separate bound document shall be packed together as a single copy. In addition, the Candidate is requested to insert in the package the requested number of electronic versions of the RTP.

Packing cases shall clearly identify their content.

Candidates should avoid using self-adhesive envelopes which can be opened and re- closed without a trace. If self-adhesive envelops are used, they must be sealed with adhesive tape and the Candidates authorised representatives must sign each self- adhesive envelope.

Proof of the receipt of the Application shall be provided by ESA in the form of a receipt signed and dated by ESA representative responsible for registration of the Application.

4.3.1 Cover letter (Volume I)

The cover letter, dated and signed by the duly authorised representative of the Candidate, shall identify as a minimum:

1) The general information concerning the Candidate, including of Core Team (if relevant), with particular reference to necessary information in order to establish the Participating Conditions referred to in paragraph 2.1 of the present Conditions of Tender;

2) The name and contact details of the authorised representatives of the Candidate;

3) The names, telefax, telephone numbers and e-mail addresses of the persons who will be responsible for the technical and contractual management of any resulting contract and will be nominated as such in the Contract;

4) The name, address, telefax and telephone number of the Candidate’s technical and contractual person to whom any communication relating to the tender should be addressed;

5) The name, ESA Entity Code, address, telefax, telephone numbers and contact person of each Sub-Contractor proposed (provided as an Annex to the cover letter). With respect to the Candidate’s or any Sub-Contractor proposed ESA Entity Code , please verify that the contact details associated to these codes are still valid and have not changed. To obtain these codes Primes and Sub- contractors who have not worked with ESA before need to register via the URL address below: http://www.esa.int/industry ;

6) The validity period, as identified above. The Candidates shall specifically certify in the cover letter, that:

a. The prices in the tender will be arrived at independently without consultation, communication or agreement with any other Candidate not part of the offer or competitor for the purpose of restricting competition;

b. Unless otherwise required by law, the prices to be quoted in the tender will not knowingly be disclosed by the Candidate and will not knowingly be disclosed, directly or indirectly, to any other Candidate not part of the offer or competitor, until he has been informed of the result of this Two-Stage Tendering procedure;

c. No attempt has been made or will be made by the Candidate to induce any other Candidate not part of the Request To Participate or competitor to submit or abstain from submitting a Request To Participate, for the purpose of restricting

http://www.esa.int/industry



competition; and, d. The Candidate has not entered into any exclusive teaming arrangement where

this would restrict competition where the teaming partner could be considered to be a single source due to technical reasons or other considerations;

e. The Candidate has not participated in neither has he provided any direct support to the drafting of the tender documents.

f. The Candidate is compliant with the participating conditions as per paragraph 2.1 above, with the understanding that in case required, the Agency may request the Candidate to provide relevant evidence and information supporting the Candidate’s statement.

The Candidates shall also certify in the cover letter that they have the appropriate insurance to cover their contractual liabilities during the duration of the Contract in case of a Contract award.

In the case of any doubts concerning the application of the above, the Candidate should seek clarification by contacting in writing, the Agency’s nominated Contract Officer.

The Candidates are hereby informed and shall explicitly acknowledge in its cover letter that any financial Proposals for Stage One - B and Stage Two shall be presented in the ECOS integrated format and that price conditions shall be based on the latest full rate cards agreed with ESA for the price conditions applied in the PSS/ECOS (for price conditions a reference to the promulgation letter can be provided upon written request).

4.3.2 Request To Participate (Volume II) In this volume, the Candidate and identified subcontractors shall provide all the information, documents, declarations required in this Conditions of Tender (including all required Appendices duly completed) and an executive summary with any other information which Candidates deem appropriate, in order to demonstrate that they meet the exclusion and selection criteria as described in section 3.1 for exclusion criteria and 3.2 for selection criteria.

5 APPENDICES

Below, in Appendices, all the documentation related to the exclusion and selection criteria

1. Identification of the Candidate – Appendix 1 2. Financial Identification – Appendix 2 3. Legal Entity Form – Appendix 3 4. Declaration of compliance to article 18 of the ESA Procurement Regulations –

Appendix 4



Appendix 1 - Identification of the Candidate (Each service provider, including subcontractor(s) or any member of a consortium or

grouping, must complete and sign this identification form)

Identity Name of the Candidate

Legal status of the Candidate

Date of registration

Country of registration

Registration number

VAT number

Description of statutory social security cover (at the level of the …. of origin) and non-statutory cover (supplementary professional indemnity insurance)

Address

Address of registered office of Candidate

Where appropriate, administrative address of Candidate for the purposes of an invitation to submit a RTP

Contact Person

Surname: First name: Title (e.g. Dr, Mr, Ms) : Position (e.g. manager): Telephone number: Fax number: E-mail address:

Legal Representatives

Names and function of legal representatives and of other representatives of the Candidate who are authorised to sign contracts with third parties



Declaration by an authorised representative of the organisation1

I, the undersigned, certify that the information given in this tender is correct and that the tender is valid.

Surname: First name:

Signature:

1 This person must be included in the list of legal representatives; otherwise the signature on the tender will be invalidated.



Appendix 2 - Financial Identification This form can be found at:

http://ec.europa.eu/budget/library/contracts_grants/info_contracts/financial_id/fich_ sign_ba_gb_en.pdf

http://ec.europa.eu/budget/library/contracts_grants/info_contracts/financial_id/fich_sign_ba_gb_en.pdf





Appendix 3 – Legal Entity Form The relevant form/information can be found at:

http://ec.europa.eu/budget/library/contracts_grants/info_contracts/legal_entities/leg Ent_indiv_en.pdf

http://ec.europa.eu/budget/library/contracts_grants/info_contracts/legal_entities/leg Ent_privComp_en.pdf

http://ec.europa.eu/budget/library/contracts_grants/info_contracts/legal_entities/leg Ent_public_en.pdf

http://ec.europa.eu/budget/library/contracts_grants/info_contracts/privacy_statemen t_en.pdf

http://ec.europa.eu/budget/library/contracts_grants/info_contracts/legal_entities/legEnt_indiv_en.pdf



http://ec.europa.eu/budget/library/contracts_grants/info_contracts/legal_entities/legEnt_privComp_en.pdf



http://ec.europa.eu/budget/library/contracts_grants/info_contracts/legal_entities/legEnt_public_en.pdf



http://ec.europa.eu/budget/library/contracts_grants/info_contracts/privacy_statement_en.pdf




Appendix 4 - Declaration of compliance to article 18 of the ESA

Procurement Regulations

Declaration to Invitation to submit a RTP No. AO/1-8682/16/NL/MM

1. Explanatory Notes The duly signed declaration shall be provided as an Appendix to the Cover letter of the RTP and addressed with the precise name, reference and number of the relevant Invitation to submit a RTP. Misleading and false information Please note that giving and/or providing false or misleading information and documents is a serious offence. The declaration will not be processed unless it is duly signed.

It is further understood that : - failure to provide this Declaration, as an Annex to the RTP cover letter, fully completed and signed will result in the RTP non admissibility for evaluation. - if the analysis of the full tender reveals that the offer is not in line with any of the declarations given herein, the tender will be excluded from further evaluation.

Authority to disclose information The declaration covers information the Candidate has provided on this form. By submitting this form the Candidate gives its consent to the European Commission, the European GNSS Agency and the European Space Agency to be used in evaluating its eligibility for the above mentioned Invitation to submit a RTP. NOTE: Information w.r.t to the documents referred herein (e.g. Procurement Regulations, ESA Convention) can be found at: http://emits.esa.int/emits-doc/e_support/GCE/esa_reg_001revision_4_final_dg.pdf http://www.esa.int/SPECIALS/About_ESA/SEMFRMRRJHG_0.html

http://emits.esa.int/emits-doc/e_support/GCE/esa_reg_001revision_4_final_dg.pdf

http://www.esa.int/SPECIALS/About_ESA/SEMFRMRRJHG_0.html


2. Organisation Details

Candidate: Provide the registered address, telephone and fax numbers (and website if applicable) Company Name: Address: Telephone number:

Fax number: Website: Provide the name and contact details of a contact person for this Declaration (include telephone, fax, email) Contact Person

Telephone number:

Fax number: Email: Sub-contractor (if applicable): Provide the registered address, telephone and fax numbers (and website if applicable) Company Name Address: Telephone number:

Fax number: Website: Provide the name and contact details of a contact person for this Declaration (include telephone, fax, email) Contact Person

Telephone number:

Fax number: Email:


I, the undersigned (representative legally authorised to represent the Candidate vis à vis third parties and acting on behalf of the aforementioned company or organisation), certify that: The Candidate and subcontractor(s) (if applicable) satisfies / satisfy the following conditions, foreseen by Article 18 of the ESA Procurement Regulations: a) they satisfy the requirements set under Article II.3 of Annex V to the ESA Convention

(if applicable); b) they possess the necessary professional and technical qualifications, professional and

technical competences, financial resources, equipment and other physical facilities, managerial capability, reliability, experience and reputation, and the personnel, to perform a contract;

c) they have the legal capacity to enter into the procurement contract; d) they are not bankrupt or being wound up, are not having their affairs administered by

the courts, have not entered into an arrangement with creditors, have not suspended business activities, are not the subject of proceedings concerning those matters, or are not in any analogous situation arising from a similar procedure provided for in national legislation or regulations;

e) they or persons having powers of representation, decision making or control over them, have not been convicted of an offence concerning their professional conduct by a judgment which has the force of res judicata;

f) they have not been guilty of grave professional misconduct proven by any means which the Agency can justify including by decisions of the EIB and international organisations;

g) they have fulfilled their obligations relating to the payment of social security contributions or the payment of taxes in accordance with the legal provisions of the country in which they are established or those of the country where the contract is to be performed;

h) they or persons having powers of representation, decision making or control over them have not been the subject of a judgment which has the force of res judicata for fraud, corruption, involvement in a criminal organisation, money laundering or any other illegal activity detrimental to the Agency’s/ Communities’ (EU) interests; and,

i) they are not currently subject to a suspension having been found guilty of misrepresentation in supplying the information required under d) to h) hereinabove, or having failed to supply this information.

Whenever until contract signature the potential Tenderer finds itself in one of the situations foreseen under paragraphs 1.d) to 1.h) hereinabove, it shall so inform the Agency immediately in writing.

3. Declaration to article 18 of the ESA Procurement Regulations


4. Certification Details

Note: This section must be filled in by hand Candidate Authorised signatory of the applicant organisation: Title (Mr, Mrs, Pr, etc.):

Name and Surname:

Position in the application organisation:

Date:

Signature:

……………………………………………

Sub-contractor (if applicable) Authorised signatory of the applicant organisation: Title (Mr, Mrs, Pr, etc.):

Name and Surname:

Position in the application organisation:

Date:

Signature:

……………………………………………


END OF DOCUMENT