Invitation to BID for aerial spraying contract, 2002-2003

v WORLD HEALTH ORGANIZATION AFRICAN REGION ORGANISATION MONDIALE DE LA SANTE REGION DE L'AFRIQUE ONCHOCERCIASIS CONTROL PROGRAMME IN WEST AFRICA PROGRAMME DE LUTTE CONTRE L'ONCHOCERCOSE EN AFRIQUE DE L'OUEST B.P. 549 OUAGADOUGOU, Burkina Faso T6169r.: ONCHO OUAGADOUGOU T6l.: 34 29 53 - 34 29 59 - 34 29 60 T6lex: ONCHO 5241 BF Fax:3428 75 INVITATION TO BID FOR AERIAL SPRAYING CONTRACT OF WORLD HEALTH ORGANIZATION ONCHOCERCIASIS CONTROL PROGRAMME 2002 - 2003 I z lr:c. rn lr t -2- 1. INTRODUCTION 1.1 The World Health Organization, hereinafter referred to as "the Organization", is inviting bids for the provision of aircraft suitably equipped for application of larvicides, together with the necessary ground support, for the continuation of the aerial spraying activities in one of the special intervention zones of the Onchocerciasis Control Programme, and for the launching of a vector elimination project in the Bioko island (Equatorial Guinea) of the African Programme for Onchocerciasis Control, hereinafter referred to as "the Programmes". The aerial operations, hereinafter referred to as "the Operations", will be conducted on behalf of the Organization on a contractual basis by the successful bidder. hereinafter referred to as "the Contractor". 1.2 The Organization as Executing Agency, acting in cooperation with other International Agencies' and the governments of Benin, Equatorial Guinea and Togo, hereinafter referred to as "Participating Countries" - is undertaking this Programme to control the disease, onchocerciasis, in the area delineated on the map in Annex l. 1.3 The parasite Onchocerca volvulus which causes onchocerciasis is carried by the blackfly Simulium damnosumtzl which transmits the disease when biting. S. damnosum breeds in watercourses and the fly lays its eggs on vegetation and rocks at water level in rapids, and other fast-flowing or turbulent stretches of water, natural or man-made. Such sites are normally identifiable from the air. When the eggs hatch, the emerging larvae remain in these breeding sites attached to any suitable substrate. The duration of the larval stage averages just over seven days. 'The United Nations Development Programme (UNDP), the Food and Agriculture Organization of the United Nations (FAO) and the World Bank. 1zy Simulium damnosum means Simulium damnosum complex. ."1 a -3- 1.4 Control of the Simulium vector by attacking it in its larval stage is to date the most effective way of intemrpting onchocerciasis transmission. Because of the size of the area and the general inaccessibility of the Simulium breeding sites b. terrestrial means, aircraft with specialized equipment have to be used to make applications o the biodegradable larvicide of choice to specified parts of the rivers in such a manner that it is carried naturally downstream to make contact with the larvae in the breeding sites. Five different larvicides are currently in use. on a rotational basis to control larvicide resistance, The effective dose lethal to S. damnosum lawae differs from one larvicide to another and the quantities to be applied to the rivers are variable, being calculated on the basis of water discharge rates. 1.5 For the products used to date it has not been possible to employ any of the usual agricultural spraying methods. It has been found that treatment with undiluted larvicides is effective if applied in transverse bands across the river. During the wet season (May to October), when the rivers are full, the flow of water is sufficient to mix and distribute the larvicide to carry it an effective distance downstream, permitting fewer application points. One application often being sufficient on larger rivers for stretches up to 50 kms. The quantities of the principal larvicides applied throughout this period have, to date, varied considerably. During a single treatment mission a helicopter may be required to treat at from 0.2 to 100 litres or more per larvicide release. 1.6 In the dry season (November to April), when the river flow and levels are low, natural mixing and distribution of the larvicide is inadequate. Different application equipment and methods have then to be used to achieve a satisfactory coverage by the larvicide. A coarse sprays of larvicide, stretching from bank to bank, has been found to be effective and ensures that all parts of the breeding site Immediately downstream receive treatment. At some particularly difficult breeding sites, two or three successive, bands of larvicide have been required. In the dry season. therefore, treatment involves the rapid and repeated application of larvicide, carefully and precisely placed, in order to ensure effective distribution of the larvicide. The distance between treatment points becomes greatly reduced and, particularly at low water, up to 20 applications can be required over a stretch of one kilometre, with breeding sites having to be treated individually. This may require dosages to be varied while hovering over a particular set of rapids. The quantity applied at this time of year for each release point is often as low as 0.2litre I-4- 1.7 The success of a Simulium control or elimination programme is completely dependent on regular weekly treatment of the known breeding sites throughout the area. On certain rivers or stretches of rivers where control has been shown to be effective over a period, larvicide application may be intemrpted and reintroduced only when indicated as necessary by the entomological surveillance teams. 1.8 The total length of river systems in the Special intervention Zone and Bioko island where surveillance and treatment will be required to be undertaken during the course of the Contract is approximately 3800kms. l.g In the course of operations, helicopters frequently land in remote areas where there has been little or no ground preparation. In the dry season, even on the prepared ground, there are often extreme dust conditions. 1.10 To date, the Operations have been carried out on a weekly basis according to flight schedules prepared by the Organization, and based on entomological and hydrological data relayed by radio to Programme Headquarters each weekend. It has proved convenient to arrange the treatment circuits covering several days each week. This procedure has worked satisfactorily and has led to the success achieved by the Programme to date. With vector density transmission of the parasite being intemrpted or reduced to an insignificant level over 90% of the area under larviciding. It is absolutely essential that this success be maintained and, if possible, improved upon. 2. SPECIFICATIONS FOR OPERATIONAL AIRCRAFT 2.1 The Hughes 500D and 500E model helicopters have proved to be adequate in the past for both treatment and prospection flying on the Programme. Other types of helicopter would be considered but must have a performance and characteristics equal or better than the following: - Minimum 300 I larvicide capacity in spray mode. - Minimum endurance t hour 45 minutes, with l5 minutes reserve - Cruise (air) speed as indicated 110 knots under tropical conditions (OAT 30-C-, altitude 1000 2000 feet), with spray system, full fuel and 150 litres larvicide (120litres if an observers on board) .{ -5- - Minimum 25 hours between maintenance checks. - Damper type landing gear. - Minimum 420 H.P. engine - Turbine engine - Passengers: minimum of 3 in the prospection configuration and I in the spraying configuration. - An acceptable fuel consumption for quoted speed: capacity ratio I l0 ky200 1, i.e. 125 Uh. - Short body and rotor blades (rotor blades 26 - 30 ft. diameter). - Proved reliability and robust construction. - A sealed partition between the cockpit and the rear compartment, if an internal larvicide tank is employed. 2.2 The helicopters shall be suitable for operation under extremes of temperature, humidity and dust. Helicopters will be used on occasion for the transportation of staff and equipment and for surveys and reconnaissance and their ability to carry at least three passengers tn the prospection configuration, and one observer while in the spraying configuration, is essential. Seal belts with shoulder- harnesses shall be fitted. Corrosion proofing and a particle separator on the engine air inlet are desirable. Furthermore all helicopters shall be fitted with dual airframe fuel filters. 2.3 Ambient temperatures in the Programme area can be up to 40-C with cockpit temperatures sometimes rising to 50-C. In the dry season, the treatment strategy requires helicopters on missions to spend a considerable time at low speeds and hovering. As the maim air ventilation system on most helicopters operates only on forward movement, additional mean,, of maintaining satisfactory ventilation and circulation of air must be provided. Perspex door, with standard bull's eyes or sliding windows shall be fitted. Excessive perspex areas shall be shaded and seats suitable for tropical conditions shall be provided. 2.4 All helicopters shall be fitted with high-lift skids. Suitable convex mirrors, approved b) the Organization, shall be fitted to each treatment helicopter, in line of sight to enable the pilot and observer to observe the emission of larvicide and its deposit on the target, without diverting the pilot's attention from navigation. i-6- 2,5 Bearpaw-t1pe pads for attachment to the skids, a utility cargo pod (for baggage, acceptable to the Organization and an integrated auxiliary fuel bladder (91 llitres capacity) shall be available at each operational base for installation on prospection helicopters. 3. REQUIREMENTS FOR CONTRACT AIRCRAFT 3.1 During the years 2003, 2004 and,2005, for the Residual Aerial Operation and January, February, March and April of the years 2003 and 2004, for the additional aerial Spraying Operations for APOC, fully serviceable helicopters with crew and full support in accordance with the following schedule. 3.2 Aircraft Residual Arial Operations One (l) helicopter shall be provided under the Contract from January to December inclusive, hereinafter referred to as the "Core Helicopter" or "Contract Aircraft". fn this regard, the Contractor shall - in addition to the required project manager who will be resident at the operational base in Kara, Togo - provide at least the following crew and support personnel for the Contract Aircraft in accordance with the terms of the Invitation to Bid: During the rainy season, from I May to 3l December of each year: two helicopter pilots and two engineers. During the dry season from 1 January to 30 April of each year: one helicopter pilot, one helicopter pilot/engineer and one engineer. Additional Aerial Spraying Operations for APOC One (l) helicopter shall be provided under the Contract for the months of January, February, March and April of each year, hereinafter referred to as "the Core Helicopter" or "Contract Aircraft". In this regard, the Contractor shall provide at least the following crew and support personnel for the Contract Aircraft in accordance with the terms of the Invitation to Bid: one helicopter pilot who shall, in addition to the requirements of the Invitation of Bid, be fully qualified and licensed to pilot the Cessna aircraft referred to in article III (B) below, a second helicopter pilot, and one engineer. One of the aforesaid helicopter pilot shall furthermore serye as base manager and be resident in Malabo, Bioko. I-7 - 3.3 Spare Aircraft Residual Arial Operations In order to safeguard Operations, the Contractor shall - in addition to the Contact Aircraft provided under this article II (A) - have on perrnanent serviceable availability within the abovementioned Special Intervention Zone one (1) spare helicopter. During the months of January, February, March and April of the years 2003 and 2004, respectively, this spare helicopter may simultaneously serve as the spare helicopter for the Aerial Spraying Operations for APOC as provided in article III below. Additional Aerial Spraying Operations for APOC In order to safeguard Operations, the Contractor shall - in addition to the Contract Aircraft provided under this article III (A) - have on permanent serviceable availability within the area described in Annex 2 attached hereto, one (l) spare helicopter. This spare helicopter may simultaneously serve as the spare helicopter for the residual Aerial Spraying Operations as provided in article II (A) above. 4. FLIGHT HOURS GUARANTEED FOR CONTRACT AIRCRAFT 4.1 Measurement a) Helicooters For the purpose of this Contract, helicopter flyrng time is defined as the period of time between "lift-off' and "touch-down". It shall be measured by tachometers recording in hours and tenths of hours mounted on the instrument pedestal and activated automatically by both the main rotor transmission and the collective ever. b) Cessna The Cessna (fixed-wing) flying time is defined as the period of time between "lift-off' and "touch-down". It shall be measured by the departure and the arrival time reported on the Flight Service Authorization book. 4.2 Bv the Oreanization During the years 2003,2004 and2005, the Contractor shall be guaranteed payment for fifty three (53) flight hours per month, or a pro-rata amount thereof for incomplete months, for the Core Helicopter required to be available for active service under the Contract as provided in this article II (A). !-8- 4.3 Bv the Contractor Helicopters called into active service pursuant to paragraph3.2 c), are collectively referred to as "Contract Aircraft". The Contractor shall guarantee the availability of each Contract Aircraft for a minimum of 53 flight hours per month of operation and on a pro-rata basis for incomplete months of being required to be available for active service under the Contract' 4.4 General a) It is absolutely essential that larvicide applications be made at weekly intervals without intemrption throughout the year according to schedules prepared by the Organization Accordingly, all Contract Aircraft shall be available without fail to perform that function allowance being made for routine servicing and maintenance as agreed by the Contractor in consultation with the Team Leader of the Special lntervention Zones in consultation with Director APOC or his authorized representative. b) The Organization shall only pay the Contractor for flights which have prior written authorization from the Director. At the end of each day's flying, the pilot shall complete a dail) flight report according to a format approved by the Director. This report shall be submitted to the Director for acceptance and signature after each mission and will form the basis for the calculation of flight hours for payment as per Section 20. Any flight undertaken outside the missions authorized by the Director will be considered as non-revenue and therefore not compensated by the Organization. 5. AIRCRAFT POSITIONING 5.1 Position deadline All Contract Aircraft as well as personnel, shall be in position in the Programme area no later than 20 December 2002. 5.2 Familiarization flishts All Aircraft shall be ready for the Operations not later than 20 December 2002 in order that all equipment fitted can be tested. The Contractor's pilots shall then undertake familiarization flights and simulated treatments to enable the Contractor confidently to assume responsibility for all Operations without intemrption on I January 2003. rl -9 - 5.3 General Other conditions described in this document shall be enforced during the installation period insofar as they are applicable. 6. LARVICIDING APPIKATION EQUIPMENT 6.1 General a) For all Contract Aircraft the Contractor shall provide reliable larvicide application equipment designed to enable rapid and repeated application of accurately measured quantities of larvicide to be made to rivers in the manner described in the Introduction. The Contractor shall ensure that all such equipment is satisfactorily tested and certified before Contract Aircraft enter operational service under this Contract. b) The complete application system shall contain sufficient automatic devices to allow the pilot to operate them efficiently and make the required application safely whilst hovering or flyrng at low levels in restricted areas. c) Each Aircraft shall have current certificates of airworthiness, which include its spraying configurations. The Contractor shall maintain these certificates in force at all times. d) The larvicide application equipment fitted shall conform to the regulations prescribed by, and receive approval from, the aeronautical authorities in the country in which the relevant Contract Aircraft is registered. Such approval shall include the safety of attachment, operation and use of equipment with toxic substances. e) It is essential that all application systems in Contract Aircraft be provided with a mechanism by which the larvicide can be jettisoned rapidly in an emergency and at a rute conforming with the conditions specified in the country of registration of the relevant Contract Aircraft. 0 All helicopters shall be capable of conversion from passenger to treatment configuration or vice-versa in halfa day or less. t-10- a) g) Calibration checks of all types of application equipment shall be carried out every week in the presence of an observer from the Organization if requested by the Director. 6.2 Larvicides tly in use Currently seven larvicides are in use, and are generally applied undiluted: - Temephos( Commercial name:Abate): an organophosphate in the form of an oil-based 20 per cent emulsifiable concentrate. - Phoxim: an organophosphate in the form of an oil-based 50 percent emulsifiable concentrate. - Pyraclofos: an organophosphate in the form of an oil-based 50 percent emulsifiable concentrate - Permethrin: a synthetic pyrethroid in the form of an oil-based 20 percent emulsifiable concentrate. - Etofenprox ( commercial nameVectron): a synthetic pseudo- pyrethrold in the form of an oil-based 30 percent emulsifiable concentrate. - Bacillus tburingiensis B-14. a non-chemical water-based product containing spores and crystals of a bacterium. b) Application equipment shall be constructed of corrosion-proof and hydrocarbonresistant materials throughout and proved not to react to any chemical solvents used. Experience with Bacillus thuringiensis has shown that alurninium cannot be used in compoflents in contact with this product. The Contractor shall provide proof of compatibility to the Director before any equipment can be approved. The Contractor shall bear the cost of construction, fitting and certification of the larvicide application equipment as described in this section and any required modification to this equipment before it is finally approved by the Organization, and subsequently, when necessary, to make the equipment continue to meet the performance specifications set forth in this Section 6. The Director reseryes the right to have the application equipment tested at any time in accordance with the aforementioned established protocols, or by an independent authority of his choice at the Organization's expense. 6.3 Application equipment The application equipment shall contain the following components and specifications to cope with the range of products and formulations used: Ia) - ll - A larvicide tank of 300 litres capacity, which shall: (i) be capable of being totally filled and emptied, without physical contact with insecticide (by use of a valve rather than a plug); (ii) have a sloped bottom to guarantee complete drainage of viscous products; (iii) enable the level of larvicide to be clearly visible with a scale graduated at 25litre intervals so that the quantity may be readily measured during ground loading operations. b) A recirculation system in the tank with a capacity of at least 1.5 litres/second to enable the mixing of poor and/or viscous formulations and/or additives after loading, which can be activated by the pilot whilst in flight-, A pump driven by an electric motor to apply larvicide volumes as specified-, A filtration system which can be cleaned without draining the larvicide tanks; e) A flowmeter or combination of flowmeters covering the whole range of applications within the required accuracy specified in paragraph 6.4 n) below; 0 A boom, with a length of approximately 1.6 meters. andnozzle arrangement with five spray nozzles, spaced 35-40 cm apart, one small dribble nozzle and one big dribble nozzle, eachnozzle to be controlled by a solenoid shut-off valve and to be selected separately or in any desired combination by the pilot whilst in flight. The boom shall also have one outlet with a gate valve and canon plug to enable pumping of remaining larvicide back into drums and to facilitate cleaning of the system. The Spraying System Whirljet Hollow Cone BX50 for the five spray nozzles, the Spraying Systems Solid Stream Veejet HU type for the small and big dribble nozzles, and Valcor SV-series for the solenoid shut-off valves have proved adequate in the past though other equivalent types would be acceptable. Control box/monitor with the following features: (i) small dimensions, in order to be fitted beside the instrument panel in the field of view of the pilot so that attention does not have to be diverted from flying during application; (ij) rapid selection and change of application rates; c) d) s) a-12- (iii) measure flow rates between 0.2 and 3 litres/second; (iv) four digit keys to enter or count rates and amounts of up to 999.9litres selectable at 0.1 litre steps (each digit key capable of being reset independently to rapidly select or change drop sizes),, (v) 2 LED totalizers each counting simultaneously amounts of larvicide up to 999.9 litres and each capable of being reset manually and independently by push-button within a few seconds and without significantly diverting the pilot's attention from flying the aircraft. h) A switch-board attached to the control box or other convenient position, to select any nozzle or combination of nozzles; D A larvicide release button/switch mounted on the cyclic which activates the spray pump; j) A recording system with an integrated time recorder connected to the control box/monitor, to record all operations; k) A pressure control system with a gauge visible to the pilot whilst in flight to confirm that the system is functioning correctly; l) A non-manual larvicide refill system, equipped with a filter unit, to replenish from drums at ground level which is efficient enough to completely drain the drum of its contents; m) The pressurized parts of the release system located exterior to the cabin (for reasons of safety and accessibility); n) The larvicide application system shall conform to the following specifications for the entire range of products and formulations used. (i) accuracy of measurement of volume, applied plus or minus 5oh or better. (i) application of larvicide volumes between 0.2 and 300 litres in steps of 0.1 litre with a pressure of at least 35 PSI (2.5 bar) at the nozzle, at the following rates - between 0.75 litres/second (using one nozzle) and 3 litres/second (using t-13- 5 nozzles), - between 0.2 and 0.5 litres/second (using the one small dribble nozzle), - approximately I litre/second (using the one big dribble nozzle). 7. AIRCRAFT AVIONICS 7.1 Radios The contractor shall be responsible for the supply, installation, operation and maintenance of VHF and HF radio equipment to meet International Civil Aviation Organization (ICAO) standards. All radio communications and navigation equipment shall be of excellent quality and suitable for utilizing frequencies of the Agence pour la S6curit6 de la Navigation A6rienne en Afrique et Madagascar (ASECNA) countries of West Africa and the Directorate of Civil Aviation, Ghana. All Aircraft shall have at least lO-channel HF (SSB) and VHF radio shown to be suitable for use in all countries of the Special Intervention. The Contractor shall also equip his Aircraft with the HF frequency in use by the Organization (5000 - I 1000 I(Hz). 7.2 Radiospecifications The radio communications system shall conform to the following specifications: General: Frequency stability + IOHz for the temperature range of -30 degrees Centigrade to +60 degrees Centigrade with preferably programmable synthesized frequency selection Receiver: Sensitivity 0.5 uv for l0 dB Signal + noise in the SSB mode. notse Transmitter: Power output of 100w PEP in the SSB mode. 7.3 Radiocommunication The Contractor shall install a radio HF communications system (minimum 100 watts) at each base to be manned at all times when Aircraft are operating. The Contractor shall obtain the necessary authorization for use of his own BF radio frequency for communications with his Aircraft. He shall introduce a reporting system such that t he location of the Aircraft is known at all times. Radio sets equipped with this same HF frequency will be installed by the Organization in the Organization's aerial operations offices at each base and also at Programme Headquarters. This frequency will be used also for the transmission of river dosages to pilots where the teletransmission system is in operation and as such the Contractor shall ensure that a-t4- his radios are in good working order at all times when any Aircraft is operating. A radio failure will necessitate an uncompensated return to base. 7.4 liaison with air traffic control Liaison by radio with the various air-traffic control centres in the Programme area, and through the Programme radio network, being a highly important aspect of the aerial operations, the Contractor shall provide high quality equipment and his pilots shall adhere to the radio procedure requested in those countries of Operation. The Contractor shall ensure that radio communication is possible on both HF and VHF with the relevant air-traffic control centres. He shall ensure also that head-sets are provided for inter- communication within the Aircraft and with the Organization's bases and that these are maintained in good working order at all times. These head-sets should be of the David Clark model or better and be equipped with an individual volume control. 7.5 Special VFR All larvicide releases shall be made under visual conditions. Treatment flights shall be made in compliance with Visual Flight Rules but occasionally in the Harmattan season. When visibility becomes extremely restricted, special VFR may be required to leave the major airports. All Aircraft shall be equipped with sufficient instrumentation and Automatic Direction Finder to undertake this flyrng. 7.6 Compliance with laws All flying shall be in compliance with the rules of the country in which the flying is taking place, including the prescribed daylight hours for day operation and all other relevant rules. 8. AIRCRAFT EMERGENCY EQUIPMENT 8.1 Crash position indicator All Aircraft shall be fully equipped for operation in remote areas and shall have an approved Crash Position Indicator which shall be maintained in an operable condition at all times in accordance with the manufacturer's recommendations and appropriate regulations. The Contractor will from time to time be required to furnish proof of such maintenance. a-15- 8.2 Survival kits Survival kits shall be provided for all Aircraft appropriate to the number of passengers and pilot and in accordance with the aeronautical regulations of ASECNA and national authorities and any additional requirements of the Organization. 9. AIRCRAFT MAINTENANCE 9.1 Basic workshops The Contractor shall fully maintain all his Aircraft, including flight instruments, in an airworthy condition and suitable for the Operations. For these purposes, the Contractor shall establish and maintain basic workshops at the main bases referred to in paragraph 10.1 a) and shall be required to have at such workshops, sufficient stocks of Aircraft spare parts and tools for the proper maintenance of his Aircraft and equipment. 9.2 Maintenance schedule The Contractor shall submit to the Director in advance a schedule of maintenance of each Aircraft being used and shall ensure that major overhauls of his Aircraft do not interfere with the Programme's activities. 9.3 Inadequate aircraft If, as reasonably assessed by the Director, the performance of any of the Aircraft is not at a level which meets the specifications contained in Section 2, the Contractor shall replace the said Aircraft at his own expense and without in any way interfering with the schedule of the Operations, or otherwise. 10. AIRCRAFT GROTJND SUPPORT 10.1 Operational bases a) The main operational base for Aircraft will be Kara, Togo. Another base will be needed in Bioko, Equatorial Guinea, for APOC additional aerial spraying operation. The Contractor shall be responsible for the provision of accommodation and transport of his own personnel at these main bases as well as cost of utilities as required in paragraph 14.4. Whilst Aircraft are operating, these two bases shall be permanently manned with engineers present or on immediate call and a radio watch maintained there. a-16- b) Occasionally, missions requested by the Programme may require an Aircraft to remain away from its base for periods exceeding the interval required for maintenance checks, but not long enough to require the 6tablishment of a temporary base. In such cases, the Contractor must make provision for performing a maintenance check in the field. c) The Organization reserves the right to request an Aircraft and pilot to be based temporarily elsewhere than the aforementioned two operational bases should it prove desirable. In the case of any mission requiring the pilot to be away from either of the operational bases for more than 21 days, the Organizatiot shall treat the pilot as being "based temporarily elsewhere" and shall reimburse the Contractor for the expenses incurred beyond such 2l day period, such reimbursement not to exceed the standard applicable per them of the Organization. d) At the discretion of the Director, and in the interest of the efficiency of the Operations, it may be necessary to change the location of one or both of the operational bases during the course of the Contract. Any costs incurred by the Contractor in transferring his equipment and staff to a new base will be at the expense of the Organization. e) For the purposes of refuelling and re-filling with larvicide, Contract Aircraft will be required to land at various caches referred to in paragraph 10.2 a) and elsewhere in all two Participating Countries. Furthermore, routine overnight stops will be necessary for Aircraft at places other than the operational bases. ln such cases the provision and cost of accommodation and transport of his personnel will be the responsibility of the Contractor. 0 Determining the suitability of any selected landing site for aircraft operations shall be the responsibility of the Contractor and the pilot. 10.2 Fuel. lubricants and larvicifts a) The Organization shall be responsible for the provision of fuel for approved use by the Contract Aircraft through tank facilities available at airports and in drums at caches throughout the Special Intervention Zones b) The Organization recycles 200 litre drums and has them refilled either from a fuel tanker or directly from airport pumps. The Organization shall provide reasonable notice and the Contractor shall be present to witness and approve all such refilling operations. In the event I-17 - that, for whatever reason, the Contractor is not present at any refilling, without prejudice to any other rights the Organization may have, it shall be conclusively deemed that the Contractor has accepted the fuel and drums for use for the purpo5e intended. c) As refuelling is normally done from drums, all Contract Aircraft shall be provided with non-manual fuel pumps fitted with high quality particle and water filters, such as PUROLATOR and GO-NO-GO filter systems, or equivalents. d) The Organization shall also provide fuel for maintenance flights of Contract Aircraft undertaken at the operational bases. The Contractor shall reimburse the Organization for fuel used on all maintenance and other non-revenue flights calculated on the basis of the consumption specified in the Contract. e) The Contractor shall be responsible for the provision of all lubricants used. D Notwithstanding the foregoing, the Contractor shall assist the Organization, as requested and as specified below, in the administration of the various fuel and larvicide caches located throughout the Programme area since his aircraft are the sole users of such caches. Upon every landing at each such cache, the Contractor's pilots shall take accurate recordings of fuel and larvicide used and of remaining stocks and provide them to the Direct or. Furthermore, the Contractor shall select one of his senior pilots to liaise regularly with the Organization concerning the cache situation. g) At the beginning and end of each circuit the pilot shall record the amount of fuel and larvicide remaining in the tanks. 11. RESEARCH AI\D EVALUATION 11.1 Flyins component An important part of the Programme activities is concerned with investigations into possible altemative methods of larvicide application. In addition, an extensive evaluation is performed to monitor the effects of larvicide applications on Simulium populations and on other, non-target organisms. The Contractor shall perform the flying component of the research and evaluation programme, including modified application equipment, md the transport of personnel and equipment. a-18- ll.2 Equipmentensineer The Contractor shall be responsible for the design, construction, provision and installation of new equipment required in the course of this Contract, the cost of which will be borne by the Organization following approval and negotiation. In this respect the Contractor shall ensure that a qualified engineer, highly experienced in the development of larvicide spraying equipment, is permanently assigned to the Programme area and have all facilities required for manufacturing or modifying such equipment. Ownership of such equipment, and any patent and other intellectual property rights arising out of the work provided for in this paragraph ll.2 shall be exclusively vested in the Organization. 11.3 Re-certification The Contractor shall bear the cost of re- certification of Contract Aircraft as a result of any changes made to the existing application equipment or of the fitting of alternative equipment required for this research or introduced during the Operations and provided by the Organization. 12. PERSONEL l2.l General a) The execution of the Contract shall not create any employer-employee relationship between the Organization and the Contractor's employees. The Contractor shall be solely responsible for all matters related to the conditions of recruitment and employment of his employees, and shall indemnify the Organization against any claims to the contrary. b) Only personnel acceptable to the Organization shall be employed on the Contract. [n this regard, all the Contractor's staff to be assigned to the Operations shall first have their curriculum vitae, including details of qualifications, relevant licences and certificates, approved by the Organization. The Contractor shall, in no circumstances, assign or reassign any personnel without the prior authorization of the Director. c) Employment by the Contractor of personnel assigned to the Programme shall include a probationary period of six months. After this period the Contractor and Organization shall make a joint assessment to determine whether the assignment should be terminated, approved or the probation prolonged. The Contractor and the Organization shall also jointly review, at -19- the end of each year, all the Contractor's staff engaged on the Programme. In addition, at the end of each individual contract the Contractor and the Organization shall jointly assess the staff member and make recommendations for the improvement of his performance. d) The Director shall have the right to request the replacement of any of the Contractor's personnel whose performance would adversely affect the 'Organization's Operations. Except as provided in Section 22.1 e), the Contractor shall remove and/or replace any of his personnel within fifteen days from the date of the Director's written request, without delaying or varying the schedule of Operations. e) The Contractor shall be responsible for the travel expenses related to the location and repatriation of his staff and their families and shall ensure that expatriate personnel brought into the Special Intervention Zone and Bioko island under the terms of paragraph 1 3. I shall not be engaged in any business within the Participating Countries other than that detailed in the Contract. f) The Contractor shall make his own arrangements for the local engagement of all labour, skilled or unskilled, as may be required for the completion of the Contract. All persons engaged by the Contractor shall be competent and qualified to perform their respective duties. The Contractor shall maintain an adequate labour force at all times and all local labour .urangements and conditions shall be in accordance with the laws, regulations and customs of the relevant Participating Countries. g) Costs incurred in the replacement or transfer of the Contractor's personnel for any reason shall be bome by the Contractor. h) The Contractor shall at all times enforce strict discipline and good order among his employees and take all reasonable precautions for the prevention of any unlawful, riotous or disorderly conduct by or amongst his employees and for the preservation of peace and protection of persons and property at and in the Special Intervention Zone. 12.2 Pilots Reduced number of aircraft on contract will not allow training of new pilots without any negative impact on the aerial operation activities. Because of that, the Contractor should take necessary actions to have available at all times a sufficient number of OCP experienced a-20 - treatment pilots in the programme operations to handle all the aircraft required under the contract. In case of pilots turn over, rehiring OCP former experienced treatment pilots is desirable. 12.3 Emploveecontracts The Contractor shall make contractual arrangements with his pilots and other key fly personnel (e.g. the release equipment engineer) in order to assure the Organization of continuity of service during the annual critical peak operational period (June to November) which is of paramount importance to the success of the Programme. Details of the relevant contracts shall be included with the bid submission' 12.4 Crew rotation ln order not to prejudice the efficient and effective functioning of the operations, it is essential that the Contractor shall have available at all times a sufficient number of experienced pilots, with a good knowledge of the area and the operations. Suitable rotation and overlapping of flight crews shall be agreed with the Director. 12.5 Contractor's home base The Contractor shall have an efficient management structure at his home base in order to guarantee the required support to the field operations. An executive level manager, resident at the Contractor's headquarters, shall be appointed as full-time project coordinator' A management consortium is not acceptable to the Organization. The project coordinator shall have the capability to maintain daily liaison with the field management by radio and/or telex. His curriculum vitae will be submitted to the Organization for approval. He shall make a visit, at least once a year, to both operational bases' 12.6 Proiect and base manasers a) The Contractor shall appoint a full-time project manager who will be resident at the operational base at Kara, Togo. The project manager shall, be the main operational link between the Contractor and the Organization in the day-to-day execution of the aerial Contract. b) The project manager, to be approved by the Organization, shall have proven expenence in managing large-scale aviation projects and have sound leadership qualities and a recognized ability to assume responsibility for a complex and extensive undertaking in developing (-21 - countries. He should be mature, have a good presentation and an authoritative disposition that will command respect from his staff and associates. Diplomacy and tact will be required at all times in dealing with different government personnel and people of various nationalities. Fluency in both English and French would be desirable. c) The Contractor shall delegate to the project manager the authority necessary for him to take decisions and to act on operational matters without reference to the Contractor's Headquarters. He shall be responsible for pilot training and staff discipline in the field, and for engendering a team spirit amongst his staff and with the Programme personnel to ensure the continued success of the Operations. d) The Contractor shall ensure that the project manager maintains regular liaison with the Director, forms a close working relationship with him, and obtains his approval prior to making any decisions which may affect the Operations. He and the Director shall meet as and when necessary to discuss matters relating to the Contractor's performance of the Contract. Minutes of these meetings shall be submitted by the project manager in writing to the Director and to the headquarters of the Contractor. He shall also make visits at least once per quarter to the operational base in Kara, Togo, for purposes of liaison with Programme staff. e) One of the helicopter pilot in Malabo shall furthernore serve as base manager and be resident in Malabo, Bioko. Given the distance between the two bases of Kara and Malabo (1075 kms), the base manager will have similar responsibilities at the secondary base as the project manager at the main base, and will act as project manager when the latter is absent from the area. His curriculum vitae should list qualifications similar to those of the project manager. f) Since it is intended that both the project and base managers will perform their functions on a full-time basis. Only in exceptional cases may they be required to perform other duties such as piloting aircraft in operations under the Contract. Except as provided in 12.11c), the project manager may not be counted as pilot for purpose of determining the number of available pilots to man Aircraft required under the Contract. g) The project and base managers shall liaise daily with the designated Director's representative at each respective operational base. a ?-22 - h) The project and base managers shall have the assistance of a chief pilot at each base, who shall be an experienced treatment pilot approved by the Organization. The Contractor shall authorize these chief pilots to organize crews to perform the missions planned by the Organization from their respective bases. 12.7 Pilotoualifications Each pilot shall have, at a minimum, the following qualifications. a) Commercial Pilot's Licence (helicopters). b) Two thousand hours as helicopter pilot in command with 50 hours on the type of helicopter offered. c) Training and experience in agricultural or similar flyrng operations, including in remote areas. d) Fluency in English or French with a working knowledge of the other language. Knowledge of the French language is not only necessary for day-to-day liaison with Organization staff and local offrcials, but also contributes significantly, to self-reliance while out of base. The Contractor shall anange for basic French language courses as required, at the earliest possible stage after the arrival of any non -French -speaking pilot at the duty station. 12.8 Enpineersqualifications Each engineer shall have, at a minimum, the following qualifications: a) Aircraft Engineer's Licence (both engines and airframes), type-rated for aircraft offered. b) Threeyears'experiencesincequalification. c) A working knowledge of English or French, and desirably both. 12.9 Valid documents a) The Contractor shall be responsible for the validity of the licences and ratings of all pilots and engineers employed. b) At all times during the term of the Contract, the Contractor shall ensure that all the necessary documents relating to operation of his aircraft and crews, including but not limited to crew licences, passports and visas, are valid in each of the Participating Countries. a a-23 - 12.10 Health a) Each member of the Contractor's staff shall have a medical examination prior to leaving his home country and shall be in possession of valid certificates of vaccination necessary in the Participating Countries. b) The Contractor shall be responsible for any costs, including health and medical related to his personnel. l2-ll Dutv cvcles a) The Contractor shall have sufficient pilots in the Special Intervention Zone to secure the Operations and ensure the following duty periods. In any 24-hour period the pilot will normally be restricted to eight hours of flight time, followed by a twelve-hour period when the pilot will be relieved of all duties. In any 7-day period the pilot will not normally exceed 34 hours of flight time, followed by a 4S-hour period when the pilot will be relieved of all duties. In any period of 30 consecutive days the pilot will not normally exceed 120 hours of flight time. In an annual cycle the pilot will not normally exceed 1200 hours flight time with a minimum of six weeks leave. b) In order to optimize the effectiveness of the Programme, it is desirable to maintain continuity of staff and, therefore, the Contractor shall use his best efforts to retain the same pilots to operate the Aircraft provided under the Contract. Prior notice to the Director must be given before a pilot may be transferred from one operational base to another. The Contractor shall also have a sufficient reserve of pilots familiar with the Programme Operations resident at each base and permanently available to ensure the continual operation of the total number of Aircraft. c) In the event that the number of available pilots is less than the number of Aircraft required under the Contract, the number of aircraft considered to be available shall be correspondingly reduced for the purposes of the application of paragraphs 19.4 a) and b). However, if the Contractor otherwise has a sufficient number of pilots stationed in the Special Intervention Zone and Bioko island but, because of accidents or illnesses, an insufficient a -24- number at any one time are available for work, the Contractor shall be entitled to utilize the project managers as pilot, provided the project manager is qualif,red as pilot in accordance with the terms of the Contract, for up to nine (9) days in order to avoid a reduction of guaranteed hours or the payment of liquidated damages, provided however that on the expiration (such nine day period, paragraph 19.4 b) shall take effect without reference to the 48 hour period referred to therein. d) The Contractor shall ensure that he has suffrcient engineers in the Special Intervention Zone and Bioko island to staff the operational bases. 12.12 Missions and Flisht Reports a) The Organization shall conduct weekly briefings in each operational base- and all available pilots and Contractor's management staff shall attend. Engineers and other support staff should be encouraged to attend these briefings. b) The Contractor will ensure that missions are carried out in accordance with the flight authorization, approved by the Director. Any changes made without the prior approval of the Director will, not be compensated by the Organization. c) Flying missions may require several days away from either of the aeial bases. During these missions, stop-overs will often be necessary overnight in remote places with the bare minimum of available facilities. d) In order to maximize the effectiveness of the Operations, the Contractor shall retain pilots on the same circuit for a minimum of three weeks of treatment. e) The pilot shall be responsible for overseeing the proper loading and refuelling of his aircraft before commencing any mission and at intermediate refuelling points. 0 Each pilot shall have ultimate responsibility for the safe operation of his aircraft with regard to flight conditions, airworthiness of the aircraft and loading. g) A daily flight report shall be prepared by each pilot for all flights undertaken whether maintenance, non-revenue or revenue, copies of which shall be provided to the Director. t I-25- h) On the completion of a mission each pilot shall attend a de-briefing with Programme staff, during which flight reports, treatment data, etc, will be discussed. i ) Smoking inside the aircraft is not permitted when there is an observer on board. 13. PRIVILEGES AND IMMTJNITIES 13.1 Customs duties The Contractor and his personnel shall be entitled to such privileges and immunities as are granted in Appendix I of the Memorandum of Agreement on the Onchocerciasis Control Programme, in force as of I January 1992, according to which the Government of the Participating Countries have agreed to waive or defray any customs duties on the equipment and materials imported for the purposes of the Programme. This waiver also applies to personal effects for only the first six months after the entry of personnel used for the Operations and such personnel's family, to the Programme area. Such personal effects shall be shipped separately from aircraft spare parts and shall be solely for the use of such personnel and their immediate families. 13.2 Contracttermination Articles imported by the Contractor on a duty-free basis which have not been destroyed, consumed, used or incorporated in the Operations may be re-exported freely by the Contractor who imported them or, otherwise, by the Contractor who acquired them with the express authorization of the Organization, provided that said re-exportation shall be effected within six months following the termination of the Contract. If not re-exported within six months, the contractor or the buyer, of said articles, shall pay the required duties. 14. MATERIALS, EQUIPMENT AND UTILITIES l4.l Contractor's responsibility Unless otherwise provided for in this Invitation to Bid, the Contractor shall furnish all equipment and materials, excluding larvicides and fuel, required for performance of the Operations. All such equipment and materials shall comply with the requirements of the Contract. -26- 14.2 Advance list In order to be entitled to the exemption referred to in paragraph 13.1, the Contractor shall present to the Director in advance, a detailed list of all articles he intends to import under this exemption. He shall indicate the place of origin of these articles, method of transport and price. If this list is approved by the Director, he shall take the necessary steps to obtain the exemption from the appropriate authorities. If the Contractor's request is not approved, in part or in whole, the Director shall communicate this information in writing to the Contractor, in order that the list may be amended as appropriate. 14.3 Restrictions on use Articles imported by the Contractor on a duty-free basis as per paragraph 13.1 may not be used, even provisionally, for any purpose other than that required by the Programme. Consequently, the Contractor shall not sell, loan or otherwise assign the ownership, possession or use of these articles within the Participating Countries for any reason, including termination or rescission of the Contract, unless he has first complied with all entry permits, taxes, and duties which, but for this Contract, would have been required. 14.4 Local facilities With the exception of those facilities specified in paragraph 10.1 a), the Contractor shall make provision for the supply and payment of all local facilities including water, power, lighting, telegraph, telex and telephone services required for the proper performance of all work under the Contract. 14.5 Damase The Organization shall not be responsible for loss (including through theft) of or damage to aircraft, equipment and materials for which the Contractor shall acquire insurance as he considers necessary. 14.6 Kara well and numn At the operational base at Kara, Togo, where no domestic services are available, the Organization has installed a well and pump for water and a 25 KVA generator for electricity' The Contractor shall operate these facilities and perform all maintenance and repair work on them at his own expense. In the event of a breakdown, it shall be the Contractor's responsibility to provide an interim alternative source of water and/or electricity at his own expense and to -27 - effect repairs/replacement of the Organization installed facilities. Upon termination of the Contract, said facilities shall be returned to the Organization in the same condition as at the commencement of this Contract, reasonable wear and tear excepted. 15. PROTECTION OF PERSONS AND PROPERTY 15.1 Satetv The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and safety programmes in connection with the Operations. He shall establish and maintain all reasonable safeguards to prevent damage, death, injury or loss, for whatever cause, to all of his employees and all other persons having contact with the Operations, as well as all property, equipment and materials under the care, custody or control of the Contractor, including larvicide and fuel provided by the Organization. The Contractor shall designate a responsible employee in the Programme area whose duty is prevention of accidents. 15.2 Compliance with laws The Contractor shall comply with all applicable laws, ordinances, rules, regulations and orders of any relevant public authority having jurisdiction in the Programme area. 15.3 Hazardous materials The Contractor shall exercise the utmost care in the use or storage of flammable or other hazardous materials or equipment. 15.4 Responsibilitv for loss Except for damage or loss solely and directly caused by the acts or omissions of the Organization, all damage to or loss of any property, including fuel and larvicide, whatever the cause of such damage or loss may be, relating to or arising from the Contractor's perfornance hereunder, shall be remedied or reimbursed, as the case may be, by the Contractor. The Contractor shall reimburse the Organization for the cost of all larvicide and fuel lost as a result of accidents to the Aircraft, as well as accidents to, or in the use of, or defects in, the spray equipment. The Contractor shall also reimburse the cost of larvicide dispersed in excess of the 5 %o acctracy margin specified in paragraphs 6.4 n). -28 - 15.5 Contractorrsindemnitv Contractor agrees to indemnify the Organization and to hold it harmless from all losses, costs and expenses, consequently, directly or indirectly incurred (including legal omission in his performance of this Contract. 16. INSURANCE 16.1 Requiredinsurance At all times during the term of the Contract, the Contractor shall acquire and maintain in full force and effect, at his own expense, the insurances listed below, evidenced by Certificates of Insurance submitted to the Organization prior to the arrival of the Aircraft in the Programme area. a) Comprehensive Third Party liability Insurance on an occurrence basis, with single-limit coverage for personal and bodily injury and property damage of at least A Z OOO 000 (two million United States Dollars) per occurrence. in which the Organiz ation is a named assured and the personnel of the Organization, whether or not as passengers, are treated as third parties. b) Personal Accidents lnsurance for the Operations staff (pilots, engineers) of the Contractor according to the customary scale. c) lnsurance to cover all Aircraft passengers, including personnel of the Organization, as required by the Warsaw Convention and as modified by the Hague Convention. d) lnsurance against loss of, or damage to, equipment and property (including larvicide and fuel) belonging to the Organization and/or its personnel whilst carried on the Aircraft for a minimum of US$ 30 000 (thirty thousand United States Dollars) per occurrence. e) Chemical Third Party liability Insurance for a minimum of A :OO 000 (three hundred thousand United States Dollars). 0 All risks property coverage insurance for all property in Contractor's custody or control pursuant to this Contract, to protect Contractor and the Organization against loss due to fire, other perils, vandalism, malicious mischief and theft, on a replacement cost basis. -29 - 16.2 General All insurance required herein shall be obtained from a reputable company or companies satisfactory to the Organization and the policies shall be subject to the approval of the Organization. The amounts of insurance coverage provided herein may be increased by the Organization from time to time, in its reasonable discretion, upon notice to the Contractor. The Contractor shall cause any such required increase to be placed in effect not later than 30 days following Contractor's receipt of notice of such increase. Reasonable increases in premiums, caused by such required increase in insurance, shall be at the expense of the Organization. 17. SUBMITTALS AND REPORTS 17.l Lansuase All submittals and correspondence shall be in either the English or French language 17.2 Schedule and plan Within thirty days from the signing of the Contract, the Contractor shall submit to the Director for his approval a delivery schedule and plan showing the order of procedure and method by which he proposes to position the Aircraft and equipment in the Programme area and to perform the Operations and shall, whenever required, furnish additional particulars in writing of his alrangements for the performance of the Operations. The submission to and approval by the Director of such plan, schedule or particulars shall not relieve the Contractor of any of his duties or responsibilities under the Contract. 17.3 Revised schedules Any revised progress and delivery schedules requested by the Director shall be submitted for approval within fourteen days. Such revised schedules will be substituted for previous schedules after approval. 17.4 Proiect manaserrs monthlv report Five copies of the Project Manager's monthly report, in accordance with an approved format, shall be submitted to the Director not, later than the eighth day of the following month. This monthly report shall have individual sections written by each base manager and by the release equipment engineer. The Contractor shall provide at the Director's request any other reports which the Director may require. -30- 17.5 Field visit and contract review meetinss The Contractor's senior management shall make field visits to the Programme area at least twice yearly at the Contractor's expense. Contract Review meetings between the Contractor and the Organization shall also be held at least twice yearly at mutually agreed venues, the minutes of which will be approved by the parties concerned. 18. BONDS 18.1 Form All bonds, the cost of which will be bome by the Contractor. shall be in the form of certified bank cheque or a policy or bond from an approved insurance company, all negotiable in freely convertible culrency in Switzerland. 18.2 Bid Bond a) The Bidder shall fumish a -Bid Bond in an amount equal to at least ten per cent (10%' of the total Base Price. The Base Price shall equal the Contractor's cost per flight hour for each Core Helicopter times the number of hours guaranteed for each in paragraph 4.2. Such BK Bond will be retumed to all qualified Bidders not later than forty-five (45) calendar days after the Organization and the successful Bidder have signed the Contract, or all Bids are rejected. b) Failure or refusal by the successful Bidder to enter into a Contract with the Organization within thirty (30) calendar days after that Bidder has been notified of his selection by the Organization shall result in the forfeiture and liquidation of the Bid Bond. 18.3 Performance Bond and Pavment Bond Residual Aerial Operations The Performance and Payment Bonds for the residual Aerial Spraying Operations during the period from 1 January 2003 to 31 December 2005 are reduced to 5 (five) percent of the Base Price and l0 (ten) percent of the Base Price, respectively. For the purpose of determining the Bonds for the aforesaid residual Aerial Spraying Operations, the Base Price shall equal the Contractor's cost per flight hour for the Core Helicopter referred to in this article II (A) times the number of hours guaranteed for this Core Helicopter during the period I January 2003 to 31 December 2005. - 31 - For the aforesaid residual Aerial Spraying Operations, during the period from I January 2003 to 3l December 2005, the following Articles of the Contract are hereby amended, as follows: Additional Aerial Snra s Operations for APOC The Performance and Payrnent Bonds for the additional Aerial Spraying Operations for APOC during the years 2003 and 2004 are reduced to 5 (five) percent of the Base Price and 10 (ten) percent of the Base Price, respectively. For the purpose of determining the Bonds for the aforesaid additional Aerial Spraying Operations for APOC, the Base Price shall equal the Contractor's cost per flight hour for the Core Helicopter referred to in this article III (A) times the number of hours guaranteed for this Core Helicopter during the years 2003 and2004. For the years 2003 and 2004, the following Articles of the Contract are hereby amended, as follows (as separate and cumulative amendments to the amendments for the residual Aerial Spraying Operations referred to in article II (A) above): 19. FINANCIAL ARRANGEMENTS Residual Aerial Operations 19.1 Pavments a) During the period from I January 2003 to 31 December 2005, the Organization agrees to pay the Contractor for the flight hours guaranteed by it for the residual Aerial Spraying Operations, an amount of US$ 1225 (one thousand two hundred twenty five United States dollars) per hour, in accordance with Article 19 of the Invitation to Bid and the Payment Schedule attached to this Agreement as Annex 3. For the period I January 2003 to 3l December 2005, the foregoing amounts to a total sum of US$ 2.337.300 (two million three hundred thirty seven thousand three hundred United States dollars), representing 1908 (one thousand nine hundred and eight) guaranteed flight hours. b) Flight hours in excess of the aforementioned guaranteed hours shall be remunerated at the same rate as provided above, in accordance with the Invitation to Bid. c) For the period from I January 2003 to 31 December 2005, the Schedule of Payments attached to the Contract as annex I is - in so far as the abovementioned residual Aerial Spraying Operation are concemed - replaced by Annex 3 attached to this Agreement. -32- d) Subject to the need for continued residual Aerial Spraying Operations beyond 3l December 2005, and the availability of funds, the Organization shall have the option (but not to the obligation) to extend this Agreement with respect to the residual Aerial Spraying Operations referred to in article II (A) above for two additional periods of one year each. In the event, and for as long as, the Organization exercises the above mentioned option, the Contractor agrees to continue conducting the residual Aerial Spraying Operations in the Special Intervention Zone described in Annex 1 for fifty three (53) guaranteed flight hours per month, on the same terms and conditions as those described in article II (A) above, except that the price per helicopter flight hour (US$ 1225) shall be adjusted upwards or downwards to reflect increases and/or decreases in costs directly incurred by the Contractor in conducting the aforesaid continued residual Aerial Spraying Operations, or stay the same if no such increases or decreases have occurred. The Contractor shall provide supporting documentation adequately justifying the proposed pricing structure, which shall be subject to audit (on a confidential basis) by a firm of independent auditors appointed by the Organization and acceptable to the Contractor (acceptance not to be unreasonably withheld). The audit result shall be limited to a conclusion whether or not the price of US$ 1225 needs to be adjusted, and if so, what adjustment is required to reflect the aforesaid increases and/or decreases in costs. The parties shall be bound by the audit result. The cost of the audit shall be shared equally between the parties. Additional Aerial Sprayins Onerations for APOC a) During the years 2003 and 2004, the Organization agrees to pay the Contractor for the flight hours guaranteed by it for the additional Aerial Spraying Operations for APOC, an amount of US$ 1225 (one thousand two hundred twenty five United States dollars) per hour, in accordance with Article 19 of the lnvitation to Bid and the Payment Schedule attached to this Agreement as Annex 4. For the years 2003 and 2004, the foregoing amounts to a total sum of US$ 661.500 (six hundred sixty one thousand five hundred United States dollars), representing 540 (five hundred and forty) guaranteed flight hours. b) Flight hours in excess of the aforementioned guaranteed hours shall be remunerated at the same rate as provided above in accordance with the tnvitation to Bid. -33- c) For the years 2003 and 2004, the Schedule of Payments attached to the Contract as annex I is replaced by Annex 4 attached to this Agreement. In addition to the requirements set forth in article III (A) above, the Contractor shall, during the years 2003 and2004, provide one fully serviceable fixed wing aircraft (Cessna), with crew and full support as provided above, to transport - at WHO's request and in accordance with WHO's instructions - WHO's material and personnel between the base in Kara, Togo and the area described in Annex 2 attached hereto, for sixty flight hours per year, against payment of an amount of US$ 300 (three hundred US dollars) per flight hour. 19.2 Positionine and depositionins charses The Contractor shall be responsible for the charges involved in positioning and depositioning of all Aircraft under this Contract. 19.3 MobilizationDavment a) A one time mobilization payment shall be made upon the request of the Contractor as a recoverable advance on payments due hereunder, not to exceed l0 % of the Base Price. to be used solely for actual start-up expenditures by the Contractor in connection with any or all of the following: O Purchase of equipment for the performance of the Operations; (ii) The cost of transportation to the Programme area of aircraft and equipment, including spare parts, required for the performance of the Operations when delivered to the Programme area; (iii) Travel of personnel to be employed in the Programme area from point of hire to the place of employment. b) The mobilization payment shall be made after approval by the Organization of the details of the anticipated costs and submission by the Contractor of such documentary evidence as the Organization may require. c) The total mobilization payment shall be recovered by the Organization by equal monthly deductions from the payments referred to in paragraph 19.1 f) for up to twelve months of Operations. If the Contract shall terminate prior to the repayment of the mobilization payment, in addition to any other rights and remedies available to the Organization, it shall be -34- immediately entitled to the balance of the mobilization payment with, in the event of termination by the Organization for cause, interest from the date of payment. 19.4 liquidatedDamaees a) Operations shall commence on I January 2003 as indicated in Section 3. Supplementary Helicopters must be in position on the dates specified in the course of the Contract. In the event that the actual starting date for any Contract Aircraft is later than the required starting date, damage to the Programme will be substantial but difficult to calculate. Consequently, the Contractor agrees to pay as liquidated damages, the sum of A Z OOO (t'wo thousand United States Dollars) for each day of delay for each Contract Aircraft so delayed, except when such delays are due to Force Majeure, and the number of guaranteed flight hours shall be reduced on a pro-rata basis for each day of delay. b) Any Contract Aircraft or item of equipment which may be out of operation for any reason shall immediately be repaired or equipped with a replacement crew, as the case may be, or be replaced immediately by the spare aircraft or, if the latter is already in use, within a maximum of 48 hours by an acceptable substitute at no additional cost in order that there be no intemrption in scheduled activities. The importance of this cannot be overstressed as any appreciable lapse in the treatment schedules could have serious consequences and jeopardize the success of the whole operation. In the event that a Contract Aircraft continues being non- operational (e.g. breakdown, equipment not functioning or missing, no suitable qualified crew available), the number of guaranteed flight hours will be reduced on a pro-rata basis for each day of delay after the initial 48 hours. After an additional five day non -operational period (i.e. 7 days from date of aircraft going out of service) liquidated damages of US$ 2 000 (two thousand United States Dollars) per non-operational Aircraft per day shall also be due to the Organization from the Contractor. 19.5 Other damaaes a) In the event treatment missions are not carried out as authorized and/or to the satisfaction of the Director due to negligence, malfunction of equipment, breakdown or otherwise, they will be deemed as non-revenue. The need for repetition of treatment missions may jeopardize the overall success of the Operations and in the event of recurring unacceptable performance the Organization may make such arrangements as it sees fit to ensure the satisfactory execution of the treatment missions, including. in the Organization's sole I-35- discretion, forfeiture and liquidation of the Performance Bond, without prejudice to any other remedy available to the Organization in the event of default. b) Quantities of larvicide and fuel lost as a result of malfunctioning of equipment or of error by the Contractor's staff will be charged to the Contractor. 20. SUBCONTRACTING 20.1 Permittedsubcontractine With the approval of the Organization, the Contractor may retain the services of not more than one subcontractor to assist him in fulfilling his responsibilities under the Contract. All subconhactual agreements between the Contractor and his subcontractor shall be submitted to the Organization for prior approval. Copies of all subcontractual agreements with the subcontractor shall be filed with the Organization when signing the Contract, or at the time such subcontracfual agreements are concluded between the Contractor and such subcontractor. 20.2 Contractorrs responsibilitv Nothing contained in such subcontractual agreements shall relieve the Contractor of any of his obligations to the Organization. Any obligation of the Contractor provided for in the Contract shall apply equally to the subcontractor and the Contractor shall save the Organization harmless from any consequences of acts or omissions on the part of any such subcontractor. 2I VARIATIONS 2l.l Change in orders Without in any way vitiating or invalidating the Contract, the Director may order any changes in the matters within the general scope of the Contract which in his opinion are necessary. For that purpose, the Organization may order the Contractor to do any of the following: a) lncrease or decrease the quantity of any work included in the Contract; b) Omit any such work; c) Change the character or quality or kind of any such work. 21.2 Change order proviso The terms and time for completion of the Contract may be adjusted by mutual agreement, provided that: a) Total monies payable under the Contract shall not be reduced below the cost of the total number of hours originally guaranteed by the Organization- and b) The cost per L-36- flight hour for the provision of any additional aircraft required as a result of such changes shall be the same as that charged for such aircraft in the original Contract. 21.3 Writine required All such changes shall be made in writing by Change Order and shall be executed under the applicable conditions of the Contract. 22. OBLIGATIONS OF CONTRACTOR 22,1 General a) The Contract is specifically for the Programme and special conditions, as referred to in Section 13, have been allowed by the Participating Governments in order to carry out the Operations. Consequently the Contractor is not allowed to utilize materials, equipment or personnel assigned to the Operations or to undertake or negotiate any revenue flying with the Aircrafts assigned to the Operations, for any purposes other than the performance of Contractor's obligations hereunder. b) The Contractor shall give all notices and comply with all laws, ordinances, rules, regulations, and orders of any public authority, bearing on the performance of the Operations. If the Contractor does not comply with these requirements he shall assume full responsibility therefor and shall bear all costs attributable thereto. c) The Contractor shall Dot assign, sublet, sell, transfer, or otherwise dispose of the Contract or any portion thereof, or his right, title or interest therein, or his obligation thereunder, without the prior written consent of the Organization. d) No action shall be taken by the Contractor which may interfere with, weaken or diminish the ability of the Organization to act as the Executing Agency for the Programme or that may interfere in any way with the successful execution of the Programme. No direct contact shall be made by the Contractor with governmental authorities of the Participating Countries on matters related to the Operations without the full knowledge and consent of the Director. e) The Contractor shall provide all necessary supervision during the execution of the Contract. Approval of the Contractor's project or base manager may be withdrawn by the -37 - Director at any time, and in such case the Contractor shall, as soon as practicable and in no case later than thirty (30) days of receiving written notification of withdrawal, remove him from the Operations and shall replace him by another manager acceptable to and approved by the Organization. A removed Contractor's representative shall not be employed again on the Operations in any capacity. f) The Contractor shall provide equipment and materials and shall execute the Operations in strict accordance with the requirements of the Contract to the satisfaction of the Director and shall comply with and adhere strictly to the Director's instructions and directions oil any matter concerning the Operations; the Contractor shall take Instructions and directions from the Director only. g) The Contractor shall maintain adequate books and records in connection with the performance of the Contract and shall make them available for inspection to the Organization on request, for up to two years after the expiration of the contract. h) All information gathered under, or during the execution of, the Contract and all reports and recommendations hereunder shall be treated by the Contractor as confidential and shall not, without the prior written approval of the Organization, be made available to ally person, party or government other than the Organization, except as otherwise expressly provided in the Contract. D The Contractor shall be responsible for the prompt payment of all persons who perform labour or furnish services, materials, equipment, supplies or other items (including, but not limited to, items consumed, such as power, water and fuel) used or to be used ro tile performance of the work called for by the Contract, and the Contractor shall defend, protect and hold harmless the Organization from and against all liens, claims, suits and actions for such labour, services, materials, equipment or other items. The Contractor agrees that if he falls to pay such creditors, each unpaid person, natural or juridical shall have justifiable reason for action against the Contractor. j) Unless otherwise specified in the Contract the Contractor shall obtain and pay for all permits, fees, royalties, and licences necessary for the proper execution and completion of the Operations. -38- k) Failure to enforce any of the provisions of this Contract by the Organization shall not constitute a waiver of rights or a waiver of any subsequent enforcement of this Contract by the Organization. 22.2 Existinsconditions The Contractor shall promptly notify the Director in writing of conditions in the Programme area of an unusual nature differing materially from those ordinarily encountered and generally recognized as inherent in operations of the character provided for in the Contract and differing materially from those in effect at the time of submission of his Bid. The Director shall investigate the conditions, and if he finds that such conditions do so materially differ, and cause an increase or decrease in the Contractor's cost of. or time required for, performance of the Contract or part thereof, an equitable adjustment shall be made, and the Contract modified in writing accordingly. Any claim of the Contractor for adjustment hereunder shall not be allowed, unless he has given due written notice as required above. 22.3 Aerial operations The Contractor alone shall be responsible for the operation, maintenance, safety, efficiency and adequacy of the Aircraft, equipment and methods, and for any damages which result from their failure or their improper construction, maintenance or operation. If at any time the Contractor's Aircraft, equipment, methods or staff appear to the Director to be inefficient or inadequate for securing the quality of work required, or the rate of progress required in order to complete each part of the Operations in the time stipulated in the Contract, the Director may order the Contractor to increase the efficiency and/or upgrade quality, and the Contractor shall immediately comply with such orders at no additional expense to the Organization. Neither, the making of such demands nor the failure of the Director to make such demands shall relieve the Contractor of his obligation to secure the safe conduct of the Operations, the quality of the work required, and the rate of progress required in order to complete the Operations. 22.4 Workins areas a) All operations of the Contractor, including storage of materials, shall be limited to areas authorized or approved by-the Organization. The Contractor shall be liable for any and all damage caused by him to the Organizati on's premises. The Contractor shall indemnify and t-39- hold the Organization harmless from liability of any nature or kind arising from any use, trespass or damage occasioned by his operations on premises of a third party. b) Temporary buildings (storage sheds, hangars, offices, etc.) may be erected by the Contractor only with the approval of the Director and the Government concerned, and shall be built with labour and materials furnished by the Contractor without expense to the Organization. Such temporary buildings shall remain the property of the Contractor and shall be removed by him at his expense upon the completion of the Contract, unless otherwise specified. c) The Contractor shall at all timesduring the progress of the Operations keep his working areas, including storage areas used by him, free from accumulation of waste matter, used oils and rubbish. Cleaning of these areas shall be performed regularly and removal of waste matter, used oils, empty drums or rubbish shall be performed at least once a week, and in such a manner as to protect the environment. d) The Director shall have reasonable access to the operating areas, the equipment and to all workshops and places where work is being performed, as well as to aircraft logbooks or other documents related to the Operations, and the Contractor shall afford every facility for, and every assistance in, obtaining such access. 23. LIABILITY WITH RESPECT TO CLAIMS 23.1 Contractorrsindemnitv The Contractor shall indemnify and hold the Organization harmless from and against any and all responsibilities, claims, demands and losses, including the costs, fees and expenses in connection therewith or incident thereto for (a) any death or injury to his employees and third parties, and (b) any loss of, damage to, or destruction of any property of his employees and third parties, arising out of, or in any way connected with, the performance of the work and services of the Contractor under the Contract, except to the extent directly and solely caused by actions of the Organization. 23.2 Third partv claims The Organization may, where in its opinion the successful performance of the Operations or the reputation of the Organization might be prejudiced, have recourse to the Payment Bond to t-40- honour the third party claims brought against the Contractor if these claims are connected with materials or services provided under the Contract and if, after consultation with the Contractor, the Organization is satisfied that such claims have been or may become the subject of a judgement, injunction or similar court order. 23.3 Third partv coverase For the purposes of this section the term "third party" shall be deemed to include, inter alia, officials, employees, experts and other representatives of the United Nations and its Specialized Agencies and of Governments participating in or associated with the performance of the Operations as well as any person or entity perfuming services for or supplying goods to the Contractor. For the purposes of insurance coverage, such persons shall continue to be considered as third parties notwithstanding that they may travel as passengers in any of the Contractor's aircraft. 24. FORCE MAJEURE 24.1 General To the extent that the Contractor is delayed in or prevented from fulfilling his obligations under the Contract by reason of circumstances beyond his control, including strikes, civil commotion, Act of God, war or hostilities, acts of governments, embargoes or other import or export restrictions or any other circumstances beyond his control, then the Contractor shall immediately so notify the Director and he shall be relieved of his obligations under this Contract for so long as such circumstances shall prevail. 24.2 Contracttermination Notwithstanding the foregoing, if the Contractor is delayed or prevented from fulfilling his obligations for a period of 60 days, as a result of force majeure as described in paragraph24.l, the Organization shall have the right to terminate the Contract immediately upon the giving of a notice to that effect to the Contractor. -4t- 25. TERMINATION OF THE CONTRACT 25.1 Contractor'srisht The Contractor shall be entitled to terminate the Contract only upon 30 days priol written notice of default in the event the Organization fails to pay the Contractor any amouni due under the terms of the Contract within sixty (60) days after valid submission of request for payment. The Organization shall be deemed to have made payment on the date it instructs it,, bankers to effect a payment transfer. Upon expiration of the notice period, the Contractor shall with all reasonable dispatch, remove all his personnel and equipment from the area. In the event of such termination, the Organization shall be under the same obligations to the Contractor in regard to payment, as if the Contract had been terminated under the provision o, paragraph25.3. Nothing contained in this clause shall prejudice the right of the Contractor to exercise, either in lieu of or in addition to any other rights or remedies to which the Contractor may be entitled under the Contract. 25.2 Orsanization'sright a) Subject to the provisions of Section 24, the Organization shall have the right to terminate the Contract, at any time hereunder, in the event of non-compliance on the part of the Contractor with his obligations under the Contract. by giving seven (7) days' notice in writing to this effect to the Contractor. During this period, the Contractor shall not initiate any new activity under the Contract unless requested by the Director and shall complete actions already commenced as directed by the Organization. b) In the event of termination due to Contractor's default, the Organizationshall attempt to mitigate its damages by initiating or completing the Operations as herein specified either b, contracting the whole work or the faulty or remaining part thereof. Any losses suffered and any additional expenses incurred by the Organization in so doing shall be charged against the Performance Bond or against the Contractor, or both, in the event the losses suffered and expenses incurred exceed the value of the Performance Bond. 25.3 Notice of termination Even in the absence of default by the Contractor, the perfornance of Operations under the Contract may be terminated by the Organization in whole or in part, at any time. Such termination shall be effected by a written "Notice of Termination", delivered to the Contractor -42- which will specify the date of termination of the Contract. Upon receipt of the "Notice of Termination", and except as otherwise directed by the Organization, the Contractor shall: a) Stop Operations under the Contract on the date specified in the "Notice of Termination" b) Complete any such Operations under the Contract which shall not have been terminated by the "Notice of Termination"; c) Place no further orders or subcontracts for materials, services or facilities, except for such Operations as have not been terminated; d) Terminate all orders and subcontracts to the extent that they relate to the Operations terminated by the "Notice of Termination"; e) Assign to the Organization in the manner, at the time, and to the extent directed by the Organization, all the rights, title and interest of the Contractor under the orders and subcontracts so terminated and the Organization shall have the right, at its discretion, to settle or pay all claims arising from the termination of such orders and subcontracts: D Settle all outstanding claims or liabilities resulting from the termination of orders and subcontracts, with the approval of the Organization and to the extent the Organization may require; g) Take such action as may be necessary, or as the Director may direct, for the protection and preservation of the property related to the Contract which is in the possession of the Contractor and in which the Organizationhas or may acquire an interest. 25.4 Termination claim After the receipt of the "Notice of Termination" referred to in paragraph 25.3, the Contractor shall submit to the Organization his termination claim, in the form and with the certification required by the Organization ("Termination Claim"). The Termination Claim shall be submitted promptly, but in no event later than six months after the effective date of termination, unless such period is extended by the Organization upon written request by the Contractor. A Termination Claim shall be composed of: !-43- a) An amount equal to the monies originally guaranteed by the Organization pro-rated up to the date of termination less the amount of payments already made, and less any mobilization payment still outstanding, if any plus, b) An amount equal to the relevant cost per flight hour times the number of actual flight hours flown in excess of guaranteed hours pro-rated up to the date of termination, plus c) Any additional charges approved by the Organization In the event the Contractor and the Organization fail to agree upon the amount to be paid to the Contractor by reason of termination, the amount, if an , due shall be determined in y accordance with the conciliation or arbitration rules to be agreed upon between the parties at the time of sighing the Contract. 26. BIM 26.1 Lansuase The Invitation to Bid is in English only. However, the Bidder's proposals shall be submitted in either the English or French language and all correspondence between the Contractor and Organization shall be in either the English or French language. The annexed documents (Sheets I to 19) and the contract Agreement are also being presented in English only. 26.2 Submission a) By the act of submitting a Bid for performance of the Operations, the Contractor acknowledges that he has visited the Programme area, attended the complete briefing sessions organized' by the Director and satisfied himself as to the nature and location of the Operations, the general and local conditions, including but not restricted to those bearing upon train sportation, disposal, handling and storage of materials, availability of labour, water, electric power roads and uncertainties of weather, physical, conditions in the Programme area, the conditions of the airports and airstrips, the character of equipment and facilities needed preliminary to and during conduct of the Operations. The Contractor further acknowledges that he has satisfied himself as to the character, quality and quantity of obstacles to be encountered insofar as this information is reasonably ascertainable from an inspection of the programme area, as well as from information presented by this Invitation to Bid and other documents which will be made a part of the Contract. Any failure by the Contractor to acquaint himself t II -44- with the available information shall not relieve him from responsibility for estimating properly the difficulty or cost of successfully performing the Operations. The Organization assumes no responsibility for any conclusions or interpretations made by the Contractor on the basis of the information made available by the Organization. The Organization also assumes no responsibility for any understanding or representation made by its officers or agents during or prior to the execution of the Contract, unless such understanding or representation is expressly stated in the Contract and the Contract expressly provides that the responsibility therefore is assumed by the Organization. b) In order to be considered each proposal must be accompanied by a bid Bond in accordance with paragraph 18.2, as assurance that the Bid has been made in good faith. The Bid submission shall also, as a prerequisite for consideration, include scale plans giving precise details of the application equipment suitable for the types of helicopters offered; together with detailed specifications of the functional components (mechanical, electrical and electronic) proposed to be used, and a time-table for their development. c) Bids shall be dispatched in two envelopes, one inside the other. The exterior plain envelope'shall be addressed to: liaison Officer Onchocerciasis Control Programme World Health Organization Avenue Appia 121 1 Geneva 27 Switzerland and labelled: "Bid for aerial operations. Onchocerciasis Control Programme" The inside plain envelope must be sealed and labelled as follows: "Bid for aeial operatiolls. Onchocerciasis Control Programme. SUBMISSION TO BE OPENED ONLY BY THE CONTRACT REVIEW COMMITTEE''. d) Offers shall be accompanied by a Bid conforming to the model annexed to this document in which the Bidders will undertake to carry out the Operations for the sum they propose and according to the terms and conditions set out in this Invitation to Bid. Prices shall be quoted either in national currencies or in US Dollars. A separate Bid shall be made in respect of each type of aircraft offered. -45- In addition, offers shall be accompanied by the following. Bidder's questionnaire form (Sheet 8) completed. Bidder's qualifications form (Sheets 9 to l9) completed. f) The deadline forthe receipt of Bids at WHO Headquarters, Geneva, is 12 noon on 24 May 1995. 26.3 Openine and Consideration a) All Bids received by 12 noon on 24 May 1995 shall be opened publicly by the organization at wHo Headquarters, Geneva, at2 p.m. oD 26 May 1995. b) For the purposes of comparing Bids, conversions of prices into United States Dollars shall be made in accordance with the United Nations Operation Rates of Exchange ruling In effect on the date of the Bid opening. c) The prices quoted shall be frrm for a period of 120 days from the date of opening d) This Invitation shall not be construed as an offer to make a Contract with the Bidder whose Bid is the lowest or with any Bidder at all. If and when a firm is selected by the Organization, a Contract shall be concluded between the Organization and the successful Bidder. Such Contract shall be the sole legal instrument governing the execution of the Operations described in this Invitation. No oral stipulation and none of the terms and conditions of the successful Bidder shall consequently be binding upon the parties unless it be confirmed writing and expressly declared to form apartof the Contract documents. e) The Bidders shall be informed of the Commiffee's decisions as quickly as possible. f) It should be noted that acceptance of a Bid by the Organization shall not constitute any implied commitment by the Organization for any further work of the same or of a similar nature under this Programme. g) A Bid will be considered only from those Bidders who have been fully represented at the Director's briefing session in the Programme area. I f i; t .j, t Ile) tt -46- h) If a Bid does not substantially conform to the specifications or contains reservations or is not otherwise substantially responsive to the Bidding documents, it rejected. be i) The dispatch of the invitation to tender or any other process of pre-selection utilized by the Organization to facilitate its evaluation of the Bids, is for the Organization's convenience only and shall not Imply any acceptance or acknowledgement of a Bidder's capability or suitability to undertake the Operations. The final selection of Contractor will not be on price alone, but will be on the basis of the best overall value in terms of managerial, technical and equipment suitability in relation to the total cost to the Organization. The Oroanization's decision is final. By submitting a Bid each Bidder acknowledges that he understands and accepts the foregoing. 27. MISCETL4NEOUS 27.1 Benefit of parties All of the terms and provisions of the Contract shall be binding upon and inure to the benefit of the parties and their respective successors and assigns. The Contractor may Dot assign his rights and obligations to a third party without the written consent of the Organization. 27.2 Captions The captions of the Sections and paragraphs of this Invitation to Bid are solely for convenient reference and shall not be deemed to affect the meaning or interpretation of any paragraph thereof. a

v WORLD HEALTH ORGANIZATION AFRICAN REGION ORGANISATION MONDIALE DE LA SANTE REGION DE L'AFRIQUE ONCHOCERCIASIS CONTROL PROGRAMME IN WEST AFRICA PROGRAMME DE LUTTE CONTRE L'ONCHOCERCOSE EN AFRIQUE DE L'OUEST B.P. 549 OUAGADOUGOU, Burkina Faso T6169r.: ONCHO OUAGADOUGOU T6l.: 34 29 53 - 34 29 59 - 34 29 60 T6lex: ONCHO 5241 BF Fax:3428 75 INVITATION TO BID FOR AERIAL SPRAYING CONTRACT OF WORLD HEALTH ORGANIZATION ONCHOCERCIASIS CONTROL PROGRAMME 2002 - 2003 I z lr:c. rn lr t -2- 1. INTRODUCTION 1.1 The World Health Organization, hereinafter referred to as "the Organization", is inviting bids for the provision of aircraft suitably equipped for application of larvicides, together with the necessary ground support, for the continuation of the aerial spraying activities in one of the special intervention zones of the Onchocerciasis Control Programme, and for the launching of a vector elimination project in the Bioko island (Equatorial Guinea) of the African Programme for Onchocerciasis Control, hereinafter referred to as "the Programmes". The aerial operations, hereinafter referred to as "the Operations", will be conducted on behalf of the Organization on a contractual basis by the successful bidder. hereinafter referred to as "the Contractor". 1.2 The Organization as Executing Agency, acting in cooperation with other International Agencies' and the governments of Benin, Equatorial Guinea and Togo, hereinafter referred to as "Participating Countries" - is undertaking this Programme to control the disease, onchocerciasis, in the area delineated on the map in Annex l. 1.3 The parasite Onchocerca volvulus which causes onchocerciasis is carried by the blackfly Simulium damnosumtzl which transmits the disease when biting. S. damnosum breeds in watercourses and the fly lays its eggs on vegetation and rocks at water level in rapids, and other fast-flowing or turbulent stretches of water, natural or man-made. Such sites are normally identifiable from the air. When the eggs hatch, the emerging larvae remain in these breeding sites attached to any suitable substrate. The duration of the larval stage averages just over seven days. 'The United Nations Development Programme (UNDP), the Food and Agriculture Organization of the United Nations (FAO) and the World Bank. 1zy Simulium damnosum means Simulium damnosum complex. ."1 a -3- 1.4 Control of the Simulium vector by attacking it in its larval stage is to date the most effective way of intemrpting onchocerciasis transmission. Because of the size of the area and the general inaccessibility of the Simulium breeding sites b. terrestrial means, aircraft with specialized equipment have to be used to make applications o the biodegradable larvicide of choice to specified parts of the rivers in such a manner that it is carried naturally downstream to make contact with the larvae in the breeding sites. Five different larvicides are currently in use. on a rotational basis to control larvicide resistance, The effective dose lethal to S. damnosum lawae differs from one larvicide to another and the quantities to be applied to the rivers are variable, being calculated on the basis of water discharge rates. 1.5 For the products used to date it has not been possible to employ any of the usual agricultural spraying methods. It has been found that treatment with undiluted larvicides is effective if applied in transverse bands across the river. During the wet season (May to October), when the rivers are full, the flow of water is sufficient to mix and distribute the larvicide to carry it an effective distance downstream, permitting fewer application points. One application often being sufficient on larger rivers for stretches up to 50 kms. The quantities of the principal larvicides applied throughout this period have, to date, varied considerably. During a single treatment mission a helicopter may be required to treat at from 0.2 to 100 litres or more per larvicide release. 1.6 In the dry season (November to April), when the river flow and levels are low, natural mixing and distribution of the larvicide is inadequate. Different application equipment and methods have then to be used to achieve a satisfactory coverage by the larvicide. A coarse sprays of larvicide, stretching from bank to bank, has been found to be effective and ensures that all parts of the breeding site Immediately downstream receive treatment. At some particularly difficult breeding sites, two or three successive, bands of larvicide have been required. In the dry season. therefore, treatment involves the rapid and repeated application of larvicide, carefully and precisely placed, in order to ensure effective distribution of the larvicide. The distance between treatment points becomes greatly reduced and, particularly at low water, up to 20 applications can be required over a stretch of one kilometre, with breeding sites having to be treated individually. This may require dosages to be varied while hovering over a particular set of rapids. The quantity applied at this time of year for each release point is often as low as 0.2litre I-4- 1.7 The success of a Simulium control or elimination programme is completely dependent on regular weekly treatment of the known breeding sites throughout the area. On certain rivers or stretches of rivers where control has been shown to be effective over a period, larvicide application may be intemrpted and reintroduced only when indicated as necessary by the entomological surveillance teams. 1.8 The total length of river systems in the Special intervention Zone and Bioko island where surveillance and treatment will be required to be undertaken during the course of the Contract is approximately 3800kms. l.g In the course of operations, helicopters frequently land in remote areas where there has been little or no ground preparation. In the dry season, even on the prepared ground, there are often extreme dust conditions. 1.10 To date, the Operations have been carried out on a weekly basis according to flight schedules prepared by the Organization, and based on entomological and hydrological data relayed by radio to Programme Headquarters each weekend. It has proved convenient to arrange the treatment circuits covering several days each week. This procedure has worked satisfactorily and has led to the success achieved by the Programme to date. With vector density transmission of the parasite being intemrpted or reduced to an insignificant level over 90% of the area under larviciding. It is absolutely essential that this success be maintained and, if possible, improved upon. 2. SPECIFICATIONS FOR OPERATIONAL AIRCRAFT 2.1 The Hughes 500D and 500E model helicopters have proved to be adequate in the past for both treatment and prospection flying on the Programme. Other types of helicopter would be considered but must have a performance and characteristics equal or better than the following: - Minimum 300 I larvicide capacity in spray mode. - Minimum endurance t hour 45 minutes, with l5 minutes reserve - Cruise (air) speed as indicated 110 knots under tropical conditions (OAT 30-C-, altitude 1000 2000 feet), with spray system, full fuel and 150 litres larvicide (120litres if an observers on board) .{ -5- - Minimum 25 hours between maintenance checks. - Damper type landing gear. - Minimum 420 H.P. engine - Turbine engine - Passengers: minimum of 3 in the prospection configuration and I in the spraying configuration. - An acceptable fuel consumption for quoted speed: capacity ratio I l0 ky200 1, i.e. 125 Uh. - Short body and rotor blades (rotor blades 26 - 30 ft. diameter). - Proved reliability and robust construction. - A sealed partition between the cockpit and the rear compartment, if an internal larvicide tank is employed. 2.2 The helicopters shall be suitable for operation under extremes of temperature, humidity and dust. Helicopters will be used on occasion for the transportation of staff and equipment and for surveys and reconnaissance and their ability to carry at least three passengers tn the prospection configuration, and one observer while in the spraying configuration, is essential. Seal belts with shoulder- harnesses shall be fitted. Corrosion proofing and a particle separator on the engine air inlet are desirable. Furthermore all helicopters shall be fitted with dual airframe fuel filters. 2.3 Ambient temperatures in the Programme area can be up to 40-C with cockpit temperatures sometimes rising to 50-C. In the dry season, the treatment strategy requires helicopters on missions to spend a considerable time at low speeds and hovering. As the maim air ventilation system on most helicopters operates only on forward movement, additional mean,, of maintaining satisfactory ventilation and circulation of air must be provided. Perspex door, with standard bull's eyes or sliding windows shall be fitted. Excessive perspex areas shall be shaded and seats suitable for tropical conditions shall be provided. 2.4 All helicopters shall be fitted with high-lift skids. Suitable convex mirrors, approved b) the Organization, shall be fitted to each treatment helicopter, in line of sight to enable the pilot and observer to observe the emission of larvicide and its deposit on the target, without diverting the pilot's attention from navigation. i-6- 2,5 Bearpaw-t1pe pads for attachment to the skids, a utility cargo pod (for baggage, acceptable to the Organization and an integrated auxiliary fuel bladder (91 llitres capacity) shall be available at each operational base for installation on prospection helicopters. 3. REQUIREMENTS FOR CONTRACT AIRCRAFT 3.1 During the years 2003, 2004 and,2005, for the Residual Aerial Operation and January, February, March and April of the years 2003 and 2004, for the additional aerial Spraying Operations for APOC, fully serviceable helicopters with crew and full support in accordance with the following schedule. 3.2 Aircraft Residual Arial Operations One (l) helicopter shall be provided under the Contract from January to December inclusive, hereinafter referred to as the "Core Helicopter" or "Contract Aircraft". fn this regard, the Contractor shall - in addition to the required project manager who will be resident at the operational base in Kara, Togo - provide at least the following crew and support personnel for the Contract Aircraft in accordance with the terms of the Invitation to Bid: During the rainy season, from I May to 3l December of each year: two helicopter pilots and two engineers. During the dry season from 1 January to 30 April of each year: one helicopter pilot, one helicopter pilot/engineer and one engineer. Additional Aerial Spraying Operations for APOC One (l) helicopter shall be provided under the Contract for the months of January, February, March and April of each year, hereinafter referred to as "the Core Helicopter" or "Contract Aircraft". In this regard, the Contractor shall provide at least the following crew and support personnel for the Contract Aircraft in accordance with the terms of the Invitation to Bid: one helicopter pilot who shall, in addition to the requirements of the Invitation of Bid, be fully qualified and licensed to pilot the Cessna aircraft referred to in article III (B) below, a second helicopter pilot, and one engineer. One of the aforesaid helicopter pilot shall furthermore serye as base manager and be resident in Malabo, Bioko. I-7 - 3.3 Spare Aircraft Residual Arial Operations In order to safeguard Operations, the Contractor shall - in addition to the Contact Aircraft provided under this article II (A) - have on perrnanent serviceable availability within the abovementioned Special Intervention Zone one (1) spare helicopter. During the months of January, February, March and April of the years 2003 and 2004, respectively, this spare helicopter may simultaneously serve as the spare helicopter for the Aerial Spraying Operations for APOC as provided in article III below. Additional Aerial Spraying Operations for APOC In order to safeguard Operations, the Contractor shall - in addition to the Contract Aircraft provided under this article III (A) - have on permanent serviceable availability within the area described in Annex 2 attached hereto, one (l) spare helicopter. This spare helicopter may simultaneously serve as the spare helicopter for the residual Aerial Spraying Operations as provided in article II (A) above. 4. FLIGHT HOURS GUARANTEED FOR CONTRACT AIRCRAFT 4.1 Measurement a) Helicooters For the purpose of this Contract, helicopter flyrng time is defined as the period of time between "lift-off' and "touch-down". It shall be measured by tachometers recording in hours and tenths of hours mounted on the instrument pedestal and activated automatically by both the main rotor transmission and the collective ever. b) Cessna The Cessna (fixed-wing) flying time is defined as the period of time between "lift-off' and "touch-down". It shall be measured by the departure and the arrival time reported on the Flight Service Authorization book. 4.2 Bv the Oreanization During the years 2003,2004 and2005, the Contractor shall be guaranteed payment for fifty three (53) flight hours per month, or a pro-rata amount thereof for incomplete months, for the Core Helicopter required to be available for active service under the Contract as provided in this article II (A). !-8- 4.3 Bv the Contractor Helicopters called into active service pursuant to paragraph3.2 c), are collectively referred to as "Contract Aircraft". The Contractor shall guarantee the availability of each Contract Aircraft for a minimum of 53 flight hours per month of operation and on a pro-rata basis for incomplete months of being required to be available for active service under the Contract' 4.4 General a) It is absolutely essential that larvicide applications be made at weekly intervals without intemrption throughout the year according to schedules prepared by the Organization Accordingly, all Contract Aircraft shall be available without fail to perform that function allowance being made for routine servicing and maintenance as agreed by the Contractor in consultation with the Team Leader of the Special lntervention Zones in consultation with Director APOC or his authorized representative. b) The Organization shall only pay the Contractor for flights which have prior written authorization from the Director. At the end of each day's flying, the pilot shall complete a dail) flight report according to a format approved by the Director. This report shall be submitted to the Director for acceptance and signature after each mission and will form the basis for the calculation of flight hours for payment as per Section 20. Any flight undertaken outside the missions authorized by the Director will be considered as non-revenue and therefore not compensated by the Organization. 5. AIRCRAFT POSITIONING 5.1 Position deadline All Contract Aircraft as well as personnel, shall be in position in the Programme area no later than 20 December 2002. 5.2 Familiarization flishts All Aircraft shall be ready for the Operations not later than 20 December 2002 in order that all equipment fitted can be tested. The Contractor's pilots shall then undertake familiarization flights and simulated treatments to enable the Contractor confidently to assume responsibility for all Operations without intemrption on I January 2003. rl -9 - 5.3 General Other conditions described in this document shall be enforced during the installation period insofar as they are applicable. 6. LARVICIDING APPIKATION EQUIPMENT 6.1 General a) For all Contract Aircraft the Contractor shall provide reliable larvicide application equipment designed to enable rapid and repeated application of accurately measured quantities of larvicide to be made to rivers in the manner described in the Introduction. The Contractor shall ensure that all such equipment is satisfactorily tested and certified before Contract Aircraft enter operational service under this Contract. b) The complete application system shall contain sufficient automatic devices to allow the pilot to operate them efficiently and make the required application safely whilst hovering or flyrng at low levels in restricted areas. c) Each Aircraft shall have current certificates of airworthiness, which include its spraying configurations. The Contractor shall maintain these certificates in force at all times. d) The larvicide application equipment fitted shall conform to the regulations prescribed by, and receive approval from, the aeronautical authorities in the country in which the relevant Contract Aircraft is registered. Such approval shall include the safety of attachment, operation and use of equipment with toxic substances. e) It is essential that all application systems in Contract Aircraft be provided with a mechanism by which the larvicide can be jettisoned rapidly in an emergency and at a rute conforming with the conditions specified in the country of registration of the relevant Contract Aircraft. 0 All helicopters shall be capable of conversion from passenger to treatment configuration or vice-versa in halfa day or less. t-10- a) g) Calibration checks of all types of application equipment shall be carried out every week in the presence of an observer from the Organization if requested by the Director. 6.2 Larvicides tly in use Currently seven larvicides are in use, and are generally applied undiluted: - Temephos( Commercial name:Abate): an organophosphate in the form of an oil-based 20 per cent emulsifiable concentrate. - Phoxim: an organophosphate in the form of an oil-based 50 percent emulsifiable concentrate. - Pyraclofos: an organophosphate in the form of an oil-based 50 percent emulsifiable concentrate - Permethrin: a synthetic pyrethroid in the form of an oil-based 20 percent emulsifiable concentrate. - Etofenprox ( commercial nameVectron): a synthetic pseudo- pyrethrold in the form of an oil-based 30 percent emulsifiable concentrate. - Bacillus tburingiensis B-14. a non-chemical water-based product containing spores and crystals of a bacterium. b) Application equipment shall be constructed of corrosion-proof and hydrocarbonresistant materials throughout and proved not to react to any chemical solvents used. Experience with Bacillus thuringiensis has shown that alurninium cannot be used in compoflents in contact with this product. The Contractor shall provide proof of compatibility to the Director before any equipment can be approved. The Contractor shall bear the cost of construction, fitting and certification of the larvicide application equipment as described in this section and any required modification to this equipment before it is finally approved by the Organization, and subsequently, when necessary, to make the equipment continue to meet the performance specifications set forth in this Section 6. The Director reseryes the right to have the application equipment tested at any time in accordance with the aforementioned established protocols, or by an independent authority of his choice at the Organization's expense. 6.3 Application equipment The application equipment shall contain the following components and specifications to cope with the range of products and formulations used: Ia) - ll - A larvicide tank of 300 litres capacity, which shall: (i) be capable of being totally filled and emptied, without physical contact with insecticide (by use of a valve rather than a plug); (ii) have a sloped bottom to guarantee complete drainage of viscous products; (iii) enable the level of larvicide to be clearly visible with a scale graduated at 25litre intervals so that the quantity may be readily measured during ground loading operations. b) A recirculation system in the tank with a capacity of at least 1.5 litres/second to enable the mixing of poor and/or viscous formulations and/or additives after loading, which can be activated by the pilot whilst in flight-, A pump driven by an electric motor to apply larvicide volumes as specified-, A filtration system which can be cleaned without draining the larvicide tanks; e) A flowmeter or combination of flowmeters covering the whole range of applications within the required accuracy specified in paragraph 6.4 n) below; 0 A boom, with a length of approximately 1.6 meters. andnozzle arrangement with five spray nozzles, spaced 35-40 cm apart, one small dribble nozzle and one big dribble nozzle, eachnozzle to be controlled by a solenoid shut-off valve and to be selected separately or in any desired combination by the pilot whilst in flight. The boom shall also have one outlet with a gate valve and canon plug to enable pumping of remaining larvicide back into drums and to facilitate cleaning of the system. The Spraying System Whirljet Hollow Cone BX50 for the five spray nozzles, the Spraying Systems Solid Stream Veejet HU type for the small and big dribble nozzles, and Valcor SV-series for the solenoid shut-off valves have proved adequate in the past though other equivalent types would be acceptable. Control box/monitor with the following features: (i) small dimensions, in order to be fitted beside the instrument panel in the field of view of the pilot so that attention does not have to be diverted from flying during application; (ij) rapid selection and change of application rates; c) d) s) a-12- (iii) measure flow rates between 0.2 and 3 litres/second; (iv) four digit keys to enter or count rates and amounts of up to 999.9litres selectable at 0.1 litre steps (each digit key capable of being reset independently to rapidly select or change drop sizes),, (v) 2 LED totalizers each counting simultaneously amounts of larvicide up to 999.9 litres and each capable of being reset manually and independently by push-button within a few seconds and without significantly diverting the pilot's attention from flying the aircraft. h) A switch-board attached to the control box or other convenient position, to select any nozzle or combination of nozzles; D A larvicide release button/switch mounted on the cyclic which activates the spray pump; j) A recording system with an integrated time recorder connected to the control box/monitor, to record all operations; k) A pressure control system with a gauge visible to the pilot whilst in flight to confirm that the system is functioning correctly; l) A non-manual larvicide refill system, equipped with a filter unit, to replenish from drums at ground level which is efficient enough to completely drain the drum of its contents; m) The pressurized parts of the release system located exterior to the cabin (for reasons of safety and accessibility); n) The larvicide application system shall conform to the following specifications for the entire range of products and formulations used. (i) accuracy of measurement of volume, applied plus or minus 5oh or better. (i) application of larvicide volumes between 0.2 and 300 litres in steps of 0.1 litre with a pressure of at least 35 PSI (2.5 bar) at the nozzle, at the following rates - between 0.75 litres/second (using one nozzle) and 3 litres/second (using t-13- 5 nozzles), - between 0.2 and 0.5 litres/second (using the one small dribble nozzle), - approximately I litre/second (using the one big dribble nozzle). 7. AIRCRAFT AVIONICS 7.1 Radios The contractor shall be responsible for the supply, installation, operation and maintenance of VHF and HF radio equipment to meet International Civil Aviation Organization (ICAO) standards. All radio communications and navigation equipment shall be of excellent quality and suitable for utilizing frequencies of the Agence pour la S6curit6 de la Navigation A6rienne en Afrique et Madagascar (ASECNA) countries of West Africa and the Directorate of Civil Aviation, Ghana. All Aircraft shall have at least lO-channel HF (SSB) and VHF radio shown to be suitable for use in all countries of the Special Intervention. The Contractor shall also equip his Aircraft with the HF frequency in use by the Organization (5000 - I 1000 I(Hz). 7.2 Radiospecifications The radio communications system shall conform to the following specifications: General: Frequency stability + IOHz for the temperature range of -30 degrees Centigrade to +60 degrees Centigrade with preferably programmable synthesized frequency selection Receiver: Sensitivity 0.5 uv for l0 dB Signal + noise in the SSB mode. notse Transmitter: Power output of 100w PEP in the SSB mode. 7.3 Radiocommunication The Contractor shall install a radio HF communications system (minimum 100 watts) at each base to be manned at all times when Aircraft are operating. The Contractor shall obtain the necessary authorization for use of his own BF radio frequency for communications with his Aircraft. He shall introduce a reporting system such that t he location of the Aircraft is known at all times. Radio sets equipped with this same HF frequency will be installed by the Organization in the Organization's aerial operations offices at each base and also at Programme Headquarters. This frequency will be used also for the transmission of river dosages to pilots where the teletransmission system is in operation and as such the Contractor shall ensure that a-t4- his radios are in good working order at all times when any Aircraft is operating. A radio failure will necessitate an uncompensated return to base. 7.4 liaison with air traffic control Liaison by radio with the various air-traffic control centres in the Programme area, and through the Programme radio network, being a highly important aspect of the aerial operations, the Contractor shall provide high quality equipment and his pilots shall adhere to the radio procedure requested in those countries of Operation. The Contractor shall ensure that radio communication is possible on both HF and VHF with the relevant air-traffic control centres. He shall ensure also that head-sets are provided for inter- communication within the Aircraft and with the Organization's bases and that these are maintained in good working order at all times. These head-sets should be of the David Clark model or better and be equipped with an individual volume control. 7.5 Special VFR All larvicide releases shall be made under visual conditions. Treatment flights shall be made in compliance with Visual Flight Rules but occasionally in the Harmattan season. When visibility becomes extremely restricted, special VFR may be required to leave the major airports. All Aircraft shall be equipped with sufficient instrumentation and Automatic Direction Finder to undertake this flyrng. 7.6 Compliance with laws All flying shall be in compliance with the rules of the country in which the flying is taking place, including the prescribed daylight hours for day operation and all other relevant rules. 8. AIRCRAFT EMERGENCY EQUIPMENT 8.1 Crash position indicator All Aircraft shall be fully equipped for operation in remote areas and shall have an approved Crash Position Indicator which shall be maintained in an operable condition at all times in accordance with the manufacturer's recommendations and appropriate regulations. The Contractor will from time to time be required to furnish proof of such maintenance. a-15- 8.2 Survival kits Survival kits shall be provided for all Aircraft appropriate to the number of passengers and pilot and in accordance with the aeronautical regulations of ASECNA and national authorities and any additional requirements of the Organization. 9. AIRCRAFT MAINTENANCE 9.1 Basic workshops The Contractor shall fully maintain all his Aircraft, including flight instruments, in an airworthy condition and suitable for the Operations. For these purposes, the Contractor shall establish and maintain basic workshops at the main bases referred to in paragraph 10.1 a) and shall be required to have at such workshops, sufficient stocks of Aircraft spare parts and tools for the proper maintenance of his Aircraft and equipment. 9.2 Maintenance schedule The Contractor shall submit to the Director in advance a schedule of maintenance of each Aircraft being used and shall ensure that major overhauls of his Aircraft do not interfere with the Programme's activities. 9.3 Inadequate aircraft If, as reasonably assessed by the Director, the performance of any of the Aircraft is not at a level which meets the specifications contained in Section 2, the Contractor shall replace the said Aircraft at his own expense and without in any way interfering with the schedule of the Operations, or otherwise. 10. AIRCRAFT GROTJND SUPPORT 10.1 Operational bases a) The main operational base for Aircraft will be Kara, Togo. Another base will be needed in Bioko, Equatorial Guinea, for APOC additional aerial spraying operation. The Contractor shall be responsible for the provision of accommodation and transport of his own personnel at these main bases as well as cost of utilities as required in paragraph 14.4. Whilst Aircraft are operating, these two bases shall be permanently manned with engineers present or on immediate call and a radio watch maintained there. a-16- b) Occasionally, missions requested by the Programme may require an Aircraft to remain away from its base for periods exceeding the interval required for maintenance checks, but not long enough to require the 6tablishment of a temporary base. In such cases, the Contractor must make provision for performing a maintenance check in the field. c) The Organization reserves the right to request an Aircraft and pilot to be based temporarily elsewhere than the aforementioned two operational bases should it prove desirable. In the case of any mission requiring the pilot to be away from either of the operational bases for more than 21 days, the Organizatiot shall treat the pilot as being "based temporarily elsewhere" and shall reimburse the Contractor for the expenses incurred beyond such 2l day period, such reimbursement not to exceed the standard applicable per them of the Organization. d) At the discretion of the Director, and in the interest of the efficiency of the Operations, it may be necessary to change the location of one or both of the operational bases during the course of the Contract. Any costs incurred by the Contractor in transferring his equipment and staff to a new base will be at the expense of the Organization. e) For the purposes of refuelling and re-filling with larvicide, Contract Aircraft will be required to land at various caches referred to in paragraph 10.2 a) and elsewhere in all two Participating Countries. Furthermore, routine overnight stops will be necessary for Aircraft at places other than the operational bases. ln such cases the provision and cost of accommodation and transport of his personnel will be the responsibility of the Contractor. 0 Determining the suitability of any selected landing site for aircraft operations shall be the responsibility of the Contractor and the pilot. 10.2 Fuel. lubricants and larvicifts a) The Organization shall be responsible for the provision of fuel for approved use by the Contract Aircraft through tank facilities available at airports and in drums at caches throughout the Special Intervention Zones b) The Organization recycles 200 litre drums and has them refilled either from a fuel tanker or directly from airport pumps. The Organization shall provide reasonable notice and the Contractor shall be present to witness and approve all such refilling operations. In the event I-17 - that, for whatever reason, the Contractor is not present at any refilling, without prejudice to any other rights the Organization may have, it shall be conclusively deemed that the Contractor has accepted the fuel and drums for use for the purpo5e intended. c) As refuelling is normally done from drums, all Contract Aircraft shall be provided with non-manual fuel pumps fitted with high quality particle and water filters, such as PUROLATOR and GO-NO-GO filter systems, or equivalents. d) The Organization shall also provide fuel for maintenance flights of Contract Aircraft undertaken at the operational bases. The Contractor shall reimburse the Organization for fuel used on all maintenance and other non-revenue flights calculated on the basis of the consumption specified in the Contract. e) The Contractor shall be responsible for the provision of all lubricants used. D Notwithstanding the foregoing, the Contractor shall assist the Organization, as requested and as specified below, in the administration of the various fuel and larvicide caches located throughout the Programme area since his aircraft are the sole users of such caches. Upon every landing at each such cache, the Contractor's pilots shall take accurate recordings of fuel and larvicide used and of remaining stocks and provide them to the Direct or. Furthermore, the Contractor shall select one of his senior pilots to liaise regularly with the Organization concerning the cache situation. g) At the beginning and end of each circuit the pilot shall record the amount of fuel and larvicide remaining in the tanks. 11. RESEARCH AI\D EVALUATION 11.1 Flyins component An important part of the Programme activities is concerned with investigations into possible altemative methods of larvicide application. In addition, an extensive evaluation is performed to monitor the effects of larvicide applications on Simulium populations and on other, non-target organisms. The Contractor shall perform the flying component of the research and evaluation programme, including modified application equipment, md the transport of personnel and equipment. a-18- ll.2 Equipmentensineer The Contractor shall be responsible for the design, construction, provision and installation of new equipment required in the course of this Contract, the cost of which will be borne by the Organization following approval and negotiation. In this respect the Contractor shall ensure that a qualified engineer, highly experienced in the development of larvicide spraying equipment, is permanently assigned to the Programme area and have all facilities required for manufacturing or modifying such equipment. Ownership of such equipment, and any patent and other intellectual property rights arising out of the work provided for in this paragraph ll.2 shall be exclusively vested in the Organization. 11.3 Re-certification The Contractor shall bear the cost of re- certification of Contract Aircraft as a result of any changes made to the existing application equipment or of the fitting of alternative equipment required for this research or introduced during the Operations and provided by the Organization. 12. PERSONEL l2.l General a) The execution of the Contract shall not create any employer-employee relationship between the Organization and the Contractor's employees. The Contractor shall be solely responsible for all matters related to the conditions of recruitment and employment of his employees, and shall indemnify the Organization against any claims to the contrary. b) Only personnel acceptable to the Organization shall be employed on the Contract. [n this regard, all the Contractor's staff to be assigned to the Operations shall first have their curriculum vitae, including details of qualifications, relevant licences and certificates, approved by the Organization. The Contractor shall, in no circumstances, assign or reassign any personnel without the prior authorization of the Director. c) Employment by the Contractor of personnel assigned to the Programme shall include a probationary period of six months. After this period the Contractor and Organization shall make a joint assessment to determine whether the assignment should be terminated, approved or the probation prolonged. The Contractor and the Organization shall also jointly review, at -19- the end of each year, all the Contractor's staff engaged on the Programme. In addition, at the end of each individual contract the Contractor and the Organization shall jointly assess the staff member and make recommendations for the improvement of his performance. d) The Director shall have the right to request the replacement of any of the Contractor's personnel whose performance would adversely affect the 'Organization's Operations. Except as provided in Section 22.1 e), the Contractor shall remove and/or replace any of his personnel within fifteen days from the date of the Director's written request, without delaying or varying the schedule of Operations. e) The Contractor shall be responsible for the travel expenses related to the location and repatriation of his staff and their families and shall ensure that expatriate personnel brought into the Special Intervention Zone and Bioko island under the terms of paragraph 1 3. I shall not be engaged in any business within the Participating Countries other than that detailed in the Contract. f) The Contractor shall make his own arrangements for the local engagement of all labour, skilled or unskilled, as may be required for the completion of the Contract. All persons engaged by the Contractor shall be competent and qualified to perform their respective duties. The Contractor shall maintain an adequate labour force at all times and all local labour .urangements and conditions shall be in accordance with the laws, regulations and customs of the relevant Participating Countries. g) Costs incurred in the replacement or transfer of the Contractor's personnel for any reason shall be bome by the Contractor. h) The Contractor shall at all times enforce strict discipline and good order among his employees and take all reasonable precautions for the prevention of any unlawful, riotous or disorderly conduct by or amongst his employees and for the preservation of peace and protection of persons and property at and in the Special Intervention Zone. 12.2 Pilots Reduced number of aircraft on contract will not allow training of new pilots without any negative impact on the aerial operation activities. Because of that, the Contractor should take necessary actions to have available at all times a sufficient number of OCP experienced a-20 - treatment pilots in the programme operations to handle all the aircraft required under the contract. In case of pilots turn over, rehiring OCP former experienced treatment pilots is desirable. 12.3 Emploveecontracts The Contractor shall make contractual arrangements with his pilots and other key fly personnel (e.g. the release equipment engineer) in order to assure the Organization of continuity of service during the annual critical peak operational period (June to November) which is of paramount importance to the success of the Programme. Details of the relevant contracts shall be included with the bid submission' 12.4 Crew rotation ln order not to prejudice the efficient and effective functioning of the operations, it is essential that the Contractor shall have available at all times a sufficient number of experienced pilots, with a good knowledge of the area and the operations. Suitable rotation and overlapping of flight crews shall be agreed with the Director. 12.5 Contractor's home base The Contractor shall have an efficient management structure at his home base in order to guarantee the required support to the field operations. An executive level manager, resident at the Contractor's headquarters, shall be appointed as full-time project coordinator' A management consortium is not acceptable to the Organization. The project coordinator shall have the capability to maintain daily liaison with the field management by radio and/or telex. His curriculum vitae will be submitted to the Organization for approval. He shall make a visit, at least once a year, to both operational bases' 12.6 Proiect and base manasers a) The Contractor shall appoint a full-time project manager who will be resident at the operational base at Kara, Togo. The project manager shall, be the main operational link between the Contractor and the Organization in the day-to-day execution of the aerial Contract. b) The project manager, to be approved by the Organization, shall have proven expenence in managing large-scale aviation projects and have sound leadership qualities and a recognized ability to assume responsibility for a complex and extensive undertaking in developing (-21 - countries. He should be mature, have a good presentation and an authoritative disposition that will command respect from his staff and associates. Diplomacy and tact will be required at all times in dealing with different government personnel and people of various nationalities. Fluency in both English and French would be desirable. c) The Contractor shall delegate to the project manager the authority necessary for him to take decisions and to act on operational matters without reference to the Contractor's Headquarters. He shall be responsible for pilot training and staff discipline in the field, and for engendering a team spirit amongst his staff and with the Programme personnel to ensure the continued success of the Operations. d) The Contractor shall ensure that the project manager maintains regular liaison with the Director, forms a close working relationship with him, and obtains his approval prior to making any decisions which may affect the Operations. He and the Director shall meet as and when necessary to discuss matters relating to the Contractor's performance of the Contract. Minutes of these meetings shall be submitted by the project manager in writing to the Director and to the headquarters of the Contractor. He shall also make visits at least once per quarter to the operational base in Kara, Togo, for purposes of liaison with Programme staff. e) One of the helicopter pilot in Malabo shall furthernore serve as base manager and be resident in Malabo, Bioko. Given the distance between the two bases of Kara and Malabo (1075 kms), the base manager will have similar responsibilities at the secondary base as the project manager at the main base, and will act as project manager when the latter is absent from the area. His curriculum vitae should list qualifications similar to those of the project manager. f) Since it is intended that both the project and base managers will perform their functions on a full-time basis. Only in exceptional cases may they be required to perform other duties such as piloting aircraft in operations under the Contract. Except as provided in 12.11c), the project manager may not be counted as pilot for purpose of determining the number of available pilots to man Aircraft required under the Contract. g) The project and base managers shall liaise daily with the designated Director's representative at each respective operational base. a ?-22 - h) The project and base managers shall have the assistance of a chief pilot at each base, who shall be an experienced treatment pilot approved by the Organization. The Contractor shall authorize these chief pilots to organize crews to perform the missions planned by the Organization from their respective bases. 12.7 Pilotoualifications Each pilot shall have, at a minimum, the following qualifications. a) Commercial Pilot's Licence (helicopters). b) Two thousand hours as helicopter pilot in command with 50 hours on the type of helicopter offered. c) Training and experience in agricultural or similar flyrng operations, including in remote areas. d) Fluency in English or French with a working knowledge of the other language. Knowledge of the French language is not only necessary for day-to-day liaison with Organization staff and local offrcials, but also contributes significantly, to self-reliance while out of base. The Contractor shall anange for basic French language courses as required, at the earliest possible stage after the arrival of any non -French -speaking pilot at the duty station. 12.8 Enpineersqualifications Each engineer shall have, at a minimum, the following qualifications: a) Aircraft Engineer's Licence (both engines and airframes), type-rated for aircraft offered. b) Threeyears'experiencesincequalification. c) A working knowledge of English or French, and desirably both. 12.9 Valid documents a) The Contractor shall be responsible for the validity of the licences and ratings of all pilots and engineers employed. b) At all times during the term of the Contract, the Contractor shall ensure that all the necessary documents relating to operation of his aircraft and crews, including but not limited to crew licences, passports and visas, are valid in each of the Participating Countries. a a-23 - 12.10 Health a) Each member of the Contractor's staff shall have a medical examination prior to leaving his home country and shall be in possession of valid certificates of vaccination necessary in the Participating Countries. b) The Contractor shall be responsible for any costs, including health and medical related to his personnel. l2-ll Dutv cvcles a) The Contractor shall have sufficient pilots in the Special Intervention Zone to secure the Operations and ensure the following duty periods. In any 24-hour period the pilot will normally be restricted to eight hours of flight time, followed by a twelve-hour period when the pilot will be relieved of all duties. In any 7-day period the pilot will not normally exceed 34 hours of flight time, followed by a 4S-hour period when the pilot will be relieved of all duties. In any period of 30 consecutive days the pilot will not normally exceed 120 hours of flight time. In an annual cycle the pilot will not normally exceed 1200 hours flight time with a minimum of six weeks leave. b) In order to optimize the effectiveness of the Programme, it is desirable to maintain continuity of staff and, therefore, the Contractor shall use his best efforts to retain the same pilots to operate the Aircraft provided under the Contract. Prior notice to the Director must be given before a pilot may be transferred from one operational base to another. The Contractor shall also have a sufficient reserve of pilots familiar with the Programme Operations resident at each base and permanently available to ensure the continual operation of the total number of Aircraft. c) In the event that the number of available pilots is less than the number of Aircraft required under the Contract, the number of aircraft considered to be available shall be correspondingly reduced for the purposes of the application of paragraphs 19.4 a) and b). However, if the Contractor otherwise has a sufficient number of pilots stationed in the Special Intervention Zone and Bioko island but, because of accidents or illnesses, an insufficient a -24- number at any one time are available for work, the Contractor shall be entitled to utilize the project managers as pilot, provided the project manager is qualif,red as pilot in accordance with the terms of the Contract, for up to nine (9) days in order to avoid a reduction of guaranteed hours or the payment of liquidated damages, provided however that on the expiration (such nine day period, paragraph 19.4 b) shall take effect without reference to the 48 hour period referred to therein. d) The Contractor shall ensure that he has suffrcient engineers in the Special Intervention Zone and Bioko island to staff the operational bases. 12.12 Missions and Flisht Reports a) The Organization shall conduct weekly briefings in each operational base- and all available pilots and Contractor's management staff shall attend. Engineers and other support staff should be encouraged to attend these briefings. b) The Contractor will ensure that missions are carried out in accordance with the flight authorization, approved by the Director. Any changes made without the prior approval of the Director will, not be compensated by the Organization. c) Flying missions may require several days away from either of the aeial bases. During these missions, stop-overs will often be necessary overnight in remote places with the bare minimum of available facilities. d) In order to maximize the effectiveness of the Operations, the Contractor shall retain pilots on the same circuit for a minimum of three weeks of treatment. e) The pilot shall be responsible for overseeing the proper loading and refuelling of his aircraft before commencing any mission and at intermediate refuelling points. 0 Each pilot shall have ultimate responsibility for the safe operation of his aircraft with regard to flight conditions, airworthiness of the aircraft and loading. g) A daily flight report shall be prepared by each pilot for all flights undertaken whether maintenance, non-revenue or revenue, copies of which shall be provided to the Director. t I-25- h) On the completion of a mission each pilot shall attend a de-briefing with Programme staff, during which flight reports, treatment data, etc, will be discussed. i ) Smoking inside the aircraft is not permitted when there is an observer on board. 13. PRIVILEGES AND IMMTJNITIES 13.1 Customs duties The Contractor and his personnel shall be entitled to such privileges and immunities as are granted in Appendix I of the Memorandum of Agreement on the Onchocerciasis Control Programme, in force as of I January 1992, according to which the Government of the Participating Countries have agreed to waive or defray any customs duties on the equipment and materials imported for the purposes of the Programme. This waiver also applies to personal effects for only the first six months after the entry of personnel used for the Operations and such personnel's family, to the Programme area. Such personal effects shall be shipped separately from aircraft spare parts and shall be solely for the use of such personnel and their immediate families. 13.2 Contracttermination Articles imported by the Contractor on a duty-free basis which have not been destroyed, consumed, used or incorporated in the Operations may be re-exported freely by the Contractor who imported them or, otherwise, by the Contractor who acquired them with the express authorization of the Organization, provided that said re-exportation shall be effected within six months following the termination of the Contract. If not re-exported within six months, the contractor or the buyer, of said articles, shall pay the required duties. 14. MATERIALS, EQUIPMENT AND UTILITIES l4.l Contractor's responsibility Unless otherwise provided for in this Invitation to Bid, the Contractor shall furnish all equipment and materials, excluding larvicides and fuel, required for performance of the Operations. All such equipment and materials shall comply with the requirements of the Contract. -26- 14.2 Advance list In order to be entitled to the exemption referred to in paragraph 13.1, the Contractor shall present to the Director in advance, a detailed list of all articles he intends to import under this exemption. He shall indicate the place of origin of these articles, method of transport and price. If this list is approved by the Director, he shall take the necessary steps to obtain the exemption from the appropriate authorities. If the Contractor's request is not approved, in part or in whole, the Director shall communicate this information in writing to the Contractor, in order that the list may be amended as appropriate. 14.3 Restrictions on use Articles imported by the Contractor on a duty-free basis as per paragraph 13.1 may not be used, even provisionally, for any purpose other than that required by the Programme. Consequently, the Contractor shall not sell, loan or otherwise assign the ownership, possession or use of these articles within the Participating Countries for any reason, including termination or rescission of the Contract, unless he has first complied with all entry permits, taxes, and duties which, but for this Contract, would have been required. 14.4 Local facilities With the exception of those facilities specified in paragraph 10.1 a), the Contractor shall make provision for the supply and payment of all local facilities including water, power, lighting, telegraph, telex and telephone services required for the proper performance of all work under the Contract. 14.5 Damase The Organization shall not be responsible for loss (including through theft) of or damage to aircraft, equipment and materials for which the Contractor shall acquire insurance as he considers necessary. 14.6 Kara well and numn At the operational base at Kara, Togo, where no domestic services are available, the Organization has installed a well and pump for water and a 25 KVA generator for electricity' The Contractor shall operate these facilities and perform all maintenance and repair work on them at his own expense. In the event of a breakdown, it shall be the Contractor's responsibility to provide an interim alternative source of water and/or electricity at his own expense and to -27 - effect repairs/replacement of the Organization installed facilities. Upon termination of the Contract, said facilities shall be returned to the Organization in the same condition as at the commencement of this Contract, reasonable wear and tear excepted. 15. PROTECTION OF PERSONS AND PROPERTY 15.1 Satetv The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and safety programmes in connection with the Operations. He shall establish and maintain all reasonable safeguards to prevent damage, death, injury or loss, for whatever cause, to all of his employees and all other persons having contact with the Operations, as well as all property, equipment and materials under the care, custody or control of the Contractor, including larvicide and fuel provided by the Organization. The Contractor shall designate a responsible employee in the Programme area whose duty is prevention of accidents. 15.2 Compliance with laws The Contractor shall comply with all applicable laws, ordinances, rules, regulations and orders of any relevant public authority having jurisdiction in the Programme area. 15.3 Hazardous materials The Contractor shall exercise the utmost care in the use or storage of flammable or other hazardous materials or equipment. 15.4 Responsibilitv for loss Except for damage or loss solely and directly caused by the acts or omissions of the Organization, all damage to or loss of any property, including fuel and larvicide, whatever the cause of such damage or loss may be, relating to or arising from the Contractor's perfornance hereunder, shall be remedied or reimbursed, as the case may be, by the Contractor. The Contractor shall reimburse the Organization for the cost of all larvicide and fuel lost as a result of accidents to the Aircraft, as well as accidents to, or in the use of, or defects in, the spray equipment. The Contractor shall also reimburse the cost of larvicide dispersed in excess of the 5 %o acctracy margin specified in paragraphs 6.4 n). -28 - 15.5 Contractorrsindemnitv Contractor agrees to indemnify the Organization and to hold it harmless from all losses, costs and expenses, consequently, directly or indirectly incurred (including legal omission in his performance of this Contract. 16. INSURANCE 16.1 Requiredinsurance At all times during the term of the Contract, the Contractor shall acquire and maintain in full force and effect, at his own expense, the insurances listed below, evidenced by Certificates of Insurance submitted to the Organization prior to the arrival of the Aircraft in the Programme area. a) Comprehensive Third Party liability Insurance on an occurrence basis, with single-limit coverage for personal and bodily injury and property damage of at least A Z OOO 000 (two million United States Dollars) per occurrence. in which the Organiz ation is a named assured and the personnel of the Organization, whether or not as passengers, are treated as third parties. b) Personal Accidents lnsurance for the Operations staff (pilots, engineers) of the Contractor according to the customary scale. c) lnsurance to cover all Aircraft passengers, including personnel of the Organization, as required by the Warsaw Convention and as modified by the Hague Convention. d) lnsurance against loss of, or damage to, equipment and property (including larvicide and fuel) belonging to the Organization and/or its personnel whilst carried on the Aircraft for a minimum of US$ 30 000 (thirty thousand United States Dollars) per occurrence. e) Chemical Third Party liability Insurance for a minimum of A :OO 000 (three hundred thousand United States Dollars). 0 All risks property coverage insurance for all property in Contractor's custody or control pursuant to this Contract, to protect Contractor and the Organization against loss due to fire, other perils, vandalism, malicious mischief and theft, on a replacement cost basis. -29 - 16.2 General All insurance required herein shall be obtained from a reputable company or companies satisfactory to the Organization and the policies shall be subject to the approval of the Organization. The amounts of insurance coverage provided herein may be increased by the Organization from time to time, in its reasonable discretion, upon notice to the Contractor. The Contractor shall cause any such required increase to be placed in effect not later than 30 days following Contractor's receipt of notice of such increase. Reasonable increases in premiums, caused by such required increase in insurance, shall be at the expense of the Organization. 17. SUBMITTALS AND REPORTS 17.l Lansuase All submittals and correspondence shall be in either the English or French language 17.2 Schedule and plan Within thirty days from the signing of the Contract, the Contractor shall submit to the Director for his approval a delivery schedule and plan showing the order of procedure and method by which he proposes to position the Aircraft and equipment in the Programme area and to perform the Operations and shall, whenever required, furnish additional particulars in writing of his alrangements for the performance of the Operations. The submission to and approval by the Director of such plan, schedule or particulars shall not relieve the Contractor of any of his duties or responsibilities under the Contract. 17.3 Revised schedules Any revised progress and delivery schedules requested by the Director shall be submitted for approval within fourteen days. Such revised schedules will be substituted for previous schedules after approval. 17.4 Proiect manaserrs monthlv report Five copies of the Project Manager's monthly report, in accordance with an approved format, shall be submitted to the Director not, later than the eighth day of the following month. This monthly report shall have individual sections written by each base manager and by the release equipment engineer. The Contractor shall provide at the Director's request any other reports which the Director may require. -30- 17.5 Field visit and contract review meetinss The Contractor's senior management shall make field visits to the Programme area at least twice yearly at the Contractor's expense. Contract Review meetings between the Contractor and the Organization shall also be held at least twice yearly at mutually agreed venues, the minutes of which will be approved by the parties concerned. 18. BONDS 18.1 Form All bonds, the cost of which will be bome by the Contractor. shall be in the form of certified bank cheque or a policy or bond from an approved insurance company, all negotiable in freely convertible culrency in Switzerland. 18.2 Bid Bond a) The Bidder shall fumish a -Bid Bond in an amount equal to at least ten per cent (10%' of the total Base Price. The Base Price shall equal the Contractor's cost per flight hour for each Core Helicopter times the number of hours guaranteed for each in paragraph 4.2. Such BK Bond will be retumed to all qualified Bidders not later than forty-five (45) calendar days after the Organization and the successful Bidder have signed the Contract, or all Bids are rejected. b) Failure or refusal by the successful Bidder to enter into a Contract with the Organization within thirty (30) calendar days after that Bidder has been notified of his selection by the Organization shall result in the forfeiture and liquidation of the Bid Bond. 18.3 Performance Bond and Pavment Bond Residual Aerial Operations The Performance and Payment Bonds for the residual Aerial Spraying Operations during the period from 1 January 2003 to 31 December 2005 are reduced to 5 (five) percent of the Base Price and l0 (ten) percent of the Base Price, respectively. For the purpose of determining the Bonds for the aforesaid residual Aerial Spraying Operations, the Base Price shall equal the Contractor's cost per flight hour for the Core Helicopter referred to in this article II (A) times the number of hours guaranteed for this Core Helicopter during the period I January 2003 to 31 December 2005. - 31 - For the aforesaid residual Aerial Spraying Operations, during the period from I January 2003 to 3l December 2005, the following Articles of the Contract are hereby amended, as follows: Additional Aerial Snra s Operations for APOC The Performance and Payrnent Bonds for the additional Aerial Spraying Operations for APOC during the years 2003 and 2004 are reduced to 5 (five) percent of the Base Price and 10 (ten) percent of the Base Price, respectively. For the purpose of determining the Bonds for the aforesaid additional Aerial Spraying Operations for APOC, the Base Price shall equal the Contractor's cost per flight hour for the Core Helicopter referred to in this article III (A) times the number of hours guaranteed for this Core Helicopter during the years 2003 and2004. For the years 2003 and 2004, the following Articles of the Contract are hereby amended, as follows (as separate and cumulative amendments to the amendments for the residual Aerial Spraying Operations referred to in article II (A) above): 19. FINANCIAL ARRANGEMENTS Residual Aerial Operations 19.1 Pavments a) During the period from I January 2003 to 31 December 2005, the Organization agrees to pay the Contractor for the flight hours guaranteed by it for the residual Aerial Spraying Operations, an amount of US$ 1225 (one thousand two hundred twenty five United States dollars) per hour, in accordance with Article 19 of the Invitation to Bid and the Payment Schedule attached to this Agreement as Annex 3. For the period I January 2003 to 3l December 2005, the foregoing amounts to a total sum of US$ 2.337.300 (two million three hundred thirty seven thousand three hundred United States dollars), representing 1908 (one thousand nine hundred and eight) guaranteed flight hours. b) Flight hours in excess of the aforementioned guaranteed hours shall be remunerated at the same rate as provided above, in accordance with the Invitation to Bid. c) For the period from I January 2003 to 31 December 2005, the Schedule of Payments attached to the Contract as annex I is - in so far as the abovementioned residual Aerial Spraying Operation are concemed - replaced by Annex 3 attached to this Agreement. -32- d) Subject to the need for continued residual Aerial Spraying Operations beyond 3l December 2005, and the availability of funds, the Organization shall have the option (but not to the obligation) to extend this Agreement with respect to the residual Aerial Spraying Operations referred to in article II (A) above for two additional periods of one year each. In the event, and for as long as, the Organization exercises the above mentioned option, the Contractor agrees to continue conducting the residual Aerial Spraying Operations in the Special Intervention Zone described in Annex 1 for fifty three (53) guaranteed flight hours per month, on the same terms and conditions as those described in article II (A) above, except that the price per helicopter flight hour (US$ 1225) shall be adjusted upwards or downwards to reflect increases and/or decreases in costs directly incurred by the Contractor in conducting the aforesaid continued residual Aerial Spraying Operations, or stay the same if no such increases or decreases have occurred. The Contractor shall provide supporting documentation adequately justifying the proposed pricing structure, which shall be subject to audit (on a confidential basis) by a firm of independent auditors appointed by the Organization and acceptable to the Contractor (acceptance not to be unreasonably withheld). The audit result shall be limited to a conclusion whether or not the price of US$ 1225 needs to be adjusted, and if so, what adjustment is required to reflect the aforesaid increases and/or decreases in costs. The parties shall be bound by the audit result. The cost of the audit shall be shared equally between the parties. Additional Aerial Sprayins Onerations for APOC a) During the years 2003 and 2004, the Organization agrees to pay the Contractor for the flight hours guaranteed by it for the additional Aerial Spraying Operations for APOC, an amount of US$ 1225 (one thousand two hundred twenty five United States dollars) per hour, in accordance with Article 19 of the lnvitation to Bid and the Payment Schedule attached to this Agreement as Annex 4. For the years 2003 and 2004, the foregoing amounts to a total sum of US$ 661.500 (six hundred sixty one thousand five hundred United States dollars), representing 540 (five hundred and forty) guaranteed flight hours. b) Flight hours in excess of the aforementioned guaranteed hours shall be remunerated at the same rate as provided above in accordance with the tnvitation to Bid. -33- c) For the years 2003 and 2004, the Schedule of Payments attached to the Contract as annex I is replaced by Annex 4 attached to this Agreement. In addition to the requirements set forth in article III (A) above, the Contractor shall, during the years 2003 and2004, provide one fully serviceable fixed wing aircraft (Cessna), with crew and full support as provided above, to transport - at WHO's request and in accordance with WHO's instructions - WHO's material and personnel between the base in Kara, Togo and the area described in Annex 2 attached hereto, for sixty flight hours per year, against payment of an amount of US$ 300 (three hundred US dollars) per flight hour. 19.2 Positionine and depositionins charses The Contractor shall be responsible for the charges involved in positioning and depositioning of all Aircraft under this Contract. 19.3 MobilizationDavment a) A one time mobilization payment shall be made upon the request of the Contractor as a recoverable advance on payments due hereunder, not to exceed l0 % of the Base Price. to be used solely for actual start-up expenditures by the Contractor in connection with any or all of the following: O Purchase of equipment for the performance of the Operations; (ii) The cost of transportation to the Programme area of aircraft and equipment, including spare parts, required for the performance of the Operations when delivered to the Programme area; (iii) Travel of personnel to be employed in the Programme area from point of hire to the place of employment. b) The mobilization payment shall be made after approval by the Organization of the details of the anticipated costs and submission by the Contractor of such documentary evidence as the Organization may require. c) The total mobilization payment shall be recovered by the Organization by equal monthly deductions from the payments referred to in paragraph 19.1 f) for up to twelve months of Operations. If the Contract shall terminate prior to the repayment of the mobilization payment, in addition to any other rights and remedies available to the Organization, it shall be -34- immediately entitled to the balance of the mobilization payment with, in the event of termination by the Organization for cause, interest from the date of payment. 19.4 liquidatedDamaees a) Operations shall commence on I January 2003 as indicated in Section 3. Supplementary Helicopters must be in position on the dates specified in the course of the Contract. In the event that the actual starting date for any Contract Aircraft is later than the required starting date, damage to the Programme will be substantial but difficult to calculate. Consequently, the Contractor agrees to pay as liquidated damages, the sum of A Z OOO (t'wo thousand United States Dollars) for each day of delay for each Contract Aircraft so delayed, except when such delays are due to Force Majeure, and the number of guaranteed flight hours shall be reduced on a pro-rata basis for each day of delay. b) Any Contract Aircraft or item of equipment which may be out of operation for any reason shall immediately be repaired or equipped with a replacement crew, as the case may be, or be replaced immediately by the spare aircraft or, if the latter is already in use, within a maximum of 48 hours by an acceptable substitute at no additional cost in order that there be no intemrption in scheduled activities. The importance of this cannot be overstressed as any appreciable lapse in the treatment schedules could have serious consequences and jeopardize the success of the whole operation. In the event that a Contract Aircraft continues being non- operational (e.g. breakdown, equipment not functioning or missing, no suitable qualified crew available), the number of guaranteed flight hours will be reduced on a pro-rata basis for each day of delay after the initial 48 hours. After an additional five day non -operational period (i.e. 7 days from date of aircraft going out of service) liquidated damages of US$ 2 000 (two thousand United States Dollars) per non-operational Aircraft per day shall also be due to the Organization from the Contractor. 19.5 Other damaaes a) In the event treatment missions are not carried out as authorized and/or to the satisfaction of the Director due to negligence, malfunction of equipment, breakdown or otherwise, they will be deemed as non-revenue. The need for repetition of treatment missions may jeopardize the overall success of the Operations and in the event of recurring unacceptable performance the Organization may make such arrangements as it sees fit to ensure the satisfactory execution of the treatment missions, including. in the Organization's sole I-35- discretion, forfeiture and liquidation of the Performance Bond, without prejudice to any other remedy available to the Organization in the event of default. b) Quantities of larvicide and fuel lost as a result of malfunctioning of equipment or of error by the Contractor's staff will be charged to the Contractor. 20. SUBCONTRACTING 20.1 Permittedsubcontractine With the approval of the Organization, the Contractor may retain the services of not more than one subcontractor to assist him in fulfilling his responsibilities under the Contract. All subconhactual agreements between the Contractor and his subcontractor shall be submitted to the Organization for prior approval. Copies of all subcontractual agreements with the subcontractor shall be filed with the Organization when signing the Contract, or at the time such subcontracfual agreements are concluded between the Contractor and such subcontractor. 20.2 Contractorrs responsibilitv Nothing contained in such subcontractual agreements shall relieve the Contractor of any of his obligations to the Organization. Any obligation of the Contractor provided for in the Contract shall apply equally to the subcontractor and the Contractor shall save the Organization harmless from any consequences of acts or omissions on the part of any such subcontractor. 2I VARIATIONS 2l.l Change in orders Without in any way vitiating or invalidating the Contract, the Director may order any changes in the matters within the general scope of the Contract which in his opinion are necessary. For that purpose, the Organization may order the Contractor to do any of the following: a) lncrease or decrease the quantity of any work included in the Contract; b) Omit any such work; c) Change the character or quality or kind of any such work. 21.2 Change order proviso The terms and time for completion of the Contract may be adjusted by mutual agreement, provided that: a) Total monies payable under the Contract shall not be reduced below the cost of the total number of hours originally guaranteed by the Organization- and b) The cost per L-36- flight hour for the provision of any additional aircraft required as a result of such changes shall be the same as that charged for such aircraft in the original Contract. 21.3 Writine required All such changes shall be made in writing by Change Order and shall be executed under the applicable conditions of the Contract. 22. OBLIGATIONS OF CONTRACTOR 22,1 General a) The Contract is specifically for the Programme and special conditions, as referred to in Section 13, have been allowed by the Participating Governments in order to carry out the Operations. Consequently the Contractor is not allowed to utilize materials, equipment or personnel assigned to the Operations or to undertake or negotiate any revenue flying with the Aircrafts assigned to the Operations, for any purposes other than the performance of Contractor's obligations hereunder. b) The Contractor shall give all notices and comply with all laws, ordinances, rules, regulations, and orders of any public authority, bearing on the performance of the Operations. If the Contractor does not comply with these requirements he shall assume full responsibility therefor and shall bear all costs attributable thereto. c) The Contractor shall Dot assign, sublet, sell, transfer, or otherwise dispose of the Contract or any portion thereof, or his right, title or interest therein, or his obligation thereunder, without the prior written consent of the Organization. d) No action shall be taken by the Contractor which may interfere with, weaken or diminish the ability of the Organization to act as the Executing Agency for the Programme or that may interfere in any way with the successful execution of the Programme. No direct contact shall be made by the Contractor with governmental authorities of the Participating Countries on matters related to the Operations without the full knowledge and consent of the Director. e) The Contractor shall provide all necessary supervision during the execution of the Contract. Approval of the Contractor's project or base manager may be withdrawn by the -37 - Director at any time, and in such case the Contractor shall, as soon as practicable and in no case later than thirty (30) days of receiving written notification of withdrawal, remove him from the Operations and shall replace him by another manager acceptable to and approved by the Organization. A removed Contractor's representative shall not be employed again on the Operations in any capacity. f) The Contractor shall provide equipment and materials and shall execute the Operations in strict accordance with the requirements of the Contract to the satisfaction of the Director and shall comply with and adhere strictly to the Director's instructions and directions oil any matter concerning the Operations; the Contractor shall take Instructions and directions from the Director only. g) The Contractor shall maintain adequate books and records in connection with the performance of the Contract and shall make them available for inspection to the Organization on request, for up to two years after the expiration of the contract. h) All information gathered under, or during the execution of, the Contract and all reports and recommendations hereunder shall be treated by the Contractor as confidential and shall not, without the prior written approval of the Organization, be made available to ally person, party or government other than the Organization, except as otherwise expressly provided in the Contract. D The Contractor shall be responsible for the prompt payment of all persons who perform labour or furnish services, materials, equipment, supplies or other items (including, but not limited to, items consumed, such as power, water and fuel) used or to be used ro tile performance of the work called for by the Contract, and the Contractor shall defend, protect and hold harmless the Organization from and against all liens, claims, suits and actions for such labour, services, materials, equipment or other items. The Contractor agrees that if he falls to pay such creditors, each unpaid person, natural or juridical shall have justifiable reason for action against the Contractor. j) Unless otherwise specified in the Contract the Contractor shall obtain and pay for all permits, fees, royalties, and licences necessary for the proper execution and completion of the Operations. -38- k) Failure to enforce any of the provisions of this Contract by the Organization shall not constitute a waiver of rights or a waiver of any subsequent enforcement of this Contract by the Organization. 22.2 Existinsconditions The Contractor shall promptly notify the Director in writing of conditions in the Programme area of an unusual nature differing materially from those ordinarily encountered and generally recognized as inherent in operations of the character provided for in the Contract and differing materially from those in effect at the time of submission of his Bid. The Director shall investigate the conditions, and if he finds that such conditions do so materially differ, and cause an increase or decrease in the Contractor's cost of. or time required for, performance of the Contract or part thereof, an equitable adjustment shall be made, and the Contract modified in writing accordingly. Any claim of the Contractor for adjustment hereunder shall not be allowed, unless he has given due written notice as required above. 22.3 Aerial operations The Contractor alone shall be responsible for the operation, maintenance, safety, efficiency and adequacy of the Aircraft, equipment and methods, and for any damages which result from their failure or their improper construction, maintenance or operation. If at any time the Contractor's Aircraft, equipment, methods or staff appear to the Director to be inefficient or inadequate for securing the quality of work required, or the rate of progress required in order to complete each part of the Operations in the time stipulated in the Contract, the Director may order the Contractor to increase the efficiency and/or upgrade quality, and the Contractor shall immediately comply with such orders at no additional expense to the Organization. Neither, the making of such demands nor the failure of the Director to make such demands shall relieve the Contractor of his obligation to secure the safe conduct of the Operations, the quality of the work required, and the rate of progress required in order to complete the Operations. 22.4 Workins areas a) All operations of the Contractor, including storage of materials, shall be limited to areas authorized or approved by-the Organization. The Contractor shall be liable for any and all damage caused by him to the Organizati on's premises. The Contractor shall indemnify and t-39- hold the Organization harmless from liability of any nature or kind arising from any use, trespass or damage occasioned by his operations on premises of a third party. b) Temporary buildings (storage sheds, hangars, offices, etc.) may be erected by the Contractor only with the approval of the Director and the Government concerned, and shall be built with labour and materials furnished by the Contractor without expense to the Organization. Such temporary buildings shall remain the property of the Contractor and shall be removed by him at his expense upon the completion of the Contract, unless otherwise specified. c) The Contractor shall at all timesduring the progress of the Operations keep his working areas, including storage areas used by him, free from accumulation of waste matter, used oils and rubbish. Cleaning of these areas shall be performed regularly and removal of waste matter, used oils, empty drums or rubbish shall be performed at least once a week, and in such a manner as to protect the environment. d) The Director shall have reasonable access to the operating areas, the equipment and to all workshops and places where work is being performed, as well as to aircraft logbooks or other documents related to the Operations, and the Contractor shall afford every facility for, and every assistance in, obtaining such access. 23. LIABILITY WITH RESPECT TO CLAIMS 23.1 Contractorrsindemnitv The Contractor shall indemnify and hold the Organization harmless from and against any and all responsibilities, claims, demands and losses, including the costs, fees and expenses in connection therewith or incident thereto for (a) any death or injury to his employees and third parties, and (b) any loss of, damage to, or destruction of any property of his employees and third parties, arising out of, or in any way connected with, the performance of the work and services of the Contractor under the Contract, except to the extent directly and solely caused by actions of the Organization. 23.2 Third partv claims The Organization may, where in its opinion the successful performance of the Operations or the reputation of the Organization might be prejudiced, have recourse to the Payment Bond to t-40- honour the third party claims brought against the Contractor if these claims are connected with materials or services provided under the Contract and if, after consultation with the Contractor, the Organization is satisfied that such claims have been or may become the subject of a judgement, injunction or similar court order. 23.3 Third partv coverase For the purposes of this section the term "third party" shall be deemed to include, inter alia, officials, employees, experts and other representatives of the United Nations and its Specialized Agencies and of Governments participating in or associated with the performance of the Operations as well as any person or entity perfuming services for or supplying goods to the Contractor. For the purposes of insurance coverage, such persons shall continue to be considered as third parties notwithstanding that they may travel as passengers in any of the Contractor's aircraft. 24. FORCE MAJEURE 24.1 General To the extent that the Contractor is delayed in or prevented from fulfilling his obligations under the Contract by reason of circumstances beyond his control, including strikes, civil commotion, Act of God, war or hostilities, acts of governments, embargoes or other import or export restrictions or any other circumstances beyond his control, then the Contractor shall immediately so notify the Director and he shall be relieved of his obligations under this Contract for so long as such circumstances shall prevail. 24.2 Contracttermination Notwithstanding the foregoing, if the Contractor is delayed or prevented from fulfilling his obligations for a period of 60 days, as a result of force majeure as described in paragraph24.l, the Organization shall have the right to terminate the Contract immediately upon the giving of a notice to that effect to the Contractor. -4t- 25. TERMINATION OF THE CONTRACT 25.1 Contractor'srisht The Contractor shall be entitled to terminate the Contract only upon 30 days priol written notice of default in the event the Organization fails to pay the Contractor any amouni due under the terms of the Contract within sixty (60) days after valid submission of request for payment. The Organization shall be deemed to have made payment on the date it instructs it,, bankers to effect a payment transfer. Upon expiration of the notice period, the Contractor shall with all reasonable dispatch, remove all his personnel and equipment from the area. In the event of such termination, the Organization shall be under the same obligations to the Contractor in regard to payment, as if the Contract had been terminated under the provision o, paragraph25.3. Nothing contained in this clause shall prejudice the right of the Contractor to exercise, either in lieu of or in addition to any other rights or remedies to which the Contractor may be entitled under the Contract. 25.2 Orsanization'sright a) Subject to the provisions of Section 24, the Organization shall have the right to terminate the Contract, at any time hereunder, in the event of non-compliance on the part of the Contractor with his obligations under the Contract. by giving seven (7) days' notice in writing to this effect to the Contractor. During this period, the Contractor shall not initiate any new activity under the Contract unless requested by the Director and shall complete actions already commenced as directed by the Organization. b) In the event of termination due to Contractor's default, the Organizationshall attempt to mitigate its damages by initiating or completing the Operations as herein specified either b, contracting the whole work or the faulty or remaining part thereof. Any losses suffered and any additional expenses incurred by the Organization in so doing shall be charged against the Performance Bond or against the Contractor, or both, in the event the losses suffered and expenses incurred exceed the value of the Performance Bond. 25.3 Notice of termination Even in the absence of default by the Contractor, the perfornance of Operations under the Contract may be terminated by the Organization in whole or in part, at any time. Such termination shall be effected by a written "Notice of Termination", delivered to the Contractor -42- which will specify the date of termination of the Contract. Upon receipt of the "Notice of Termination", and except as otherwise directed by the Organization, the Contractor shall: a) Stop Operations under the Contract on the date specified in the "Notice of Termination" b) Complete any such Operations under the Contract which shall not have been terminated by the "Notice of Termination"; c) Place no further orders or subcontracts for materials, services or facilities, except for such Operations as have not been terminated; d) Terminate all orders and subcontracts to the extent that they relate to the Operations terminated by the "Notice of Termination"; e) Assign to the Organization in the manner, at the time, and to the extent directed by the Organization, all the rights, title and interest of the Contractor under the orders and subcontracts so terminated and the Organization shall have the right, at its discretion, to settle or pay all claims arising from the termination of such orders and subcontracts: D Settle all outstanding claims or liabilities resulting from the termination of orders and subcontracts, with the approval of the Organization and to the extent the Organization may require; g) Take such action as may be necessary, or as the Director may direct, for the protection and preservation of the property related to the Contract which is in the possession of the Contractor and in which the Organizationhas or may acquire an interest. 25.4 Termination claim After the receipt of the "Notice of Termination" referred to in paragraph 25.3, the Contractor shall submit to the Organization his termination claim, in the form and with the certification required by the Organization ("Termination Claim"). The Termination Claim shall be submitted promptly, but in no event later than six months after the effective date of termination, unless such period is extended by the Organization upon written request by the Contractor. A Termination Claim shall be composed of: !-43- a) An amount equal to the monies originally guaranteed by the Organization pro-rated up to the date of termination less the amount of payments already made, and less any mobilization payment still outstanding, if any plus, b) An amount equal to the relevant cost per flight hour times the number of actual flight hours flown in excess of guaranteed hours pro-rated up to the date of termination, plus c) Any additional charges approved by the Organization In the event the Contractor and the Organization fail to agree upon the amount to be paid to the Contractor by reason of termination, the amount, if an , due shall be determined in y accordance with the conciliation or arbitration rules to be agreed upon between the parties at the time of sighing the Contract. 26. BIM 26.1 Lansuase The Invitation to Bid is in English only. However, the Bidder's proposals shall be submitted in either the English or French language and all correspondence between the Contractor and Organization shall be in either the English or French language. The annexed documents (Sheets I to 19) and the contract Agreement are also being presented in English only. 26.2 Submission a) By the act of submitting a Bid for performance of the Operations, the Contractor acknowledges that he has visited the Programme area, attended the complete briefing sessions organized' by the Director and satisfied himself as to the nature and location of the Operations, the general and local conditions, including but not restricted to those bearing upon train sportation, disposal, handling and storage of materials, availability of labour, water, electric power roads and uncertainties of weather, physical, conditions in the Programme area, the conditions of the airports and airstrips, the character of equipment and facilities needed preliminary to and during conduct of the Operations. The Contractor further acknowledges that he has satisfied himself as to the character, quality and quantity of obstacles to be encountered insofar as this information is reasonably ascertainable from an inspection of the programme area, as well as from information presented by this Invitation to Bid and other documents which will be made a part of the Contract. Any failure by the Contractor to acquaint himself t II -44- with the available information shall not relieve him from responsibility for estimating properly the difficulty or cost of successfully performing the Operations. The Organization assumes no responsibility for any conclusions or interpretations made by the Contractor on the basis of the information made available by the Organization. The Organization also assumes no responsibility for any understanding or representation made by its officers or agents during or prior to the execution of the Contract, unless such understanding or representation is expressly stated in the Contract and the Contract expressly provides that the responsibility therefore is assumed by the Organization. b) In order to be considered each proposal must be accompanied by a bid Bond in accordance with paragraph 18.2, as assurance that the Bid has been made in good faith. The Bid submission shall also, as a prerequisite for consideration, include scale plans giving precise details of the application equipment suitable for the types of helicopters offered; together with detailed specifications of the functional components (mechanical, electrical and electronic) proposed to be used, and a time-table for their development. c) Bids shall be dispatched in two envelopes, one inside the other. The exterior plain envelope'shall be addressed to: liaison Officer Onchocerciasis Control Programme World Health Organization Avenue Appia 121 1 Geneva 27 Switzerland and labelled: "Bid for aerial operations. Onchocerciasis Control Programme" The inside plain envelope must be sealed and labelled as follows: "Bid for aeial operatiolls. Onchocerciasis Control Programme. SUBMISSION TO BE OPENED ONLY BY THE CONTRACT REVIEW COMMITTEE''. d) Offers shall be accompanied by a Bid conforming to the model annexed to this document in which the Bidders will undertake to carry out the Operations for the sum they propose and according to the terms and conditions set out in this Invitation to Bid. Prices shall be quoted either in national currencies or in US Dollars. A separate Bid shall be made in respect of each type of aircraft offered. -45- In addition, offers shall be accompanied by the following. Bidder's questionnaire form (Sheet 8) completed. Bidder's qualifications form (Sheets 9 to l9) completed. f) The deadline forthe receipt of Bids at WHO Headquarters, Geneva, is 12 noon on 24 May 1995. 26.3 Openine and Consideration a) All Bids received by 12 noon on 24 May 1995 shall be opened publicly by the organization at wHo Headquarters, Geneva, at2 p.m. oD 26 May 1995. b) For the purposes of comparing Bids, conversions of prices into United States Dollars shall be made in accordance with the United Nations Operation Rates of Exchange ruling In effect on the date of the Bid opening. c) The prices quoted shall be frrm for a period of 120 days from the date of opening d) This Invitation shall not be construed as an offer to make a Contract with the Bidder whose Bid is the lowest or with any Bidder at all. If and when a firm is selected by the Organization, a Contract shall be concluded between the Organization and the successful Bidder. Such Contract shall be the sole legal instrument governing the execution of the Operations described in this Invitation. No oral stipulation and none of the terms and conditions of the successful Bidder shall consequently be binding upon the parties unless it be confirmed writing and expressly declared to form apartof the Contract documents. e) The Bidders shall be informed of the Commiffee's decisions as quickly as possible. f) It should be noted that acceptance of a Bid by the Organization shall not constitute any implied commitment by the Organization for any further work of the same or of a similar nature under this Programme. g) A Bid will be considered only from those Bidders who have been fully represented at the Director's briefing session in the Programme area. I f i; t .j, t Ile) tt -46- h) If a Bid does not substantially conform to the specifications or contains reservations or is not otherwise substantially responsive to the Bidding documents, it rejected. be i) The dispatch of the invitation to tender or any other process of pre-selection utilized by the Organization to facilitate its evaluation of the Bids, is for the Organization's convenience only and shall not Imply any acceptance or acknowledgement of a Bidder's capability or suitability to undertake the Operations. The final selection of Contractor will not be on price alone, but will be on the basis of the best overall value in terms of managerial, technical and equipment suitability in relation to the total cost to the Organization. The Oroanization's decision is final. By submitting a Bid each Bidder acknowledges that he understands and accepts the foregoing. 27. MISCETL4NEOUS 27.1 Benefit of parties All of the terms and provisions of the Contract shall be binding upon and inure to the benefit of the parties and their respective successors and assigns. The Contractor may Dot assign his rights and obligations to a third party without the written consent of the Organization. 27.2 Captions The captions of the Sections and paragraphs of this Invitation to Bid are solely for convenient reference and shall not be deemed to affect the meaning or interpretation of any paragraph thereof. a