Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas — Lifting Education Access and Resilience in times of Need in Ukraine Program

Invitation for Proposals (Consulting Services) UKRAINE Project: Lifting Education Access and Resilience in times of Need in Ukraine (LEARN) Project Grant no.: TF0D0612 Name of the Contract: Consulting Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas Contract number: LEARN -ECE-1.2-FSF Ukraine received the Grant No. TF0D0612 from the International Bank for Reconstruction and Development (IBRD) in US dollars to finance the Ukraine Improving Higher Education for Results Project and intends to use part of the funds to make payments under the Contract No. LEARN -ECE-1.2-FSF " Consulting Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas " . The Ministry of Education and Science of Ukraine invites eligible participants (Consultant; Participant) to submit sealed proposals for the provision of the following services: Consulting Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas (“Services”). Detailed information about the Services is provided in the Terms of Reference (Section 7) of the Request for Proposals. The selection of Consultant will be carried out through Quality and Cost-based Selection (QCBS) based on a simplified technical proposal as specified in the Request for Proposals, in accordance with the World Bank’s “Procurement Regulations for IPF Borrowers”, as revised in September 2025, available at the link www.worldbank.org The expected duration of the provision of services is 13 (thirteen) months from the date of signing the contract. IBRD requires compliance with the Bank's Anti-Corruption Guidelines and its applicable sanctions policies and procedures, as outlined in the World Bank Group Sanctions Framework. In further compliance with this policy, Bidders shall permit and require their agents (whether declared or not), subcontractors, sub-consultants, service providers, suppliers and personnel to permit the Bank to inspect all invoices, records and other documents relating to the request for quotations and execution of the contract (in case of award), as well as for their verification by auditors appointed by the Bank. The attention of interested Consultants is drawn to Section III, paragraphs, 3.14, 3.16, and 3.17 of the World Bank’s “Procurement Regulations for IPF Borrowers” September 2025, setting forth the World Bank’s policy on conflict of interest. The technical proposals of the consultants will be evaluated in two parts. The following are the mandatory criteria that the consultants must meet. Technical proposals of consultants that do not meet the criteria listed below will not be evaluated and the proposal will be rejected: 1. Core Business and Years in Operation 1.1 Minimum of 7 (seven) years of operational experience in areas relevant to this assignment, including but not limited to education sector reform, capacity building, public sector advisory, training program development and delivery, and/or system-level planning in education (preferably early childhood or general education). In the case of a JV, at least one member must have at least seven (7) years of operational experience. 2. Legal status and market experience 2.1 The Consultant (and each member of a JV) shall be a legally registered entity in Ukraine or abroad (in the case of foreign company, the representative office/JV/consortium with a local firm should exist by the date of the Contract signing). 3. Qualifications in the field of the assignment 3.1 At least 3 (three) successfully completed assignments within the last 7 (seven) years in areas such as: - design and delivery of training or capacity building programs and/or; - education system reform or policy support and/or; - local-level planning, service delivery optimization, or network planning and/or; - development of methodologies, tools, or frameworks for public sector planning (preferably in education or social sectors). 3.2 At least one successfully completed project involving the development and launch of an LMS or e-learning courses. In the case of a JVCA, the Lead Member should have at least 1 assignment specified above while the combination of members must fully meet the requirement. The projects claimed by each JVCA member should be substantially completed during the above period either alone or as a member of a past JVCA with a minimum share of 50%. In case of experience in the role of a member of a past JVCA and/or Subconsultant, the experience and amount will be determined based on the Consultant’s share and responsibility in the past JVCA or the amount of the Subconsultant’s contract. Consultants may associate with other firms to enhance their qualifications, but should indicate clearly whether the association is in the form of a joint venture and/or a sub-consultancy. In the case of a joint venture, all the partners in the joint venture shall be jointly and severally liable for the entire contract, if selected. Interested eligible participants can receive additional information, a complete set of the Request for Proposals, including the terms of reference, the proposal submission form and the contract form, as well as information on terms of submission of proposals upon request by email kateryna.kovtun@mon.gov.ua (Subject: LEARN -ECE-1.2-FSF Request for Proposals) or using the following link: https://drive.google.com/file/d/1uLsWnWFM7EtHhcTvaiA94ogryqi0WUxc/view?usp=sharing Proposals should be received at the address below by 14:00 p.m. local time on December 1 8, 2026 . Submission of proposals in electronic form is not allowed . Proposals received later will be rejected. Attention: Kateryna Kovtun, Procurement Specialist Address: 16 Shevchenko Blvd., room 215 Postal code: 01601 City: Kyiv Country: Ukraine SELECTION OF CONSULTANTS REQUEST FOR PROPOSALS (DIRECT RFP WITHOUT EOI) (for other than Supervision [1] and without use of e-procurement) RFP No.: LEARN -ECE-1.2-FSF Consulting Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas Client: Ministry of Education and Science of Ukraine Country: Ukraine Project: Lifting Education Access and Resilience in times of Need in Ukraine Program Issued on: November 09, 2026 TABLE OF CONTENT PART I 4 Section 1. Letter of Invitation 4 Section 2. Instructions to Consultants and Data Sheet 7 Section 3. Technical Proposal – Standard Forms 43 Section 4. Financial Proposal - Standard Forms 59 Section 5. Eligible Countries 69 Section 6. Fraud and Corruption 70 Section 7. Terms of Reference 72 PART II 115 Section 8. Conditions of Contract and Contract Forms 115 PART I Section 1. Letter of Invitation Letter of Invitation Consulting Services Name of Assignment: Consultancy Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas RFP Reference No.: LEARN -ECE-1.2-FSF Loan No./Credit No./ Grant No.: TF0D0612 Location and Date: November 09, 2026 Dear Mr. /Ms.: The Ministry of Education and Science of Ukraine (hereinafter called “Client”) has received financing from the International Bank for Reconstruction and Development (the “Bank”) in the form of a “grant” TF0D0612 (hereinafter called “grant”) toward the cost of Lifting Education Access and Resilience in times of Need in Ukraine Program (P504171). The Ministry of Education and Science of Ukraine, an implementing agency, intends to apply a portion of the proceeds of this grant to eligible payments under the contract for which this Request for Proposals is issued. The Ministry of Education and Science of Ukraine now invites sealed proposals to provide the following consulting services (hereinafter called “Services”): Consultancy Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas. More details on the Services are provided in the Terms of Reference (Section 7). A firm will be selected under Quality and Cost-based Selection - QCBS Selection Method and in a Simplified Technical Proposal (STP) format as described in this RFP, in accordance with the Bank’s “Procurement Regulations for IPF Borrowers” September 2025 (“Procurement Regulations”), which can be found at the following website: www.worldbank.org The RFP includes the following documents: Section 1 – Request for Proposals Letter Section 2 - Instructions to Consultants and Data Sheet Section 3 - Technical Proposal STP) - Standard Forms Section 4 - Financial Proposal - Standard Forms Section 5 – Eligible Countries Section 6 – Fraud and Corruption Section 7 - Terms of Reference Section 8 - Standard Forms of Contract (Lump-Sum) Details on the proposal’s submission date, time and address are provided in ITC 17.7 and ITC 17.9. Attention is drawn to the Procurement Regulations requiring the Client to disclose information on the successful Consultant’s beneficial ownership, as part of the Contract Award Notice, using the Beneficial Ownership Disclosure Form as included in the Request for Proposals. Yours sincerely, Ministry of Education and Science of Ukraine Anastasiia Sofiienko, Deputy of Minister 10 Beresteiskyi Avenue, Kyiv, 01135, Ukraine +380 44 481 32 21 uiherp@mon.gov.ua kateryna.kovtun@mon.gov.ua [1] For consulting services other than for supervision (project management) of infrastructure contracts (such as Plant and Works) Instructions to Consultants A. General Provisions Definitions “Affiliate(s)” means an individual or an entity that directly or indirectly controls, is controlled by, or is under common control with the Consultant. “Applicable Law” means the laws and any other instruments having the force of law in the Client’s country, or in such other country as may be specified in the Data Sheet , as they may be issued and in force from time to time. “Bank” means the International Bank for Reconstruction and Development (IBRD) or the International Development Association (IDA). “Borrower” means the Government, Government agency or other entity that signs the [loan/financing/grant [1] ] agreement with the Bank. “Client” means the implementing agency that signs the Contract for the Services with the selected Consultant. “Client’s Personnel” is as defined in Clause GCC 1.1 (e). “Consultant” means a legally-established professional consulting firm or an entity that may provide or provides the Services to the Client under the Contract. “Contract” means a legally binding written agreement signed between the Client and the Consultant and includes all the attached documents listed in its Clause 1 (the General Conditions of Contract (GCC), the Special Conditions of Contract (SCC), and the Appendices). “Data Sheet” means an integral part of the Instructions to Consultants (ITC) Section 2 that is used to reflect specific country and assignment conditions to supplement, but not to over-write, the provisions of the ITC. “Day” means a calendar day, unless otherwise specified as “Business Day”. A Business Day is any day that is an official working day of the Borrower. It excludes the Borrower’s official public holidays. “Experts” means, collectively, Key Experts, Non-Key Experts, or any other personnel of the Consultant, Sub-consultant or Joint Venture member(s). “Government” means the government of the Client’s country. “in writing” means communicated in written form (e.g. by mail, e-mail, fax, including, if specified in the Data Sheet, distributed or received through the electronic-procurement system used by the Client) with proof of receipt. “Joint Venture (JV)” means an association with or without a legal personality distinct from that of its members, of more than one Consultant where one member has the authority to conduct all business for and on behalf of any and all the members of the JV, and where the members of the JV are jointly and severally liable to the Client for the performance of the Contract. “Key Expert(s)” means an individual professional whose skills, qualifications, knowledge and experience are critical to the performance of the Services under the Contract and whose CV is taken into account in the technical evaluation of the Consultant’s proposal. “ITC” (this Section 2 of the RFP) means the Instructions to Consultants that provide s the Consultants with all information needed to prepare their Proposals. “Non-Key Expert(s)” means an individual professional provided by the Consultant or its Sub-consultant and who is assigned to perform the Services or any part thereof under the Contract and whose CVs are not evaluated individually. “Proposal” means the Technical Proposal and the Financial Proposal of the Consultant. “RFP” means the Request for Proposals to be prepared by the Client for the selection of Consultants, based on the SPD - RFP. “Services” means the work to be performed by the Consultant pursuant to the Contract. “SPD - RFP” means the Standard Procurement Document - Request for Proposals, which must be used by the Client as the basis for the preparation of the RFP. “Sub-consultant” means an entity to whom the Consultant intends to subcontract any part of the Services while the Consultant remains responsible to the Client during the whole performance of the Contract. “Terms of Reference (TORs)” (this Section 7 of the RFP) means the Terms of Reference that explains the objectives, scope of work, activities, and tasks to be performed, respective responsibilities of the Client and the Consultant, and expected results and deliverables of the assignment. 2. Introduction 2.1. The Client named in the Data Sheet intends to select a Consultant from those listed in the Request for Proposals (RFP), in accordance with the method of selection specified in the Data Sheet . 2.2.The Consultants are invited to submit a Technical Proposal and a Financial Proposal, or a Technical Proposal only, as specified in the Data Sheet , for consulting services required for the assignment named in the Data Sheet . The Proposal will be the basis for negotiating and ultimately signing the Contract with the selected Consultant. 2.3. The Consultants should familiarize themselves with the local conditions and take them into account in preparing their Proposals, including attending a pre-proposal conference if one is specified in the Data Sheet . Attending any such pre-proposal conference is optional and is at the Consultants’ expense. 2.4.The Client will timely provide, at no cost to the Consultants, the inputs, relevant project data, and reports required for the preparation of the Consultant’s Proposal as specified in the Data Sheet . 3. Conflict of Interest 3.1.The Consultant is required to provide professional, objective, and impartial advice, at all times holding the Client’s interests paramount, strictly avoiding conflicts with other assignments or its own corporate interests, and acting without any consideration for future work. 3.2.The Consultant has an obligation to disclose to the Client any situation of actual or potential conflict that impacts its capacity to serve the best interest of its Client. Failure to disclose such situations may lead to the disqualification of the Consultant or the termination of its Contract and/or sanctions by the Bank. 3.2.1.Without limitation on the generality of the foregoing, the Consultant shall not be hired under the circumstances set forth below: a. Conflicting Activities (i) Conflict between consulting activities and procurement of goods, works or non-consulting services: a firm that has been engaged by the Client to provide goods, works, or non-consulting services for a project, or any of its Affiliates, shall be disqualified from providing consulting services resulting from or directly related to those goods, works, or non-consulting services. Conversely, a firm hired to provide consulting services for the preparation or implementation of a project, or any of its Affiliates, shall be disqualified from subsequently providing goods or works or non-consulting services resulting from or directly related to the consulting services for such preparation or implementation. b. Conflicting Assignments (ii) Conflict among consulting assignments: a Consultant (including its Experts and Sub-consultants) or any of its Affiliates shall not be hired for any assignment that, by its nature, may be in conflict with another assignment of the Consultant for the same or for another Client. c. Conflicting Relationships (iii) Relationship with the Client’s staff: a Consultant (including its Experts and Sub-consultants) that has a close business or family relationship with a professional staff of the Borrower (or of the Client, or of implementing agency, or of a recipient of a part of the Bank’s financing) who are directly or indirectly involved in any part of (i) the preparation of the Terms of Reference for the assignment, (ii) the selection process for the Contract, or (iii) the supervision of the Contract, may not be awarded a Contract, unless the conflict stemming from this relationship has been resolved in a manner acceptable to the Bank throughout the selection process and the execution of the Contract. 4. Unfair Competitive Advantage 4.1. Fairness and transparency in the selection process require that the Consultants or their Affiliates competing for a specific assignment do not derive a competitive advantage from having provided consulting services related to the assignment in question. To that end, the Client shall indicate in the Data Sheet and make available to all Consultants together with this RFP all information that would in that respect give such Consultant any unfair competitive advantage over competing Consultants. 5. Fraud and Corruption 5.1.The Bank requires compliance with the Bank’s Anti-Corruption Guidelines and its prevailing sanctions policies and procedures as set forth in the WBG’s Sanctions Framework, as set forth in Section 6. 5.2. In further pursuance of this policy, Consultants shall permit and shall cause their agents (where declared or not), subcontractors, subconsultants, service providers, suppliers, and personnel, to permit the Bank to inspect all accounts, records and other documents relating to any shortlisting process, Proposal submission, and contract performance (in the case of award), and to have them audited by auditors appointed by the Bank. 6. Eligibility 6.1.The Bank permits consultants (individuals and firms, including Joint Ventures and their individual members) from all countries to offer consulting services for Bank-financed projects. 6.2.Furthermore, it is the Consultant’s responsibility to ensure that its Experts, joint venture members, Sub-consultants, agents (declared or not), sub-contractors, service providers, suppliers and/or their employees meet the eligibility requirements as established by the Bank in the applicable Procurement Regulations. 6.3.As an exception to the foregoing ITC 6.1 and ITC 6.2 above: a. Sanctions 6.3.1 A Consultant that has been sanctioned by the Bank, pursuant to the Bank’s Anti-Corruption Guidelines and in accordance with its prevailing sanctions policies and procedures as set forth in the WBG’s Sanctions Framework as described in Section VI, Fraud and Corruption, paragraph 2.2 d., shall be ineligible to be shortlisted for, submit proposals for, or be awarded a Bank-financed contract or benefit from a Bank-financed contract, financially or otherwise, during such period of time as the Bank shall have determined. The list of debarred firms and individuals is available at the electronic address specified in the Data Sheet . b. Prohibitions 6.3.2. Firms and individuals of a country or goods manufactured in a country may be ineligible if so indicated in Section 5 (Eligible Countries) and: (a) as a matter of law or official regulations, the Borrower’s country prohibits commercial relations with that country, provided that the Bank is satisfied that such exclusion does not preclude effective competition for the provision of Services required; or (b) by an act of compliance with a decision of the United Nations Security Council taken under Chapter VII of the Charter of the United Nations, the Borrower’s Country prohibits any import of goods from that country or any payments to any country, person, or entity in that country. c. Restrictions for State-Owned Enterprises 6.3.3. State-owned enterprises or institutions in the Borrower’s country may be eligible to compete and be awarded a contract only if they can establish, in a manner acceptable to the Bank, that they: (i) are legally and financially autonomous, (ii) operate under commercial law, and (iii) are not under supervision of the Client. d. Restrictions for Public Employees 6.3.4. Government officials and civil servants of the Borrower’s country are not eligible to be included as Experts, individuals, or members of a team of Experts in the Consultant’s Proposal unless: (i) the services of the government official or civil servant are of a unique and exceptional nature, or their participation is critical to project implementation; and (ii) their hiring would not create a conflict of interest, including any conflict with employment or other laws, regulations, or policies of the Borrower. B. Preparation of Proposals 7. General Considerations 7.1. In preparing the Proposal, the Consultant is expected to examine the RFP in detail. Material deficiencies in providing the information requested in the RFP may result in rejection of the Proposal. 8. Cost of Preparation of Proposal 8.1. The Consultant shall bear all costs associated with the preparation and submission of its Proposal, and the Client shall not be responsible or liable for those costs, regardless of the conduct or outcome of the selection process. The Client is not bound to accept any proposal, and reserves the right to annul the selection process at any time prior to Contract award, without thereby incurring any liability to the Consultant. 9. Language 9.1. The Proposal, as well as all correspondence and documents relating to the Proposal exchanged between the Consultant and the Client, shall be written in the language(s) specified in the Data Sheet . 10. Documents Comprising the Proposal 10.1. The Proposal shall comprise the documents and forms listed in the Data Sheet . 10.2.If specified in the Data Sheet , the Consultant shall include a statement of an undertaking of the Consultant to observe, in competing for and executing a contract, the Client country’s laws against fraud and corruption (including bribery). 10.3.The Consultant shall furnish information on commissions, gratuities, and fees, if any, paid or to be paid to agents or any other party relating to this Proposal and, if awarded, Contract execution, as requested in the Financial Proposal submission form (Section 4). 11. Only One Proposal 11.1 The Consultant (including the individual members of any Joint Venture) shall submit only one Proposal, either in its own name or as part of a Joint Venture in another Proposal. If a Consultant, including any Joint Venture member, submits or participates in more than one proposal, all such proposals shall be disqualified and rejected. This does not, however, preclude a Sub-consultant, or the Consultant’s staff from participating as Key Experts and Non-Key Experts in more than one Proposal when circumstances justify and if stated in the Data Sheet . 12. Proposal Validity 12.1. Proposals shall remain valid until the date specified in the Data Sheet or any extended date if amended by the Client in accordance with ITC 13.1.1. 12.2. During this period, the Consultant shall maintain its original Proposal without any change, including the availability of the Key Experts, the proposed rates and the total price. 12.3. If it is established that any Key Expert nominated in the Consultant’s Proposal was not available at the time of Proposal submission or was included in the Proposal without his/her confirmation, such Proposal shall be disqualified and rejected for further evaluation, and may be subject to sanctions in accordance with ITC 5. a. Extension of Proposal Validity 12.4. The Client will make its best effort to complete the negotiations and award the contract prior to the date of expiry of the Proposal validity. However, should the need arise, the Client may request, in writing, all Consultants who submitted Proposals prior to the submission deadline to extend the Proposals’ validity. 12.5. If the Consultant agrees to extend the validity of its Proposal, it shall be done without any change in the original Proposal and with the confirmation of the availability of the Key Experts, except as provided in ITC 12.7. 12.6. The Consultant has the right to refuse to extend the validity of its Proposal in which case such Proposal will not be further evaluated. b. Substitution of Key Experts at Validity Extension 12.7. If any of the Key Experts become unavailable for the extended validity period, the Consultant shall seek to substitute another Key Expert. The Consultant shall provide a written adequate justification and evidence satisfactory to the Client together with the substitution request. In such case, a substitute Key Expert shall have equal or better qualifications and experience than those of the originally proposed Key Expert. The technical evaluation score, however, will remain to be based on the evaluation of the CV of the original Key Expert. 12.8. If the Consultant fails to provide a substitute Key Expert with equal or better qualifications, or if the provided reasons for the replacement or justification are unacceptable to the Client, such Proposal will be rejected with the prior Bank’s no objection. c. Sub-Contracting 12.9. The Consultant shall not subcontract the whole of the Services. 13. Clarification and Amendment of RFP 13.1.The Consultant may request a clarification of any part of the RFP during the period indicated in the Data Sheet before the Proposals’ submission deadline. Any request for clarification must be sent in writing, or by standard electronic means, to the Client’s address indicated in the Data Sheet . The Client will respond in writing, or by standard electronic means, and will send written copies of the response (including an explanation of the query but without identifying its source) to all Consultants. Should the Client deem it necessary to amend the RFP as a result of a clarification, it shall do so following the procedure described below: 13.1.1. At any time before the proposal submission deadline, the Client may amend the RFP by issuing an amendment in writing or by standard electronic means. The amendment shall be sent to all Consultants and will be binding on them. The Consultants shall acknowledge receipt of all amendments in writing. 13.1.2. If the amendment is substantial, the Client may extend the proposal submission deadline to give the Consultants reasonable time to take an amendment into account in their Proposals. 13.2. The Consultant may submit a modified Proposal or a modification to any part of it at any time prior to the proposal submission deadline. No modifications to the Technical or Financial Proposal shall be accepted after the deadline. 14. Preparation of Proposals Specific Considerations 14.1While preparing the Proposal, the Consultant must give particular attention to the following: 14.1.1. If a Consultant considers that it may enhance its expertise for the assignment by associating with other consultants in the form of a Joint Venture or as Sub-consultants, it may do so. 14.1.2. The Client may indicate in the Data Sheet the estimated Key Experts’ time input (expressed in person-month) or the Client’s estimated total cost of the assignment, but not both. This estimate is indicative and the Proposal shall be based on the Consultant’s own estimates for the same. 14.1.3. If stated in the Data Sheet , the Consultant shall include in its Proposal at least the same time input (in the same unit as indicated in the Data Sheet ) of Key Experts, failing which the Financial Proposal will be adjusted for the purpose of comparison of proposals and decision for award in accordance with the procedure in the Data Sheet . 14.1.4. For assignments under the Fixed-Budget selection method, the estimated Key Experts’ time input is not disclosed. Total available budget, with an indication whether it is inclusive or exclusive of taxes, is given in the Data Sheet , and the Financial Proposal shall not exceed this budget. 15. Technical Proposal Format and Content 15.1. The Technical Proposal shall be prepared using the Standard Forms provided in Section 3 of the RFP and shall comprise the documents listed in the Data Sheet. The Technical Proposal shall not include any financial information. A Technical Proposal containing material financial information shall be declared non-responsive. 15.1.1 Consultant shall not propose alternative Key Experts. Only one CV shall be submitted for each Key Expert position. Failure to comply with this requirement will make the Proposal non-responsive. 15.2. Depending on the nature of the assignment, the Consultant is required to submit a Full Technical Proposal (FTP), or a Simplified Technical Proposal (STP) as indicated in the Data Sheet and using the Standard Forms provided in Section 3 of the RFP. 16. Financial Proposal 16.1. The Financial Proposal shall be prepared using the Standard Forms provided in Section 4 of the RFP. It shall list all costs associated with the assignment, including (a) remuneration for Key Experts and Non-Key Experts, (b) reimbursable expenses indicated in the Data Sheet . a. Price Adjustment 16.2. For assignments with a duration exceeding 18 months, a price adjustment provision for foreign and/or local inflation for remuneration rates applies if so stated in the Data Sheet . b. Taxes 16.3. The Consultant and its Sub-consultants and Experts are responsible for meeting all tax liabilities arising out of the Contract unless stated otherwise in the Data Sheet . Information on taxes in the Client’s country is provided in the Data Sheet . c. Currency of Proposal 16.4. The Consultant may express the price for its Services in the currency or currencies as stated in the Data Sheet . If indicated in the Data Sheet , the portion of the price representing local cost shall be stated in the national currency. d. Currency of Payment 16.5. Payment under the Contract shall be made in the currency or currencies in which the payment is requested in the Proposal. C. Submission, Opening and Evaluation 17. Submission, Sealing, and Marking of Proposals 17.1.The Consultant shall submit a signed and complete Proposal comprising the documents and forms in accordance with ITC 10 (Documents Comprising Proposal). Consultants shall mark as “CONFIDENTIAL” information in their Proposals which is confidential to their business. This may include proprietary information, trade secrets or commercial or financially sensitive information. The submission can be done by mail or by hand. If specified in the Data Sheet , the Consultant has the option of submitting its Proposals electronically. 17.2. An authorized representative of the Consultant shall sign the original submission letters in the required format for both the Technical Proposal and, if applicable, the Financial Proposal and shall initial all pages of both. The authorization shall be in the form of a written power of attorney attached to the Technical Proposal. 17.2.1. A Proposal submitted by a Joint Venture shall be signed by all members so as to be legally binding on all members, or by an authorized representative who has a written power of attorney signed by each member’s authorized representative. 17.3. Any modifications, revisions, interlineations, erasures, or overwriting shall be valid only if they are signed or initialed by the person signing the Proposal. 17.4. The signed Proposal shall be marked “Original”, and its copies marked “Copy” as appropriate. The number of copies is indicated in the Data Sheet . All copies shall be made from the signed original. If there are discrepancies between the original and the copies, the original shall prevail. 17.5.The original and all the copies of the Technical Proposal shall be placed inside a sealed envelope clearly marked “ Technical Proposal ”, “[Name of the Assignment]“, [reference number], [name and address of the Consultant], and with a warning “ Do Not Open until [insert the date and the time of the Technical Proposal submission deadline] .” 17.6. Similarly, the original Financial Proposal (if required for the applicable selection method) and its copies shall be placed inside of a separate sealed envelope clearly marked “ Financial Proposal ” “[Name of the Assignment], [reference number], [name and address of the Consultant]”, and with a warning “ Do Not Open With The Technical Proposal .” 17.7. The sealed envelopes containing the Technical and Financial Proposals shall be placed into one outer envelope and sealed. This outer envelope shall be addressed to the Client and bear the submission address, RFP reference number, the name of the assignment, the Consultant’s name and the address, and shall be clearly marked “Do Not Open Before [insert the time and date of the submission deadline indicated in the Data Sheet ]”. 17.8. If the envelopes and packages with the Proposal are not sealed and marked as required, the Client will assume no responsibility for the misplacement, loss, or premature opening of the Proposal. 17.9. The Proposal or its modifications must be sent to the address indicated in the Data Sheet and received by the Client no later than the deadline indicated in the Data Sheet , or any extension to this deadline. Any Proposal or its modification received by the Client after the deadline shall be declared late and rejected, and promptly returned unopened. 18. Confidentiality 18.1.From the time the Proposals are opened to the time the Contract is awarded, the Consultant should not contact the Client on any matter related to its Technical and/or Financial Proposal. Information relating to the evaluation of Proposals and award recommendations shall not be disclosed to the Consultants who submitted the Proposals or to any other party not officially concerned with the process, until the Notification of Intention to Award the Contract. Exceptions to this ITC are where the Client notifies Consultants of the results of the evaluation of the Technical Proposals. 18.2.Any attempt by Consultants or anyone on behalf of the Consultant to influence improperly the Client in the evaluation of the Proposals or Contract award decisions may result in the rejection of its Proposal, and may be subject to the application of prevailing Bank’s sanctions procedures. 18.3. Notwithstanding the above provisions, from the time of the Proposals’ opening to the time of Contract award publication, if a Consultant wishes to contact the Client or the Bank on any matter related to the selection process, it shall do so only in writing. 19. Opening of Technical Proposals 19.1.The Client’s evaluation committee shall conduct the opening of the Technical Proposals in the presence of the Consultants’ authorized representatives who choose to attend (in person, or online if this option is offered in the Data Sheet ). The opening date, time and the address are stated in the Data Sheet . The envelopes with the Financial Proposal shall remain sealed and shall be securely stored with a reputable public auditor or independent authority until they are opened in accordance with ITC 23. 19.2. At the opening of the Technical Proposals the following shall be read out: (i) the name and the country of the Consultant or, in case of a Joint Venture, the name of the Joint Venture, the name of the lead member and the names and the countries of all members; (ii) the presence or absence of a duly sealed envelope with the Financial Proposal; (iii) any modifications to the Proposal submitted prior to proposal submission deadline; and (iv) any other information deemed appropriate or as indicated in the Data Sheet . 20. Proposals Evaluation 20.1.Subject to provision of ITC 15.1, the evaluators of the Technical Proposals shall have no access to the Financial Proposals until the technical evaluation is concluded and the Bank issues its “no objection”, if applicable. 20.2. The Consultant is not permitted to alter or modify its Proposal in any way after the proposal submission deadline except as permitted under ITC 12.7. While evaluating the Proposals, the Client will conduct the evaluation solely on the basis of the submitted Technical and Financial Proposals. 21. Evaluation of Technical Proposals 20.1. The Client’s evaluation committee shall evaluate the Technical Proposals on the basis of their responsiveness to the Terms of Reference and the RFP, applying the evaluation criteria, sub-criteria, and point system specified in the Data Sheet . Each responsive Proposal will be given a technical score. A Proposal shall be rejected at this stage if it does not respond to important aspects of the RFP or if it fails to achieve the minimum technical score indicated in the Data Sheet . 22. Financial Proposals for QBS 22.2. Following the ranking of the Technical Proposals, when the selection is based on quality only (QBS), the top-ranked Consultant is invited to negotiate the Contract. 22.2. If Financial Proposals were invited together with the Technical Proposals, only the Financial Proposal of the technically top-ranked Consultant is opened by the Client’s evaluation committee. All other Financial Proposals are returned unopened after the Contract negotiations are successfully concluded and the Contract is signed. 23. Public Opening of Financial Proposals (for QCBS, FBS, and LCS methods) 23.1. After the technical evaluation is completed and the Bank has issued its no objection (if applicable), the Client shall notify those Consultants whose Proposals were considered non-responsive to the RFP and TOR or did not meet the minimum qualifying technical score, advising them the following: (i) their Proposal was not responsive to the RFP and TOR or did not meet the minimum qualifying technical score; (ii) provide information relating to the Consultant’s overall technical score, as well as scores obtained for each criterion and sub-criterion; (iii) their Financial Proposals will be returned unopened after completing the selection process and Contract signing; and (iv) notify them of the date, time and location of the public opening of the Financial Proposals and invite them to attend. 23.2. The Client shall simultaneously notify in writing those Consultants whose Proposals were considered responsive to the RFP and TOR, and that have achieved the minimum qualifying technical score, advising them the following: (i) their Proposal was responsive to the RFP and TOR and met the minimum qualifying technical score; (ii) provide information relating to the Consultant’s overall technical score, as well as scores obtained for each criterion and sub-criterion; (iii) their Financial Proposal will be opened at the public opening of Financial Proposals; and (iv) notify them of the date, time and location of the public opening and invite them for the opening of the Financial Proposals. 23.3. The opening date shall be no less than ten (10) Business Days from the date of notification of the results of the technical evaluation, described in ITC 23.1 and 23.2. However, if the Client receives a complaint on the results of the technical evaluation within the ten (10) Business Days, the opening date shall be subject to ITC 31.1. 23.4.The Consultant’s attendance at the opening of the Financial Proposals (in person, or online if such option is indicated in the Data Sheet ) is optional and is at the Consultant’s choice. 23.5. The Financial Proposals shall be opened publicly by the Client’s evaluation committee in the presence of the representatives of the Consultants and anyone else who chooses to attend. Any interested party who wishes to attend this public opening should contact the client as indicated in the Data Sheet . Alternatively, a notice of the public opening of Financial Proposals may be published on the Client’s website, if available. At the opening, the names of the Consultants, and the overall technical scores, including the break-down by criterion, shall be read aloud. The Financial Proposals will then be inspected to confirm that they have remained sealed and unopened. These Financial Proposals shall be then opened, and the total prices read aloud and recorded. Copies of the record shall be sent to all Consultants who submitted Proposals and to the Bank. 24. Correction of Errors 24.1. Activities and items described in the Technical Proposal but not priced in the Financial Proposal, shall be assumed to be included in the prices of other activities or items, and no corrections are made to the Financial Proposal. a. Time-Based Contracts 24.1.1 If a Time-Based contract form is included in the RFP, the Client’s evaluation committee will (a) correct any computational or arithmetical errors, and (b) adjust the prices if they fail to reflect all inputs included for the respective activities or items included in the Technical Proposal. In case of discrepancy between (i) a partial amount (sub-total) and the total amount, or (ii) between the amount derived by multiplication of unit price with quantity and the total price, or (iii) between words and figures, the former will prevail. In case of discrepancy between the Technical and Financial Proposals in indicating quantities of input, the Technical Proposal prevails and the Client’s evaluation committee shall correct the quantification indicated in the Financial Proposal so as to make it consistent with that indicated in the Technical Proposal, apply the relevant unit price included in the Financial Proposal to the corrected quantity, and correct the total Proposal cost. b. Lump-Sum Contracts 24.1.2 If a Lump-Sum contract form is included in the RFP, the Consultant is deemed to have included all prices in the Financial Proposal, so neither arithmetical corrections nor price adjustments shall be made. The total price, net of taxes understood as per ITC 25, specified in the Financial Proposal (Form FIN-1) shall be considered as the offered price. Where there is a discrepancy between the amount in words and the amount figures, the amount in words shall prevail. 25. Taxes 25.1.The Client’s evaluation of the Consultant’s Financial Proposal shall exclude taxes and duties in the Client’s country in accordance with the instructions in the Data Sheet . 26. 26.1.For evaluation purposes, prices shall be converted into a single currency using the selling exchange rate, the source and date of which are specified in the Data Sheet. 27. Combined Quality and Cost Evaluation a. Quality and Cost-Based Selection (QCBS) 27.1.In the case of QCBS, the total score is calculated by weighting the technical and financial scores and adding them as per the formula and instructions in the Data Sheet . The Consultant with the Most Advantageous Proposal, which is the Proposal that achieves the highest combined technical and financial scores, will be invited for negotiations. b. Fixed-Budget Selection (FBS) 27.2In the case of FBS, those Proposals that exceed the budget indicated in ITC 14.1.4 of the Data Sheet shall be rejected. 27.3The Client will select the Consultant with the Most Advantageous Proposal, which is the highest-ranked Technical Proposal that does not exceed the budget indicated in the RFP, and invite such Consultant to negotiate the Contract. c. Least-Cost Selection 27.4. In the case of Least-Cost Selection (LCS), the Client will select the Consultant with the Most Advantageous Proposal, which is the Proposal with the lowest evaluated total price among those Proposals that achieved the minimum qualifying technical score, and invite such a Consultant to negotiate the Contract. D. Negotiations and Award 28. Negotiations 28.1The negotiations will be held at the date and address indicated in the Data Sheet with the Consultant’s representative(s) who must have written power of attorney to negotiate and sign a Contract on behalf of the Consultant. 28.2. The Client shall prepare minutes of negotiations that are signed by the Client and the Consultant’s authorized representative. a. Availability of Key Experts 28.3.The invited Consultant shall confirm the availability of all Key Experts included in the Proposal as a pre-requisite to the negotiations, or, if applicable, a replacement in accordance with ITC 12. Failure to confirm the Key Experts’ availability may result in the rejection of the Consultant’s Proposal and the Client proceeding to negotiate the Contract with the next-ranked Consultant. 28.4.Notwithstanding the above, the substitution of Key Experts at the negotiations may be considered if due solely to circumstances outside the reasonable control of and not foreseeable by the Consultant, including but not limited to death or medical incapacity. In such case, the Consultant shall offer a substitute Key Expert within the period of time specified in the letter of invitation to negotiate the Contract, who shall have equivalent or better qualifications and experience than the original candidate. b. Technical Negotiations 28.5.The negotiations include discussions of the Terms of Reference (TORs), the proposed methodology, the Client’s inputs, the special conditions of the Contract, and finalizing the “Description of Services” part of the Contract. These discussions shall not substantially alter the original scope of services under the TOR or the terms of the contract, lest the quality of the final product, its price, or the relevance of the initial evaluation be affected. c. Financial Negotiations 28.6. The negotiations include the clarification of the Consultant’s tax liability in the Client’s country and how it should be reflected in the Contract. 28.7.If the selection method included cost as a factor in the evaluation, the total price stated in the Financial Proposal for a Lump-Sum contract shall not be negotiated. 28.8.In the case of a Time-Based contract, unit rates negotiations shall not take place, except when the offered Key Experts and Non-Key Experts’ remuneration rates are much higher than the typically charged rates by consultants in similar contracts. In such case, the Client may ask for clarifications and, if the fees are very high, ask to change the rates after consultation with the Bank. The format for (i) providing information on remuneration rates in the case of Quality Based Selection; and (ii) clarifying remuneration rates’ structure under this Clause, is provided in Appendix A to the Financial Form FIN-3: Financial Negotiations – Breakdown of Remuneration Rates. 29. Conclusion of Negotiations 29.1. The negotiations are concluded with a review of the finalized draft Contract, which then shall be initialed by the Client and the Consultant’s authorized representative. 29.2.If the negotiations fail, the Client shall inform the Consultant in writing of all pending issues and disagreements and provide a final opportunity to the Consultant to respond. If disagreement persists, the Client shall terminate the negotiations informing the Consultant of the reasons for doing so. After having obtained the Bank’s no objection, the Client will invite the next-ranked Consultant to negotiate a Contract. Once the Client commences negotiations with the next-ranked Consultant, the Client shall not reopen the earlier negotiations. 30. Standstill Period 30.1.The Contract shall not be awarded earlier than the expiry of the Standstill Period. The Standstill Period shall be ten (10) Business Days unless extended in accordance with ITC 33. The Standstill Period commences the day after the date the Client has transmitted to each Consultant (that has not already been notified that it has been unsuccessful) the Notification of Intention to Award the Contract. Where only one Proposal is submitted, or if this contract is in response to an emergency situation recognized by the Bank, the Standstill Period shall not apply. 31.Notification of Intention to Award 31.1.The Client shall send to each Consultant (that has not already been notified that it has been unsuccessful) the Notification of Intention to Award the Contract to the successful Consultant. The Notification of Intention to Award shall contain, at a minimum, the following information: (a) the name and address of the Consultant with whom the client successfully negotiated a contract; (b) the contract price of the successful Proposal; (c) the names of all Consultants included in the short list, indicating those that submitted Proposals; (d) where the selection method requires, the price offered by each Consultant as read out and as evaluated; (e) the overall technical scores and scores assigned for each criterion and sub-criterion to each Consultant; (f) the final combined scores and the final ranking of the Consultants; (g) a statement of the reason(s) why the recipient’s Proposal was unsuccessful, unless the combined score in above already reveals the reason; (h)the expiry date of the Standstill Period; and (i) instructions on how to request a debriefing and/or submit a complaint during the Standstill Period. 32. Notification of Award 32.1.Upon expiry of the Standstill Period, specified in ITC 30.1 or any extension thereof, and upon satisfactorily addressing any complaint that has been filed within the Standstill Period, the Client shall, send a notification of award to the successful Consultant, confirming the Client’s intention to award the Contract to the successful Consultant and requesting the successful Consultant to sign and return the draft negotiated Contract within eight (8) Business Days from the date of receipt of such notification. The client shall simultaneously request the successful Consultant to submit, within eight (8) Business Days, the Beneficial Ownership Disclosure Form. Contract Award Notice Within ten (10) Business Days from the date of notification of award such request, the Client shall publish the Contract Award Notice which shall contain, at a minimum, the following information: (a) name and address of the Client; (b) name and reference number of the contract being awarded, and the selection method used; (c) names of the consultants that submitted proposals, and their proposal prices as read out at financial proposal opening, and as evaluated; (d) names of all Consultants whose Proposals were rejected or were not evaluated, with the reasons therefor; (e) the name of the successful consultant, the final total contract price, the contract duration and a summary of its scope; and (f) successful Consultant’s Beneficial Ownership Disclosure Form, if specified in Data Sheet ITC 32.1. 32.2. The Contract Award Notice shall be published on the Client’s website with free access if available, or in at least one newspaper of national circulation in the Client’s Country, or in the official gazette. The Client shall also publish the contract award notice in UNDB online. 33. Debriefing by the Client 33.1. On receipt of the Client’s Notification of Intention to Award referred to in ITC 31.1, an unsuccessful Consultant has three (3) Business Days to make a written request to the Client for a debriefing. The Client shall provide a debriefing to all unsuccessful Consultants whose request is received within this deadline 33.2. Where a request for debriefing is received within the deadline, the Client shall provide a debriefing within five (5) Business Days, unless the Client decides, for justifiable reasons, to provide the debriefing outside this timeframe. In that case, the standstill period shall automatically be extended until five (5) Business Days after such debriefing is provided. If more than one debriefing is so delayed, the standstill period shall not end earlier than five (5) Business Days after the last debriefing takes place. The Client shall promptly inform, by the quickest means available, all Consultants of the extended standstill period. 33.3. Where a request for debriefing is received by the Client later than the three (3)-Business Day deadline, the Client should provide the debriefing as soon as practicable, and normally no later than fifteen (15) Business Days from the date of publication of Public Notice of Award of contract. Requests for debriefing received outside the three (3)-day deadline shall not lead to extension of the standstill period. 33.4. Debriefings of unsuccessful Consultants may be done in writing or verbally. The Consultants shall bear their own costs of attending such a debriefing meeting. 34. Signing of Contract 34.1.The Contract shall be signed prior to the expiry date of the Proposal validity and promptly after expiry of the Standstill Period, specified in ITC 30.1 or any extension thereof, and upon satisfactorily addressing any complaint that has been filed within the Standstill Period. 34.2. The Consultant is expected to commence the assignment on the date and at the location specified in the Data Sheet . 35. Procurement Related Complaint 35.1. The procedures for making a Procurement-related Complaint are as specified in the Data Sheet . [1] [“loan agreement” term is used for IBRD loans; “financing agreement” is used for IDA credits; and “grant agreement” is used for Recipient-Executed Trust Funds administered by IBRD or IDA] Section 2. Instructions to Consultants E. Data Sheet ITC Reference A. General 1 (b) Country of the Client: Ukraine 1(d) For the purposes of this procurement, the Borrower means the Beneficiary, which is the Government of Ukraine, represented by the Ministry of Education and Science of Ukraine. 1 (m) Electronic Procurement System: Not applicable. 2.1 Name of the Client: Ministry of Education and Science of Ukraine Method of selection : Quality and Cost-based Selection - QCBS as per the Procurement Regulations for IPF Borrowers dated September 2025 (available on www.worldbank.org) 2.2 Financial Proposal to be submitted together with Technical Proposal : Yes. The name of the assignment is : Consultancy Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas 2.3 A pre-proposal conference will be held : Yes or No x 2.4 The Client will provide the following inputs, project data, reports, etc. to facilitate the preparation of the Proposals : none 4.1 Not Applicable. 6.3.1 A list of debarred firms and individuals is available at the Bank’s external website : www.worldbank.org/debarr B. Preparation of Proposals 9.1 This RFP has been issued in the Ukrainian and English language. Proposals shall be submitted in Ukrainian or English language. The Contract shall be concluded: - in Ukrainian with a resident of the Client’s country, which shall be the governing language of the Contract; or - in English with a non-resident of the Client’s country, which shall be the governing language of the Contract. 10.1 The Proposal shall comprise the following. For SIMPLIFIED TECHNICAL PROPOSAL (STP): 1st Inner Envelope with the Technical Proposal: Power of Attorney to sign the Proposal TECH-1 TECH-2 TECH-4 TECH-5 TECH-6 TECH-7 TECH-8 2nd Inner Envelope with the Financial Proposal: (1) FIN-1 (2) FIN-2 (3) FIN-3 (4) FIN-4 (5) Statement of Undertaking (if required under Data Sheet 10.2 below) 10.2 Statement of Undertaking is required: Yes. 11.1 Participation of Sub-consultants, Key Experts and Non-Key Experts in more than one Proposal is permissible: No. 12.1 Proposals shall remain valid for 90 days after the Proposal Submission Deadline 13.1 Clarifications may be requested no later than 5 business days prior to the submission deadline. The contact information for requesting clarifications is: Kateryna Kovtun, Procurement Specialist E-mail: kateryna.kovtun@mon.gov.ua 14.1.2 (do not use for Fixed Budget method) Estimated total cost of the assignment: USD 467 000,00 (including VAT) 14.1.3 for time-based contracts only Not applicable 14.1.4 and 26.2 use for Fixed Budget method Not applicable 15.1 No additional documents are required to be submitted. 15.2 The format of the Technical Proposal to be submitted is : STP (Simplified Technical Proposal). Submission of the Technical Proposal in a wrong format may lead to the Proposal being deemed non-responsive to the RFP requirements. 16.1 In its Financial Proposal, the Consultant shall indicate the following reimbursable expenses related to the Assignment: (1) Per diem allowances, including accommodation costs, for Experts for each day spent away from their home office for the purpose of providing the Services; (2) Travel costs by the most appropriate means of transport and along the most direct practical route; (3) Office rental costs, including general administrative expenses and support services; (4) Communication costs; (5) Costs of report production (including printing) and delivery to the Client . 16.2 A price adjustment provision applies to remuneration rates: No. 16.3 Information on the Consultant’s tax obligations in the Client’s country is available in the Tax Code of Ukraine (https://zakon.rada.gov.ua/laws/show/2755-17#Text). 16.4 The prices in the Financial Proposal shall be stated in the following currencies: UAH or USD. Local costs in the Financial Proposal shall be stated in the national currency of the Client’s country: Yes. 16.5 For Consultants resident in Ukraine, if the Proposal is submitted in a foreign currency in accordance with ITC 16.4, payment shall be made in Ukrainian hryvnia (UAH) at the exchange rate of the National Bank of Ukraine, in accordance with the legislation of Ukraine, applicable on the date of issuance of the payment invoice. C. Submission, Opening and Evaluation 17.1 The Consultants shall not have the option of submitting their Proposals electronically. 17.4 The Consultant must submit: a) Technical Proposal: one (1) original and one (1) digital copy on an electronic storage device; (b) Financial Proposal: one (1) original and one (1) digital copy on an electronic storage device. 17.7 and 17.9 The Proposals must be submitted no later than: Date: December 18, 2026 Time: 14:00 local time. The Proposal submission address is: 16 Taras Shevchenko Boulevard, Office 215, Kyiv, Ukraine Contact Telephone Numbers: +380 96 730 9889 – Kateryna Kovtun, Procurement Specialist. At least one day prior to the scheduled Proposal submission date, in view of the security risks arising from the ongoing military situation in Ukraine, the Participant is strongly encouraged to contact the Procurement Specialist to coordinate a convenient time for the submission and receipt of the Proposal. 19.1 An online option of the opening of the Technical Proposals is offered: Yes. The online opening procedure shall be as follows: The opening of Technical Proposals will be streamed online starting at the Proposal Submission Deadline. The online streaming service for the opening of Technical Proposals, including the public reading of the proposals, will be available at the following link: https://meet.google.com/inv-jmdy-rwz An invitation to access the public live-streaming service will also be sent to the Consultants who have submitted Proposals no later than one (1) hour before the Proposal Submission Deadline. The Minutes of the Opening of Technical Proposals will be sent by email to all Consultants who have submitted Proposals. The opening shall take place at: same as the Proposal submission address specified in ITC 17.9 of the Data Sheet. Date : same as the submission deadline indicated in ITC 17.7 of the Data Sheet. Time: 14:00 local time 19.2 In addition, the following information will be read aloud at the opening of the Technical Proposals: Not applicable 21.1 [for STP] Consultants’ technical proposal shall be evaluated in two parts. Part A (as mentioned below) shall be the mandatory criteria that the consultants must meet. Technical Proposals of Consultants who do not meet the criteria in Part A, shall not be further evaluated, and the proposal shall be rejected. Technical Proposal of Consultants, who meet the criteria in Part A, shall be evaluated further using the scoring scheme contained in Part B below. Part A: Mandatory Criteria: S. No: Criteria Documents Required 1. Core Business and Years in Operation 1.1 Minimum of 7 (seven) years of operational experience in areas relevant to this assignment, including but not limited to education sector reform, capacity building, public sector advisory, training program development and delivery, and/or system-level planning in education (preferably early childhood or general education). In the case of a JV, at least one member must have at least seven (7) years of operational experience. - copy of a valid business registration certificate, license, or extract from the relevant state/court registry, issued not earlier than three (3) months prior to the proposal submission deadline; - certified copy of the rticles of incorporation, charter, or equivalent legal documentation, confirming the legal establishment and scope of activities of the entity. 2. Legal status and market experience 2.1 The Consultant (and each member of a JV) shall be a legally registered entity in Ukraine or abroad (in the case of foreign company, the representative office/JV/consortium with a local firm should exist by the date of the Contract signing). In addition to documents required under criterion 1; a copy of the JVA or the letter of intent to establish JVA, supported by the draft JV agreement, or, for foreign firms, a letter of commitment to establish representative office in Ukraine 3. Qualifications in the field of the assignment 3.1 At least 3 (three) successfully completed assignments within the last 7 (seven) years in areas such as: - design and delivery of training or capacity building programs and/or; - education system reform or policy support and/or; - local-level planning, service delivery optimization, or network planning and/or; - development of methodologies, tools, or frameworks for public sector planning (preferably in education or social sectors). Copies of contracts, certificates of completed works/services rendered, letters of recommendation, or other supporting documentation. 3.2 At least one successfully completed project involving the development and launch of an LMS or e-learning courses. In the case of a JVCA, the Lead Member should have at least 1 assignment specified above while the combination of members must fully meet the requirement. The projects claimed by each JVCA member should be substantially completed during the above period either alone or as a member of a past JVCA with a minimum share of 50%. In case of experience in the role of a member of a past JVCA and/or Subconsultant, the experience and amount will be determined based on the Consultant’s share and responsibility in the past JVCA or the amount of the Subconsultant’s contract. Copies of contracts, certificates of completed works/services rendered, letters of recommendation, or other supporting documentation. Part B: Evaluation Criteria: Criteria, sub-criteria, and point system for the evaluation of the Simplified Technical Proposals: Criteria Max. Points 1. Specific experience of the Consultant (as a firm) relevant to the Assignment 15 1.1. At least 3 (three) successfully completed assignments within the last 7 (seven) years in areas such as: - design and delivery of training or capacity building programs and/or; - education system reform or policy support and/or; - local-level planning, service delivery optimization, or network planning and/or; - development of methodologies, tools, or frameworks for public sector planning (preferably in education or social sectors). Experience in early childhood education, school education, or decentralized governance contexts will be considered a strong advantage. Points under this subcriterion shall be allocated as follows: – comparability of completed assignments in terms of scope, scale, and complexity with the tasks set out in these Terms of Reference — 0 to 2 points; – relevance of experience in early childhood education, school education, or decentralized governance — 0 to 2 points; – documented evidence of the results achieved under completed assignments — 0 to 1 point. The maximum score for this subcriterion is 5 points. 0-5 1.2. At least one successfully completed project involving the development and launch of an LMS or e-learning courses. In the case of a JVCA, the Lead Member should have at least 1 assignment specified above while the combination of members must fully meet the requirement. The projects claimed by each JVCA member should be substantially completed during the above period either alone or as a member of a past JVCA with a minimum share of 50%. In case of experience in the role of a member of a past JVCA and/or Subconsultant, the experience and amount will be determined based on the Consultant’s share and responsibility in the past JVCA or the amount of the Subconsultant’s contract. Points under this subcriterion shall be allocated as follows: – demonstrated experience in the development and launch of a learning management system (LMS) or e-learning courses — 0 to 4 points; – comparable complexity of the implemented solution and its suitability for large-scale training — 0 to 3 points; – evidence of actual use and functionality of the developed LMS or e-learning courses — 0 to 3 points. The maximum score for this subcriterion is 10 points. 0-10 2. Adequacy and quality of the proposed methodology, and work plan in responding to the Terms of Reference (TORs): 25 2.1 Compliance of the Methodology with the Terms of Reference (ToR) Points under this subcriterion shall be allocated as follows: – coverage by the proposed methodology of all tasks set out in the Terms of Reference — 0 to 4 points; – soundness of the proposed methodology and the tools for its implementation — 0 to 3 points; – approaches to quality review, collection of feedback, and risk management — 0 to 3 points. The maximum score for this subcriterion is 10 points. 0-10 2.2 Adequacy and Realism of the Work Plan and Overall Balance of the Team of Experts Points under this subcriterion shall be allocated as follows: – soundness of the work schedule, sequencing of stages, and interdependencies between them — 0 to 5 points; – adequacy of expert resources and justification of their allocation across tasks — 0 to 5 points; – realism of the implementation timelines and proposed risk response measures — 0 to 5 points. The maximum score for this subcriterion is 15 points. 0-15 3. Key Experts’ qualifications and competence for the Assignment 60 3.1 Team Leader / Project Director 0-25 3.2 Training & Capacity Development Expert (Lead Trainer) 0-20 3.3 LMS / Digital Learning Expert 0-15 The points assigned to each of the above-mentioned Key Expert positions shall be determined based on the following two sub-criteria and their respective percentage weights: 1) General Qualifications (general education, training, and experience): 20% 2) Suitability for the Assignment (relevant education, training, and experience in the field and/or on similar assignments): 80% The following allocation of points shall apply to the Key Experts: – Team Leader / Project Director: General Qualifications — 0 to 5 points; Suitability for the Assignment — 0 to 20 points. Maximum score — 25 points; – Training & Capacity Development Expert (Lead Trainer): General Qualifications — 0 to 4 points; Suitability for the Assignment — 0 to 16 points. Maximum score — 20 points; – LMS / Digital Learning Expert: General Qualifications — 0 to 3 points; Suitability for the Assignment — 0 to 12 points. Maximum score — 15 points. Total points for the three criteria 100 The minimum technical score (St) required to pass is : 70 Public Opening of Financial Proposals 23.4 An online option of the opening of the Financial Proposals is offered: Yes. The online opening procedure shall be as follows: The opening of Financial Proposals will be streamed online. The online streaming service for the opening of Financial Proposals, including the public reading of the proposals, will be available via a link that will be communicated to the Consultants who have submitted Proposals. Copies of the Minutes of the Opening of Financial Proposals will be sent by email to all Consultants who have submitted Proposals. 23.5 Following the completion of the evaluation of the Technical Proposals, the Client will notify all Consultants of the location, date and time of the public opening of Financial Proposals. Any interested party who wishes to attend this public opening should contact via E-mail kateryna.kovtun@mon.gov.ua and request to be notified of the location, date and time of the public opening of Financial Proposals. The request should be made before the deadline for submission of Proposals, stated above. 25.1 For the purpose of the evaluation, the Client will exclude: (a) all local identifiable indirect taxes such as GST, VAT or similar taxes levied on the contract’s invoices and (b) all additional local indirect taxes on the remuneration for services provided by non-resident Experts in the Client’s country. If a Contract is awarded, at Contract negotiations, all such taxes will be discussed, finalized (using the itemized list as a guidance but not limiting to it) and added to the Contract amount as a separate line, also indicating which taxes shall be paid by the Consultant and which taxes are withheld and paid by the Client on behalf of the Consultant. 26.1 The single currency for the conversion of all prices expressed in various currencies into a single one is : Ukrainian hryvnia The official source of the selling (exchange) rate is : the National Bank of Ukraine, official web-site at http://www.bank.gov.ua The date of the exchange rate is: twenty-five (25) days prior to the deadline for submission of the Proposals as specified in ITC 17.7 27.1 The lowest evaluated Financial Proposal (Fm) is given the maximum financial score (Sf) of 100. The formula for determining the financial scores (Sf) of all other Proposals is calculated as following: Sf = 100 x Fm/ F, in which “Sf” is the financial score, “Fm” is the lowest price, and “F” the price of the proposal under consideration. [or replace with another inversely proportional formula acceptable to the Bank] The weights given to the Technical (T) and Financial (P) Proposals are : T = 70% P = 30% Proposals are ranked according to their combined technical (St) and financial (Sf) scores using the weights (T = the weight given to the Technical Proposal; P = the weight given to the Financial Proposal; T + P = 1) as following: S = St x T% + Sf x P%. D. Negotiations and Award 28.1 Expected date and address for contract negotiations: Date : January 18, 2027 Address: 16 Taras Shevchenko Boulevard, Office 215, Kyiv, Ukraine, or online. 30.1 The Standstill Period does not apply in accordance with the specific procurement flexibilities introduced in response to the emergency in Ukraine. 31.1 T he Notice of Intention to Award the Contract will not be issued in accordance with the specific procurement flexibilities introduced in response to the emergency in Ukraine. 34.1 Amend ITC 34.1 to read as follows: “The Contract shall be signed before the expiry of the Proposal Validity Period specified in ITC 12.1 of the Data Sheet, or any extension thereof.” 34.2 Expected date for the commencement of the Services: Date : February 15, 2027 The Client’s address specified in ITC 19.1 of this Data Sheet. 35.1 The procedures for making a Procurement-related Complaint are detailed in the “Procurement Regulations for IPF Borrowers (Annex III).” If a Consultant wishes to make a Procurement-related Complaint, the Consultant shall submit its complaint following these procedures, In Writing (by the quickest means available, such as by email or fax), to: For the attention : Mrs. Anastasiia Sofiienko Title/position : Deputy of Minister Client : Ministry of Education and Science of Ukraine Email address : uiherp@mon.gov.ua CC: kateryna.kovtun@mon.gov.ua In summary, a Procurement-related Complaint may challenge any of the following: the terms of this Request for Proposal; the Client’s decision to exclude a Consultant from the procurement process prior to the award of contract; and the Client’s decision to award the contract. Section 3. Technical Proposal – Standard Forms { Notes to Consultant shown in brackets { } throughout Section 3 provide guidance to the Consultant to prepare the Technical Proposal; they should not appear on the Proposals to be submitted.} Checklist of Required Forms Required for FTP or STP FORM DESCRIPTION Page Limit FTP STP TECH-1 Technical Proposal Submission Form. 4 If applicable TECH-1 Attachment If the Proposal is submitted by a joint venture, attach a letter of intent or a copy of an existing agreement. If applicable Power of Attorney No pre-set format/form. In the case of a Joint Venture, several are required: a power of attorney for the authorized representative of each JV member, and a power of attorney for the representative of the lead member to represent all JV members TECH-2 Consultant’s Organization and Experience. No limit TECH-2A A. Consultant’s Organization No limit TECH-2B B. Consultant’s Experience No limit TECH-3 Comments or Suggestions on the Terms of Reference and on Counterpart Staff and Facilities to be provided by the Client. No limit TECH-3A A. On the Terms of Reference No limit TECH-3B B. On the Counterpart Staff and Facilities No limit TECH-4 Description of the Approach, Methodology, and Work Plan for Performing the Assignment 15 TECH-5 Work Schedule and Planning for Deliverables 5 TECH-6 Team Composition, Key Experts Inputs, and attached Curriculum Vitae (CV) Each CV limited to 4 pages TECH-7 Code of Conduct No limit TECH-8 Sexual Exploitation and Abuse (SEA) and/or Sexual Harassment (SH) Performance Declaration No limit All pages of the original Technical and Financial Proposal shall be initialed by the same authorized representative of the Consultant who signs the Proposal. Form TECH-1 Technical Proposal Submission Form {Location, Date} To: [Name and address of Client] Dear Sirs: We, the undersigned, offer to provide the consulting services for the assignment LEARN -ECE-1.2-FSF «Consultancy Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas» in accordance with your Request for Proposals (RFP) dated [Insert Date] and our Proposal. We are hereby submitting our Proposal, which includes this Technical Proposal and a Financial Proposal sealed in a separate envelope . {If the Consultant is a joint venture, insert the following : We are submitting our Proposal a joint venture with: {Insert a list with full name and the legal address of each member, and indicate the lead member}. We have attached a copy {insert: “of our letter of intent to form a joint venture” or, if a JV is already formed, “of the JV agreement”} signed by every participating member, which details the likely legal structure of and the confirmation of joint and severable liability of the members of the said joint venture. {OR If the Consultant’s Proposal includes Sub-consultants, insert the following: We are submitting our Proposal with the following firms as Sub-consultants: {Insert a list with full name and address of each Sub-consultant.} We hereby declare that: a) All the information and statements made in this Proposal are true and we accept that any misinterpretation or misrepresentation contained in this Proposal may lead to our disqualification by the Client and/or may be sanctioned by the Bank. (b) Our Proposal shall be valid and remain binding upon us until [insert day, month and year in accordance with ITC 12.1]. (c) We have no conflict of interest in accordance with ITC 3. (d) We meet the eligibility requirements as stated in ITC 6, and we confirm our understanding of our obligation to abide by the Bank’s policy in regard to Fraud and Corruption as per ITC 5 . (e) We, along with any of our sub-consultants, subcontractors, suppliers, or service providers for any part of the contract, are not subject to, and not controlled by any entity or individual that is subject to, a temporary suspension or a debarment imposed by the World Bank Group or a debarment imposed by the World Bank Group in accordance with the Agreement for Mutual Enforcement of Debarment Decisions between the World Bank and other development banks. Further, we are not ineligible under the Client’s country laws or official regulations or pursuant to a decision of the United Nations Security Council. (f) Sexual Exploitation and Abuse (SEA) and/or Sexual Harassment (SH): [ select the appropriate option from (i) to (iii) below and delete the others ]. We [where JV, insert: “including any of our JV members” ] , and any of our sub-consultants: [have not been subject to disqualification by the Bank for non-compliance with SEA/ SH obligations.] [are subject to disqualification by the Bank for non-compliance with SEA/ SH obligations.] [had been subject to disqualification by the Bank for non-compliance with SEA/ SH obligations. An arbitral award on the disqualification case has been made in our favor.] (g) In competing for (and, if the award is made to us, in executing) the Contract, we undertake to observe the laws against fraud and corruption, including bribery, in force in the country of the Client. (h) Except as stated in the Data Sheet, ITC 12.7, we undertake to negotiate a Contract on the basis of the proposed Key Experts. We accept that the substitution of Key Experts for reasons other than those stated in ITC 12 and ITC 28.4 may lead to the termination of Contract negotiations. (i) Our Proposal is binding upon us and subject to any modifications resulting from the Contract negotiations. We undertake, if our Proposal is accepted and the Contract is signed, to initiate the Services related to the assignment no later than the date indicated in ITC 34.2 of the Data Sheet. We understand that the Client is not bound to accept any Proposal that the Client receives. We remain, Yours sincerely, _________________________________________________________________ Signature (of Consultant’s authorized representative) {In full and initials}: Full name: {insert full name of authorized representative} Title: {insert title/position of authorized representative} Name of Consultant (company’s name or JV’s name): Capacity: {insert the person’s capacity to sign for the Consultant} Address: {insert the authorized representative’s address} Phone/fax: {insert the authorized representative’s phone and fax number, if applicable} Email: {insert the authorized representative’s email address} {For a joint venture, either all members shall sign or only the lead member, in which case the power of attorney to sign on behalf of all members shall be attached} Form TECH-2 Consultant’s Organization and Experience Form TECH-2: a brief description of the Consultant’s organization and an outline of the recent experience of the Consultant that is most relevant to the assignment. In the case of a joint venture, information on similar assignments shall be provided for each partner. For each assignment, the outline should indicate the names of the Consultant’s Key Experts and Sub-consultants who participated, the duration of the assignment, the contract amount (total and, if it was done in a form of a joint venture or a sub-consultancy, the amount paid to the Consultant), and the Consultant’s role/involvement. A - Consultant’s Organization 1. Provide here a brief description of the background and organization of your company, and – in case of a joint venture – of each member for this assignment. 2. Include organizational chart, a list of Board of Directors, and beneficial ownership. B - Consultant’s Experience 1. List only previous similar assignments successfully completed in the last [ ..... ] years. 2. List only those assignments for which the Consultant was legally contracted by the Client as a company or was one of the joint venture members. Assignments completed by the Consultant’s individual experts working privately or through other consulting firms cannot be claimed as the relevant experience of the Consultant, or that of the Consultant’s partners or sub-consultants, but can be claimed by the Experts themselves in their CVs. The Consultant should be prepared to substantiate the claimed experience by presenting copies of relevant documents and references if so requested by the Client. Duration Assignment name/& brief description of main deliverables/outputs Name of Client & Country of Assignment Approx. Contract value (in Rs.)/ Amount paid to your firm Role on the Assignment {e.g., Jan.2009– Apr.2010} {e.g., “Improvement quality of...............”: designed master plan for rationalization of ........; } {e.g., Ministry of ......, country} {e.g., Rs.1 mill/Rs. 0.5 mill} {e.g., Lead partner in a JV A&B&C} {e.g., Jan-May 2008} {e.g., “Support to sub-national government.....”: drafted secondary level regulations on..............} {e.g., municipality of........., country} {e.g., Rs. 0.2 mil/Rs. 0.2 mil} {e.g., sole Consultant} Form TECH-4 (for Simplified Technical Proposal Only) Description of Approach, Methodology, and Work Plan for Performing the Assignment Form TECH-4: a description of the approach, methodology, and work plan for performing the assignment, including a detailed description of the proposed methodology and staffing for training, if the Terms of Reference specify training as a specific component of the assignment. {Suggested structure of your Technical Proposal} a) Technical Approach, Methodology, and Organization of the Consultant’s team . {Please explain your understanding of the objectives of the assignment as outlined in the Terms of Reference (TOR), the technical approach, and the methodology you would adopt for implementing the tasks to deliver the expected output(s); the degree of detail of such output; and describe the structure and composition of your team. Please do not repeat/copy the TORs in here. } b) Work Plan and Staffing . {Please outline the plan for the implementation of the main activities/tasks of the assignment, their content and duration, phasing and interrelations, milestones (including interim approvals by the Client), and tentative delivery dates of the reports. The proposed work plan should be consistent with the technical approach and methodology, showing understanding of the TOR and ability to translate them into a feasible working plan and work schedule showing the assigned tasks for each expert. A list of the final documents (including reports) to be delivered as final output(s) should be included here. The work plan should be consistent with the Work Schedule Form.} c) Comments (on the TOR and on counterpart staff and facilities ) {Your suggestions should be concise and to the point, and incorporated in your Proposal. Please also include comments, if any, on counterpart staff and facilities to be provided by the Client. For example, administrative support, office space, local transportation, equipment, data, background reports, etc.} Form TECH-5 (for FTP and STP ) Work Schedule and planning for deliverables N° Deliverables 1 (D-..) Months 1 2 3 4 5 6 7 8 9 ..... n TOTAL D-1 {e.g., Deliverable #1: Report A 1) data collection 2) drafting 3) inception report 4) incorporating comments 5) delivery of final report to Client} D-2 {e.g., Deliverable #2:...............} 1 List the deliverables with the breakdown for activities required to produce them and other benchmarks such as the Client’s approvals. For phased assignments, indicate the activities, delivery of reports, and benchmarks separately for each phase. 2 Duration of activities shall be indicated in a form of a bar chart . 3. Include a legend, if necessary, to help read the chart. Form TECH-6 (for FTP and STP) Team Composition, Assignment, and Key Experts’ inputs N° Name Expert’s input (in person/month) per each Deliverable (listed in TECH-5) Total time-input (in Months) Position D-1 D-2 D-3 ........ D-... Home Field Total KEY EXPERTS K-1 {e.g., Mr. Abbbb} [Team Leader] [ Home] [2 month] [1.0] [1.0] [ Field ] [0.5 m] [2.5] [0] K-2 K-3 n Subtotal NON-KEY EXPERTS N-1 [ Home ] [ Field ] N-2 n Subtotal Total 1 For Key Experts, the input should be indicated individually for the same positions as required under the Data Sheet ITC21.1. 2 Months are counted from the start of the assignment/mobilization. One (1) month equals twenty two (22) working (billable) days. One working (billable) day shall be not less than eight (8) working (billable) hours. 3 “Home” means work in the office in the expert’s country of residence. “Field” work means work carried out in the Client’s country or any other country outside the expert’s country of residence. Full time input Part time input Form TECH-6 (Continued) CURRICULUM VITAE (CV) Position Title and No. {e.g., K-1, TEAM LEADER} Name of Expert: {Insert full name} Date of Birth: {day/month/year} Country of Citizenship/Residence Education: {List college/university or other specialized education, giving names of educational institutions, dates attended, degree(s)/diploma(s) obtained} ________________________________________________________________________ Employment record relevant to the assignment: {Starting with present position, list in reverse order. Please provide dates, name of employing organization, titles of positions held, types of activities performed and location of the assignment, and contact information of previous clients and employing organization(s) who can be contacted for references. Past employment that is not relevant to the assignment does not need to be included.} Period Employing organization and your title/position. Contact information for references Country Summary of activities performed relevant to the Assignment [e.g., May 2005-present] [e.g., Ministry of ……, advisor/consultant to… For references: Tel…………/e-mail……; Mr. Hbbbbb, deputy minister] Membership in Professional Associations and Publications: ______________________________________________________________________ Language Skills (indicate only languages in which you can work): ______________ ______________________________________________________________________ Adequacy for the Assignment: Detailed Tasks Assigned on Consultant’s Team of Experts: Reference to Prior Work/Assignments that Best Illustrates Capability to Handle the Assigned Tasks {List all deliverables/tasks as in TECH- 5 in which the Expert will be involved} Expert’s contact information: (e-mail …………………., phone……………) Certification: I, the undersigned, certify that to the best of my knowledge and belief, this CV correctly describes myself, my qualifications, and my experience, and I am available, as and when necessary, to undertake the assignment in case of an award. I understand that any misstatement or misrepresentation described herein may lead to my disqualification or dismissal by the Client, and/or sanctions by the Bank. {day/month/year} Name of Expert Signature Date {day/month/year} Name of authorized Signature Date Representative of the Consultant (the same who signs the Proposal) Form TECH- 7 CODE OF CONDUCT FOR EXPERTS Form Note to the Client : The following minimum requirements shall not be modified . The Client may include additional requirements to reflect Contract-specific issues/risks. Delete this Box prior to issuance of the RFP. Note to the Consultant : The minimum content of the Code of Conduct form as set out by the Client shall not be substantially modified . However, the Consultant may add requirements as appropriate, including to take into account Contract-specific issues/risks. The Consultant shall initial and submit the Code of Conduct form as part of its Proposal. CODE OF CONDUCT FOR EXPERTS We are the Consultant, [ enter name of Consultant ]. We have signed a contract with [ enter name of Client ] for [ enter description of the Services ]. Our contract requires us to implement measures to address social risks related to the Services, if any, including the risks of sexual exploitation, sexual abuse and sexual harassment. This Code of Conduct is part of our measures to deal with social risks, if any, related to the Services. This Code of Conduct identifies the behavior that we require from all Experts. Our workplace for carrying the Services is an environment where unsafe, offensive, abusive or violent behavior will not be tolerated and where all persons should feel comfortable raising issues or concerns without fear of retaliation. REQUIRED CONDUCT Experts shall: carry out his/her duties competently and diligently; comply with this Code of Conduct and all applicable laws, regulations and other requirements; treat other people with respect, and not discriminate against specific groups such as women, people with disabilities, migrant workers or children; not engage in Sexual Harassment, which means unwelcome sexual advances, requests for sexual favors, and other verbal or physical conduct of a sexual nature with other Experts, or Client’s Personnel; not engage in Sexual Exploitation, which means any actual or attempted abuse of position of vulnerability, differential power or trust, for sexual purposes, including, but not limited to, profiting monetarily, socially or politically from the sexual exploitation of another; not engage in Sexual Abuse, which means the actual or threatened physical intrusion of a sexual nature, whether by force or under unequal or coercive conditions; not engage in any form of sexual activity with individuals under the age of 18, except in case of pre-existing marriage; complete training/sensitization that may be provided related to the social aspects of the Contract, including on Sexual Exploitation and Abuse (SEA), and Sexual Harassment (SH); report violations of this Code of Conduct; and not retaliate against any person who reports violations of this Code of Conduct, whether to us or the Client. RAISING CONCERNS If any person observes behavior that he/she believes may represent a violation of this Code of Conduct, or that otherwise concerns him/her, he/she should raise the issue promptly. This can be done in either of the following ways: Contact [ enter name of person assigned by the Consultant to handle such matters ] in writing at this address [ ] or by telephone at [ ] or in person at [ ]; or Call [ ] to reach the Consultant’s hotline (if any) and leave a message. The person’s identity will be kept confidential, unless reporting of allegations is mandated by the country law. Anonymous complaints or allegations may also be submitted and will be given all due and appropriate consideration. We take seriously all reports of possible misconduct and will investigate and take appropriate action. We will provide warm referrals to service providers that may help support the person who experienced the alleged incident, as appropriate. There will be no retaliation against any person who raises a concern in good faith about any behavior prohibited by this Code of Conduct. Such retaliation would be a violation of this Code of Conduct. CONSEQUENCES OF VIOLATING THE CODE OF CONDUCT Any violation of this Code of Conduct by Experts may result in serious consequences, up to and including termination and possible referral to legal authorities. FOR EXPERT: I have received a copy of this Code of Conduct written in a language that I comprehend. I understand that if I have any questions about this Code of Conduct, I can contact [ enter name of the contact person(s) assigned by the Consultant ] requesting an explanation. Name of Expert: [insert name] Signature: __________________________________________________________ Date: (day month year): _______________________________________________ Countersignature of authorized representative of the Consultant: Signature: ________________________________________________________ Date: (day month year): ______________________________________________ Form TECH-8 Sexual Exploitation and Abuse (SEA) and/or Sexual Harassment (SH) Performance Declaration [The following table shall be filled in for the Consultant, each member of a Joint Venture and each subconsultant proposed by the Consultant] Consultant’s Name: [insert full name] Date: [insert day, month, year] Joint Venture Member’s or Subconsultant’s Name: [insert full name] RFP No. and title: [insert RFP number and title] Page [insert page number] of [insert total number] pages SEA and/or SH Declaration We: (a) have not been subject to disqualification by the Bank for non-compliance with SEA/ SH obligations (b) are subject to disqualification by the Bank for non-compliance with SEA/ SH obligations (c) had been subject to disqualification by the Bank for non-compliance with SEA/ SH obligations. An arbitral award on the disqualification case has been made in our favor. [ If (c) above is applicable , attach evidence of an arbitral award reversing the findings on the issues underlying the disqualification.] Section 4. Financial Proposal - Standard Forms { Notes to Consultant shown in brackets { } provide guidance to the Consultant to prepare the Financial Proposals; they should not appear on the Financial Proposals to be submitted.} Financial Proposal Standard Forms shall be used for the preparation of the Financial Proposal according to the instructions provided in Section 2. FIN-1 Financial Proposal Submission Form FIN-2 Summary of Costs FIN-3 Breakdown of Remuneration, including Appendix A “Financial Negotiations - Breakdown of Remuneration Rates” in the case of QBS method FIN-4 Reimbursable expenses Form FIN-1 Financial Proposal Submission Form {Location, Date} To: [Name and address of Client] Dear Sirs: We, the undersigned, offer to provide the consulting services for [Insert title of assignment] in accordance with your Request for Proposal dated [Insert Date] and our Technical Proposal. Our attached Financial Proposal is for the amount of Rs. {Insert amount in words and figures}, [Insert “including” or “excluding”] of all indirect local taxes in accordance with ITC 25.1 in the Data Sheet. The estimated amount of local indirect taxes is Rs. {Insert amount in words and figures} which shall be confirmed or adjusted, if needed, during negotiations. {Please note that all amounts shall be the same as in Form FIN-2}. Our Financial Proposal shall be valid and remain binding upon us, subject to the modifications resulting from Contract negotiations, for the period of time specified in the Data Sheet, ITC 12.1. Commissions and gratuities paid or to be paid by us to an agent or any third party relating to preparation or submission of this Proposal and Contract execution, paid if we are awarded the Contract, are listed below: Name and Address Amount and Purpose of Commission of Agents Currency or Gratuity {If no payments are made or promised, add the following statement: “No commissions or gratuities have been or are to be paid by us to agents or any third party relating to this Proposal and Contract execution.”} We understand you are not bound to accept any Proposal you receive. We remain, Yours sincerely, _________________________________________________________________ Signature (of Consultant’s authorized representative) {In full and initials}: Full name: {insert full name of authorized representative} Title: {insert title/position of authorized representative} Name of Consultant (company’s name or JV’s name): Capacity: {insert the person’s capacity to sign for the Consultant} Address: {insert the authorized representative’s address} Phone/fax: {insert the authorized representative’s phone and fax number, if applicable} Email: {insert the authorized representative’s email address} {For a joint venture, either all members shall sign or only the lead member/consultant, in which case the power of attorney to sign on behalf of all members shall be attached} Form FIN-2 Summary of Costs Item Cost {Consultant must state the proposed Costs in accordance with ITC 16.4 of the Data Sheet ; delete columns which are not used} { Insert Foreign Currency # 1 } { Insert Foreign Currency # 2, if used } { Insert Foreign Currency # 3, if used } { Insert Local Currency, if used and/or required (16.4 Data Sheet } Cost of the Financial Proposal Including: (1) Remuneration (2) Reimbursables Total Cost of the Financial Proposal: {Should match the amount in Form FIN-1} Indirect Local Tax Estimates – to be discussed and finalized at the negotiations if the Contract is awarded {insert type of tax. e.g., VAT or sales tax} {e.g., income tax on non-resident experts} {insert type of tax} Total Estimate for Indirect Local Tax: FORM FIN-3 Breakdown of Remuneration When used for Lump-Sum contract assignment, information to be provided in this Form shall only be used to demonstrate the basis for the calculation of the Contract’s ceiling amount; to calculate applicable taxes at contract negotiations; and, if needed, to establish payments to the Consultant for possible additional services requested by the Client. This Form shall not be used as a basis for payments under Lump-Sum contracts A. Remuneration No. Name Position (as in TECH-6) Person-month Remuneration Rate Time Input in Person/Month (from TECH-6) Total in Rs. Key Experts K-1 [ Home ] [ Field ] K-2 Non-Key Experts N-1 [ Home ] N-2 [ Field ] Total Costs (Rs.) Appendix A. Financial Negotiations - Breakdown of Remuneration Rates Review of Remuneration Rates The remuneration rates are made up of salary or a base fee, social costs, overheads, profit, and any premium or allowance that may be paid for assignments away from headquarters or a home office. An attached Sample Form can be used to provide a breakdown of rates. If the RFP requests submission of a technical proposal only, the Sample Form is used by the selected Consultant to prepare for the negotiations of the Contract. If the RFP requests submission of the financial proposal, the Sample Form shall be completed and attached to the Financial Form-3. Agreed (at the negotiations) breakdown sheets shall form part of the negotiated Contract and included in its Appendix D or C. At the negotiations the firm shall be prepared to disclose its audited financial statements for the last three years, to substantiate its rates, and accept that its proposed rates and other financial matters are subject to scrutiny. The Client is charged with the custody of government funds and is expected to exercise prudence in the expenditure of these funds. Rate details are discussed below: Salary is the gross regular cash salary or fee paid to the individual in the firm’s home office. It shall not contain any premium for work away from headquarters or bonus (except where these are included by law or government regulations). Bonuses are normally paid out of profits. To avoid double counting, any bonuses shall not normally be included in the “Salary” and should be shown separately. Where the Consultant’s accounting system is such that the percentages of social costs and overheads are based on total revenue, including bonuses, those percentages shall be adjusted downward accordingly. Where national policy requires that 13 months’ pay be given for 12 months’ work, the profit element need not be adjusted downward. Any discussions on bonuses shall be supported by audited documentation, which shall be treated as confidential. Social Charges are the costs of non-monetary benefits and may include, inter alia, social security (including pension, medical, and life insurance costs) and the cost of a paid sick and/or annual leave. In this regard, a paid leave during public holidays or an annual leave taken during an assignment if no Expert’s replacement has been provided is not considered social charges. Cost of Leave . The principles of calculating the cost of total days leave per annum as a percentage of basic salary is normally calculated as follows: Leave cost as percentage of salary = Where w = weekends, ph = public holidays, v = vacation, and s = sick leave. Please note that leave can be considered as a social cost only if the Client is not charged for the leave taken. Overheads are the Consultant’s business costs that are not directly related to the execution of the assignment and shall not be reimbursed as separate items under the Contract. Typical items are home office costs (non-billable time, time of senior Consultant’s staff monitoring the project, rent of headquarters’ office, support staff, research, staff training, marketing, etc.), the cost of Consultant’s personnel not currently employed on revenue-earning projects, taxes on business activities, and business promotion costs. During negotiations, audited financial statements, certified as correct by an independent auditor and supporting the last three years’ overheads, shall be available for discussion, together with detailed lists of items making up the overheads and the percentage by which each relates to basic salary. The Client does not accept an add-on margin for social charges, overhead expenses, etc. for Experts who are not permanent employees of the Consultant. In such case, the Consultant shall be entitled only to administrative costs and a fee on the monthly payments charged for sub-contracted Experts. Profit is normally based on the sum of the Salary, Social costs, and Overheads. If any bonuses paid on a regular basis are listed, a corresponding reduction shall be made in the profit amount. Profit shall not be allowed on travel or any other reimbursable expenses. Away from Home Office Allowance or Premium or Subsistence Allowances. Some Consultants pay allowances to Experts working away from headquarters or outside of the home office. Such allowances are calculated as a percentage of salary (or a fee) and shall not draw overheads or profit. Sometimes, by law, such allowances may draw social costs. In this case, the amount of this social cost shall still be shown under social costs, with the net allowance shown separately. Sample Form Consultant: Country: Assignment: Date: Consultant’s Representations Regarding Costs and Charges We hereby confirm that: (a) the basic fees indicated in the attached table are taken from the firm’s payroll records and reflect the current rates of the Experts listed which have not been raised other than within the normal annual pay increase policy as applied to all the Consultant’s Experts; (b) attached are true copies of the latest pay slips of the Experts listed; (c) the away- from- home office allowances indicated below are those that the Consultant has agreed to pay for this assignment to the Experts listed; (d) the factors listed in the attached table for social charges and overhead are based on the firm’s average cost experiences for the latest three years as represented by the firm’s financial statements; and (e) said factors for overhead and social charges do not include any bonuses or other means of profit-sharing. [Name of Consultant] Signature of Authorized Representative Date Name: Title: Consultant’s Representations Regarding Costs and Charges (Model Form I) (Expressed in Rs.) Personnel 1 2 3 4 5 6 7 8 Name Position Basic Remuneration Rate per Working Month/Day/Year Social Charges1 Overhead1 Subtotal Profit2 Away from Home Office Allowance Proposed Fixed Rate per Working Month/Day/Hour Proposed Fixed Rate per Working Month/Day/Hour1 Home Office Client’s Country 1. Expressed as percentage of 1 2. Expressed as percentage of 4 Form FIN-4 Breakdown of Reimbursable Expenses When used for Lump-Sum contract assignment, information to be provided in this Form shall only be used to demonstrate the basis for calculation of the Contract ceiling amount, to calculate applicable taxes at contract negotiations and, if needed, to establish payments to the Consultant for possible additional services requested by the Client. This form shall not be used as a basis for payments under Lump-Sum contracts B. Reimbursable Expenses N° Type of Reimbursable Expenses Unit Unit Cost Quantity Currency (as in FIN-2) {e.g., Per diem allowances**} {Day} {e.g., International flights} {Ticket} {e.g., In/out airport transportation} {Trip} {e.g., Communication costs between Insert place and Insert place} {e.g., reproduction of reports} {e.g., Office rent} .................................... {Training of the Client’s personnel – if required in TOR} Total Costs Legend : “Per diem allowance” is paid for each night the expert is required by the Contract to be away from his/her usual place of residence. Client can set up a ceiling. Section 5. Eligible Countries In reference to ITC 6.3.2, for the information of Consultants, at the present time firms, goods and services from the following countries are excluded from this selection: Under the ITC 6.3.2 (a): None Under the ITC 6.3.2 (b): None Section 6. Fraud and Corruption (This Section 6, Fraud and Corruption shall not be modified) Purpose The Bank’s Anti-Corruption Guidelines and this annex apply with respect to procurement under Bank Investment Project Financing operations. Requirements The Bank requires that Borrowers (including beneficiaries of Bank financing); bidders (applicants/proposers), consultants, contractors and suppliers; any sub-contractors, sub-consultants, service providers or suppliers; any agents (whether declared or not); and any of their personnel, observe the highest standard of ethics during the procurement process, selection and contract execution of Bank-financed contracts, and refrain from Fraud and Corruption. To this end, the Bank: Defines, for the purposes of this provision, the terms set forth below as follows: “corrupt practice” is the offering, giving, receiving, or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party; “fraudulent practice” is any act or omission, including misrepresentation, that knowingly or recklessly misleads, or attempts to mislead, a party to obtain financial or other benefit or to avoid an obligation; “collusive practice” is an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party; “coercive practice” is impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party; “obstructive practice” is: deliberately destroying, falsifying, altering, or concealing of evidence material to the investigation or making false statements to investigators in order to materially impede a Bank investigation into allegations of a corrupt, fraudulent, coercive, or collusive practice; and/or threatening, harassing, or intimidating any party to prevent it from disclosing its knowledge of matters relevant to the investigation or from pursuing the investigation; or acts intended to materially impede the exercise of the Bank’s inspection and audit rights provided for under paragraph 2.2 e. below. Rejects a proposal for award if the Bank determines that the firm or individual recommended for award, any of its personnel, or its agents, or its sub-consultants, sub-contractors, service providers, suppliers and/ or their employees, has, directly or indirectly, engaged in corrupt, fraudulent, collusive, coercive, or obstructive practices in competing for the contract in question; In addition to the legal remedies set out in the relevant Legal Agreement, may take other appropriate actions, including declaring misprocurement, if the Bank determines at any time that representatives of the Borrower or of a recipient of any part of the proceeds of the loan engaged in corrupt, fraudulent, collusive, coercive, or obstructive practices during the procurement process, selection and/or execution of the contract in question, without the Borrower having taken timely and appropriate action satisfactory to the Bank to address such practices when they occur, including by failing to inform the Bank in a timely manner at the time they knew of the practices; Pursuant to the Bank’s Anti- Corruption Guidelines and in accordance with the Bank’s prevailing sanctions policies and procedures, may sanction a firm or individual, either indefinitely or for a stated period of time, including by publicly declaring such firm or individual ineligible (i) to be awarded or otherwise benefit from a Bank-financed contract, financially or in any other manner;[1] (ii) to be a nominated[2] sub-contractor, consultant, manufacturer or supplier, or service provider of an otherwise eligible firm being awarded a Bank-financed contract; and (iii) to receive the proceeds of any loan made by the Bank or otherwise to participate further in the preparation or implementation of any Bank-financed project; Requires that a clause be included in bidding/request for proposals documents and in contracts financed by a Bank loan, requiring (i) bidders (applicants/proposers), consultants, contractors, and suppliers, and their sub-contractors, sub-consultants, service providers, suppliers, agents personnel, permit the Bank to inspect[3] all accounts, records and other documents relating to the procurement process, selection and/or contract execution, and to have them audited by auditors appointed by the Bank. Section 7. Terms of Reference TERMS OF REFERENCE Consultancy Services for the Technical Assistance in the design and implementation of the “First Steps Forward” plans in participating hromadas Contract No. Lifting Education Access and Resilience in Times of Need in Ukraine Program Grant URTF TF0D0612 LEARN -ECE-1.2-FSF Table of Contents I. BACKGROUND................................................................................................................ 75 II. OBJECTIVE...................................................................................................................... 78 III. SCOPE OF SERVICES..................................................................................................... 79 IV. DELIVERABLES............................................................................................................ 86 V. REPORTS SUBMISSION AND ACCEPTANCE PROCEDURE.................................. 88 VI. PAYMENT SCHEDULE.................................................................................................. 90 VII.KEY REQUIREMENTS................................................................................................... 92 VIII.REQUIREMENTS (Qualifications)................................................................................ 92 8.1. Consultant......................................................................................................................... 92 8.2. Staff.................................................................................................................................. 94 8.2.1. Qualifications of Key Experts............................................................................ 94 8.2.2. Minimum qualifications of Non-Key Experts................................................... 97 8.2.3. Minimum qualifications of Junior................................................................... 102 IX. IMPLEMENTATION ARRANGEMENTS................................................................... 104 ANNEX................................................................................................................................. 105 ABBREVIATIONS AND ACRONYMS CEFR — Common European Framework of Reference for Languages ECE — Early Childhood Education ECEC — Early Childhood Education and Care ECEDO — Early Childhood Education Development Office ECPE — Early Childhood and Preschool Education ECPEC — Early Childhood and Preschool Education and Care EU — European Union IPF — Investment Project Financing LEARN — Lifting Education Access and Resilience in Times of Need in Ukraine LMS — Learning Management System MEL — Monitoring, Evaluation, and Learning MoES — Ministry of Education and Science of Ukraine QA — Quality Assurance SBC — Social and Behavior Change TLM — Training Learning Materials ToT — Training-of-Trainers Technical Assistance for Development and Implementation of “First Steps Forward” Plans and Capacity Building for Scale I. BACKGROUND The Government of Ukraine is implementing a comprehensive reform of the education sector aimed at strengthening teaching and learning conditions and enhancing management capacities across all levels of education, which is one of the key tasks on the path of Ukraine's accession to the EU. With the adoption in 2024 of the new Law of Ukraine "On Preschool Education", which entered into force on January 1, 2025, active transformation processes have also covered preschool education. Early childhood and preschool education ranks first among the strategic priorities identified by the Strategic Action Plan of the Ministry of Education and Science of Ukraine until 2027, approved by the Order of the Ministry of Education and Science of Ukraine dated March 7, 2024 No. 276. The ultimate goal of the reform is to ensure access to quality preschool education for every child, including children with special educational needs, which is planned to be achieved through a number of the following strategic goals: accessibility, highly qualified and motivated staff, compliance of the quality and content of education with European requirements, the functioning of effective systems for monitoring and assessing quality, management and financing. The European Commission's Communication on the EU's Enlargement Policy for 2024 notes the steps taken as achieving some progress. It emphasizes the next task of ensuring the implementation of the legislation on preschool education, which puts in place measures aligning to EU principles and focuses on high-quality early childhood education, guaranteeing access for children of early and preschool age, fair rules for the functioning of preschool entities, and decent working conditions for employees. Implementation of this reform is also accompanied by the development of the draft Strategy for preschool education development presented during the event “First Steps Forward”, new secondary legislation, and additional budget allocations. These reforms, which are the most transformative in more than three decades, will be implemented in two phases. The first phase involves developing capacity at the national and local levels for implementation of reforms on a limited scale, approximately 35 territorial communities (hromadas), combined with a rigorous process evaluation to prepare for scale up. The second phase involves implementation of the Strategy at the national level. In 2024, Ukraine, together with the International Bank for Reconstruction and Development and the International Development Association (hereinafter referred to as the World Bank), signed the agreements for the Operation “Lifting Education Access and Resilience in Times of Need in Ukraine” (hereinafter referred to as LEARN or the Operation). LEARN was designed to address critical challenges and provide the necessary support to the education sector in accordance with the Strategic Action Plan of the Ministry of Education and Science of Ukraine until 2027, approved by Order of the Ministry of Education and Science of Ukraine dated 07.03.2024 No. 276 (hereinafter referred to as the Strategic Plan). The Operation focuses on supporting the priorities “1. Early Childhood and Preschool Education” and “2. Reform of the New Ukrainian School” stipulated in the Strategic Plan. To support the first stage of the preschool education reform, the Government requested additional resources under the Technical Assistance component of the LEARN Operation. The LEARN objectives are: (i) to improve teaching and learning conditions; and (ii) to strengthen the management capacity of the education system. The total LEARN financing amounts to US$737 mln provides a combination of the World Bank financing instruments: Program for Results (PforR) – US$ 675.9 mln and Investment Project Financing (IPF) – US$61.1 mln. The Program-for-Results (PforR) is implemented through a US$235 million loan provided by Bank resources, supported by loan enhancement from the Advancing Needed Credit Enhancement for Ukraine (ADVANCE Ukraine) Trust Fund, which is backed by the Government of Japan. This is formalized under the Loan Agreement between Ukraine and the International Bank for Reconstruction and Development for the Program (LOAN No 9721-UA). An additional US$150 million is provided under the Special Program for Ukraine and Moldova Recovery (SPUR) of the International Development Association (IDA) Crisis Facility, as outlined in the Financing Agreement between Ukraine and the International Development Association for the Program (CREDIT No 7626-UA). On July 1, 2025, the Financing Agreement (Additional Financing: Lifting Education Access and Resilience in Times of Need in Ukraine Program) between Ukraine and the International Development Association (CREDIT No 7905-UA) was signed in the amount of US$4.9 million.On June 9, 2026, a Loan Agreement (Third Additional Financing for Lifting Education Access and Resilience in Times of Need in Ukraine Program) was signed between Ukraine and the International Bank for Reconstruction and Development (Loan No. K019-UA) in the amount of $286 million. Furthermore, US$30 million in Investment Project Financing (IPF) is secured under the Grant Agreement between Ukraine and the International Bank for Reconstruction and Development and the International Development Association, acting as the administrator of the Ukraine Relief, Recovery, Reconstruction, and Reform Multi-Donor Trust Fund (URTF GRANT No TF0C5794). On December 19, 2025, the Grant Agreement (Additional Financing for Lifting Education Access and Resilience in Times of Need in Ukraine Project) between UKRAINE and the International Bank for Reconstruction and Development and the International Development Association jointly acting as a Supervising Entity for the Global Partnership for Education Fund and as administrator of the Ukraine Relief, Recovery, Reconstruction and Reform Multi-Donor Trust Fund (GPE GRANT No TF0D0613, URTF GRANT No TF0D0612) was signed in the amount of US$31.1 million. The Ministry of Education and Science of Ukraine has established the Early Childhood Education Development Office (ECEDO). Functioning as a technical implementation office within the ministry, ECEDO provides operational and expert support to coordinate overall reform efforts across several areas, including access and financing, content of education and teacher professional development, inclusion, quality assurance, legal and regulatory frameworks, as well as intersectoral cooperation. The office will also be responsible for monitoring the implementation of reforms in the field of Early Childhood and Preschool Education (ECPE). The establishment of ECEDO strengthens the capacity of the Ministry of Education and Science of Ukraine to manage donor-funded technical assistance, provide support to participating communities, ensure coherence between reform components, and integrate project results into national systems for long-term sustainability and scalability. The ECEDO brings together multidisciplinary teams of experts organized across three technical pillars — Access and Financing, Content and Teacher Professional Development, Inclusion complemented by cross-sectoral experts in QualityAssurance, Legal and Normative Support, Social and Behavior Change (SBC) and Communication, and Physical and Learning Spaces (PLS). On this basis, the Ministry of Education and Science of Ukraine intends to engage a qualified Consultant to design and deliver a comprehensive training and support program for hromadas on the Training Program on Implementing Preschool Education Reform and Adjusting and/or Developing Draft Local Targeted and Budget Programs for Early Childhood Education in Hromadas The program will follow a phased approach combining content development, pilot implementation, scaling, and institutionalization of training tools and methodologies. Under Component A, the focus will be on the development and implementation of a structured training program for hromadas.The training program will target key representatives of local self-government bodies involved in planning, financing, management, and implementation of ECPE reform at the local level, including: Deputy Head of the Hromada; Director of the Education Department or Head of the Education Unit; Deputy Director of the Education Department responsible for preschool education; Head of the Preschool Education Unit; representative of the hromada financial unit responsible for the education budget; Head of the Financial and Economic Unit of the Education Department / Chief Accountant; Director of a preschool education institution (as a representative of the practical implementation level); and, where relevant, representative of the Department of Economy or Strategic Development. The content and structure of the training program will be tailored to the functional responsibilities and capacity gaps of these target groups, taking into account their specific educational and professional development needs related to ECPE reform implementation. This includes strengthening competencies in system analysis and supply-demand assessment, stakeholder engagement and behavior change, financial planning and network configuration, application of the normative framework, quality assurance and monitoring, as well as practical use of tools, templates, and data-informed decision-making approaches. The training program will be modular competency-based and oriented towards practical application, using materials provided by the Ministry of Education and Science of Ukraine and incorporating applied learning methodologies, case studies, and hands-on exercises to support the development of sustainable local ECPE solutions and local targeted and budget ECE programs. Local targeted and budget ECE programs will define a three-year implementation pathway for optimizing ECPE networks, introducing flexible service delivery models, ensuring financial sustainability, and embedding mechanisms for continuous quality improvement. Following the training development, the consultant will create a blended learning program to approximately 35 hromadas, engaging around 250 representatives. The training will combine online modules with in-person sessions delivered in cohort format and will be strongly practice-oriented, utilizing real hromada data and focusing on analytical, financial, and planning exercises. Structured mentoring and technical assistance will be provided to participating hromadas throughout the full period of adjustment and/or development of local targeted and budget ECE programs and for three months after the final day of in-person training delivery. This support will ensure that hromada teams are able to apply the methodology delivered in their everyday work practice, use local data, conduct financial and network planning, and prepare evidence-based, costed, inclusive, and operationally feasible local targeted and budget ECE programs. The core training content will be based on a structured methodology for the development of local targeted and budget ECE programs which will be designed, taught and applied for development of local documents. This methodology will include comprehensive supply and demand analysis(including public and private provision of ECPE services), demographic projections, network efficiency assessments, the development of alternative network configuration scenarios, financial modelling, and the integration of inclusion considerations. Particular attention will be given to stakeholder consultation processes, prioritization of implementation actions, and risk management. The final stage of this phase will include a structured evaluation of training effectiveness, usability of tools, and the quality of adjusted and/or developed local targeted and budget ECE programs. The results of this evaluation will inform the refinement of the training package, tools and templates, and MEL approaches, thereby establishing a strong foundation for scaling. Component B will focus on institutionalization and scaling of the developed approaches at the national level. This will include the development of a comprehensive LMS-based course for the hromada representatives reflecting the full structure of the self-paced training program. The course will include interactive elements, instructional materials, video content, and practical tools. Quality assurance shall be embedded across all components of the Assignment and reflected in the relevant deliverables under Component A, Component B, and Component C. The Consultant shall apply practical tools for reviewing the quality of training materials, training delivery, mentoring support, LMS-based learning, and developed local targeted and budget ECE programs. The Consultant shall also collect and analyze feedback, document lessons learned, and use these findings to improve training content, mentoring support, LMS materials, and recommendations for scale-up, in alignment with existing project monitoring and evaluation mechanisms. The activities shall be implemented within the 13 month period. II. OBJECTIVE The objective of this assignment is to support the Ministry of Education and Science of Ukraine (MoES) through the engagement of a qualified Consultant to design, deliver, and support the implementation of a comprehensive capacity-building program for hromadas on the adjustment and/or development of local targeted and budget ECE programs. Specifically, the Consultant shall: a) to design a structured guidelines for the development of local targeted and budget ECE programs; b) to develop and deliver a structured training program in a blended format to approximately 250 representatives from 35 hromadas; c) to provide technical assistance and mentoring to hromadas selected by MoES in the development, submission, and approval of approximately 35 local targeted and budget ECE programs, including peer-learning, inter-hromada dialogue, study tours, and exchange visits. Support shall be provided throughout the preparation period and for three months after the final day of in-person training delivery. Study tours shall cover approximately -70 participants in groups of 20 participants, with an estimated 3-4 study tours conducted depending on logistics and group composition; d) to prepare the evaluation report on training effectiveness and the quality of developed local targeted and budget ECE programs; e) to develop and launch LMS course based on the refined 5-module training program for local government bodies. f) to develop a coherent approach to ensuring the quality of the training program and LMS course, aligned with existing project monitoring and evaluation mechanisms; to prepare practical tools for reviewing the quality of training content, curriculum, TLM, LMS materials and implementation; to assess the quality of hromada-level ECE programs/plans and implementation readiness; and to collaborate with the third-party monitoring and evaluation agency to ensure coherence, avoid duplication, and support evidence-based decision-making during implementation. III. SCOPE OF SERVICES Component A. Development and Pilot Implementation of the Training Program in Hromadas A.1. To design structured guidance for the development of local targeted and budget ECE programs. The Consultant shall design and apply a structured guidance for development of local targeted and budget ECE programs. Given the analytical and research-oriented nature of this assignment, the Consultant shall ensure the methodological quality and practical applicability of the approach, including through the use of relevant data sources, evidence-based analytical tools, and expert validation procedures. The final guidance shall be submitted to the MoES for review and approval before being used for training delivery in hromadas. The guidance for the development of local targeted and budget ECE programs shall include: supply and demand analysis (including both public and private provision of early childhood and preschool education services; demographic projections; network efficiency assessment; workforce planning, including staffing needs and training requirements for the ECPE workforce; strengthening data systems and analytical capacity for ECPE planning and financing, including the ability of hromadas to accurately track enrolled and unenrolled children, attendance, SEN, and transportation needs; financial modelling and costing (development of 2–3 network configuration scenarios, including cost-per-child and medium-term budget projections under different network configuration scenarios); selection of a preferred scenario; inclusion and SEN considerations; stakeholder consultation processes (including parents); implementation sequencing and prioritization; risk analysis and mitigation. Key Deliverable: 1.Plan for ensuring the quality of educational activity, covering both development (including development of the training content (guidance for the development of local targeted and budget ECE programs), training curriculum and TLM) and implementation of the training program. 2. Guidance on the development of local targeted and budget ECE programs approved by MoES. A.2. To develop a structured training program for approximately 250 representatives from 35 hromadas and guidance for training delivery to hromadas. The Consultant shall develop, utilizing materials provided by MOES (but not limited to), a structured training program of at least 2.5 ECTS credits (based on the proposed structure, goals and expected learning outcomes presented in Annex 1) in a blended format for approximately 250 representatives from 35 hromadas. The program should consist of five core modules and 1 preparatory on-line module, tailored to the ECPE reform context and directly linked to the development of local targeted and budget ECE programs. Modules shall cover at minimum: 1.Data-driven management Analysis of the network (including public and private provision of ECPE services), demographic trends, financial indicators, and population projections; assessment of efficiency and identification of optimization opportunities. 2.Financial model and budget efficiency Calculation of the cost of service per child, scenario modelling, assessment of the financial effect, and creation of fiscal space through the release and reinvestment of resources, as well as workforce planning within the network, including staffing needs and training requirements. 3.Implementation of the Law of Ukraine “On Preschool Education” Network configuration, introduction of new types of preschool education institutions, and outsourcing of non-core functions. 4.Change management and implementation Development of a roadmap, definition of KPIs, risk management, change management approach, and communication of decisions. 5.Quality of preschool education and its monitoring Assessment of the impact of decisions on the quality of and access to services; identification of priorities for reinvestment of resources; introduction of approaches to regular quality monitoring at the hromada level. The Consultant shall propose: a detailed curriculum based on the framework requirements (Annex 1) and training and learning materials (TLM) for preparatory online learning modules and in-person sessions; practical tools and templates; applied learning approaches (case-based, problem-solving). The modular training program will target local representatives of the “change teams” established within participating hromadas. The “change team” is a team composed of approximately 6–8 representatives of the hromada, depending on the size of the hromada and may include, but are not limited to, representatives of hromada leadership, education departments, preschool education units, financial and economic units, preschool education institutions, and departments responsible for economy or strategic development. The exact composition of each hromada team may vary depending on the local governance structure and distribution of responsibilities for ECPE planning, budgeting, and implementation. An indicative list of possible target group representatives is provided below. Deputy Head of the Hromada; Director of the Department / Head of the Education Department; Deputy Director of the Education Department (responsible for preschool education); Head of the Preschool Education Unit; Representative of the Hromada Financial Unit (responsible for the education budget); Head of the Financial and Economic Unit for Education / Chief Accountant; Director of a Preschool Education Institution; Representative of the Department of Economy / Strategic Development; In addition, the Consultant shall develop a training delivery guidance for trainers and mentors, which shall define the overall learning approach, training structure, sequencing of modules, delivery modalities, facilitation methods, practical assignments, use of hromada-level data, mentoring linkages, and mechanisms for assessing participants’ learning progress. The training delivery guidance shall ensure that the training is competency-based, practice-oriented, and directly linked to the preparation of local targeted and budget ECE programs by participating hromadas. The Consultant shall also implement training for trainers and mentors to ensure that they are fully prepared to deliver the training programme, facilitate practical sessions, support participating hromadas during the learning process, and provide follow-up mentoring and technical assistance. This training shall cover the training methodology, module content, facilitation approach, use of practical tools and templates, mentoring procedures, feedback mechanisms, and quality assurance requirements. The Guidance shall also include the MEL framework, indicators, data collection tools, assessment methodology, feedback mechanisms, implementation readiness indicators, and procedures for continuous improvement. The training delivery guidance for trainers shall include: training logic and modular structure; learning objectives and expected learning outcomes; competency framework for target groups; delivery modalities, including preparatory online learning, in-person sessions, practical exercises, and follow-up mentoring; facilitation approaches, including case-based learning, problem-solving, peer learning, and use of real hromada data; practical assignments linked to the step-by-step development of local targeted and budget ECE programs; assessment tools, including pre- and post-assessments and participant feedback mechanisms; quality assurance arrangements for training delivery; mechanisms for integrating training results into the mentoring and technical assistance process. Key Deliverable: Modular Training Package (5 modules for in-person training and 1 preparatory module), including methodology, tools, templates, and competency framework, approved by MoES. Training Delivery Guidance for Trainers, including the training methodology for hromadas, approved by MoES Training for trainers and mentors is implemented. A.3. To deliver a structured training program in a blended format to approximately 250 representatives from 35 hromadas The Consultant. shall deliver a blended training program for approximately 35 hromadas (approximately 250 hromada representatives), including: preparatory online learning modules before in-person sessions; 5 full days of in-person sessions (cohort-based, 9 hromadas per cohort - 4 cohorts); Training delivery shall be directly linked to the mentoring process. Training sessions shall introduce the methodology, tools, and templates, while mentoring and technical consultations shall support hromadas in applying these tools to their own data, budget context, service network, inclusion needs, and implementation constraints. Safety requirements for in-person training: The Consultant shall ensure that all in-person training activities are organized in compliance with applicable safety and security requirements, taking into account the security situation in the selected locations. The Consultant shall be responsible for selecting venues that have access to appropriate shelters or other safe spaces, ensuring clear evacuation routes, and providing participants with safety instructions before the start of each in-person training session. The Consultant shall monitor the security situation before and during in-person training activities and shall adjust the format, location, or schedule of training, including switching to an online format where necessary, in coordination with MoES. The Consultant shall ensure that in-person events are not conducted in locations or under conditions that may expose participants, trainers, or project staff to unjustified safety risks. The Consultant shall also ensure that training venues comply with basic health, accessibility, and emergency preparedness requirements, including adequate space, ventilation, access to first aid, and conditions suitable for participation of persons with disabilities or reduced mobility. The Consultant shall cover all costs associated with in-person participation, including: venue and facilities; travel and accommodation; per diem (as applicable); training materials and logistics; safety-related logistical arrangements necessary for the organization of in-person training, including venues with access to shelters or safe spaces, safety instructions, and other reasonable measures required to ensure safe participation. Key Deliverable: Training (5 full days of in-person sessions) delivered to ~35 hromadas (approximately 250 representatives) Draft local targeted and budget ECE programs adjusted and/or developed A.4. Technical Assistance and Mentoring The Consultant shall provide follow-up mentoring and technical assistance throughout the full period of adjustment and/or development of local targeted and budget ECE programs and for three months after the final day of in-person training delivery. This support shall include hands-on support to each participating hromada through: regular mentoring sessions with each hromada change team, conducted online or in person, focused on the step-by-step adjustment and/or development of the local targeted and budget ECE programs; thematic technical consultations (“technical clinics”) on specific technical issues arising during the adjustment and/or development of local targeted and budget ECE programs; iterative review of draft local targeted and budget ECE programs, including written feedback on analytical sections, costing tables, implementation plans, risk matrices, and monitoring arrangements; targeted consultations for hromadas requiring additional support due to data limitations, complex network configuration issues, inclusion-related challenges, or specific local implementation risks. organization and facilitation of the peer-learning, inter-hromada dialogue, and experience exchange activities, including study tours and exchange visits between participating hromadas and other relevant education stakeholders. Study tours shall be organized for approximately 70 participants in groups of around 20 participants each. It is expected that 3-4 study tours will be conducted, depending on the final group composition, geographic distribution of participants, and logistical considerations. The Consultant shall cover all costs associated with the organization of study tours, including venue and facilities, travel and accommodation, hotel arrangements, meals and per diem (as applicable), transportation, training materials and logistics, as well as all related organizational and logistical support necessary to ensure effective and safe participation of beneficiaries. The Consultant shall ensure the following minimum quantitative parameters of mentoring and technical assistance: at least one dedicated mentor assigned to each participating hromada (mentoring team is preferrable); at least one mentoring session per month for each hromada during the development period of the local targeted and budget ECE programs; at least three follow-up mentoring sessions for each hromada during the three-month support period after the final day of in-person training delivery; at least two rounds of written review and feedback on each draft local targeted and budget ECE programs; a mentoring log maintained for each participating hromada, documenting dates, topics discussed, recommendations provided, follow-up actions agreed, and progress achieved. Key Deliverable: Structured Mentoring and Technical Assistance Package delivered to participating hromadas, including a mentoring plan, assignment of mentors or mentoring teams, thematic technical clinics, mentoring logs, and written feedback on draft local targeted and budget ECE programs. Mentoring logs (including written feedback on local targeted and budget ECE programs) for each participating hromada. Approximately 35 costed, evidence-based, inclusive, and operationally feasible draft local targeted and budget ECE programs finalized and submitted for consideration by the relevant local authorities. Organization and facilitation of peer-learning, inter-hromada dialogue, experience exchange activities, study tours and exchange visits for participating hromadas and relevant education stakeholders. Study tours shall cover approximately 70 participants in groups of 20, with an estimated 3-4 visits depending on group composition, geography and logistics. A.5. Evaluation and Refinement Following completion of the training and mentoring process, the Consultant shall conduct a structured evaluation to assess the effectiveness of capacity-building support provided to participating hromadas, the usability of developed tools and templates, and the quality, feasibility, and implementation readiness of local targeted and budget ECE programs. The evaluation shall include analysis of training quality, participant engagement, pre- and post-assessment results, participant feedback, learning outcomes, implementation readiness, and practical application of acquired knowledge and skills. The findings shall inform the refinement of the training package, technical tools, MEL approaches, and recommendations for further scale-up. The Consultant. shall: conduct structured evaluation of: training effectiveness; usability of tools and templates; quality and feasibility and practical applicability of adjustment and/or development local targeted and budget ECE programs ; participant learning progress based on pre- and post-assessment results; participant feedback on the training process, content, and support provided; prepare an evaluation report on training effectiveness and the quality of developed local targeted and budget ECE programs; compile and submit training completion records, including participation data, completion status, assessment results, and feedback summaries; prepare a refined training package and final learning note for scale-up, including evidence from MEL activities, lessons learned, implementation challenges, successful approaches, recommendations for national roll-out, and proposed adjustments for future training rounds; refine, based on evaluation findings and feedback : training modules; tools and templates; MEL framework; practical guidance and support materials for hromadas. Key Deliverable: Report on implementation of the training course, including report on implementation of Plan for ensuring the quality. The report will contain, inter alia, training completion records, lessons learned, recommendations for scale-up, evaluation of training effectiveness and the quality of developed local targeted and budget ECE programs, and proposed adjustments to be integrated into future training rounds . Refined training package and learning note for scale-up . Component B. Development of LMS-Based Course The Consultant shall design and develop a fully-fledged LMS course, based on the refined 5-module training program (Annex 1). The LMS course shall be designed as a modular and flexible online learning course, where each module functions as a self-contained learning unit with clearly defined learning objectives, materials, practical tasks, and assessment components. Learners shall be able to complete the full course as a coherent learning pathway or take individual modules separately, depending on their specific needs, responsibilities, and prior experience. The content of the LMS course shall be based on, but not limited to, the theoretical and practical materials developed and tested during the training of representatives from 35 hromadas. The course shall ensure continuity between the capacity-building activities delivered to hromadas and the nationally scalable online learning format. The LMS course shall: reflect the full 5-module structure; include: structured learning units; theoretical materials developed for the training of 35 hromadas, supplemented and adapted as needed for self-paced online learning; video lectures or equivalent instructional content; interactive elements (quizzes, exercises, case scenarios); downloadable tools and templates; assessment tools and user instructions; ensure that each module has a learning volume of at least 0.5 ECTS credits; be structured so that each module functions as a separate stand-alone learning unit/course, which can be completed independently from the other modules. support: self-paced learning; continuous training and refresher learning; flexible use of individual modules depending on learners’ needs; national-scale deployment. Key Deliverable: Fully operational LMS-based course consisting of five stand-alone modules, each with a learning volume of at least 0.5 ECTS credits and designed as a self-contained learning unit with clearly defined learning objectives, theoretical and practical learning materials, interactive elements, assessment tools, downloadable templates, and user instructions. The course shall be uploaded and configured on the online platform designated by the Client, tested for functionality, and ready for training delivery in a nationally scalable online learning format. Component . Stakeholder Engagement and Communication Events on ECPE Reform Implementation The Consultant shall organize and deliver at least five stakeholder engagement and information events in support of the Ministry of Education and Science of Ukraine. Each event shall involve at least 150 participants and shall be aimed at communicating the implementation of the ECPE reform among key stakeholders in the preschool education sector. The events shall target preschool educators, directors of preschool education institutions, representatives of local self-government authorities, and other relevant education stakeholders involved in the implementation of preschool education reform at local and institutional levels. The purpose of these events shall be to strengthen stakeholders’ awareness, understanding, engagement, and practical application of the provisions of the Law of Ukraine “On Preschool Education”, the related regulatory framework, and key reform measures introduced under the ECPE reform. The Consultant shall ensure that each event: is organized in coordination with the Ministry of Education and Science of Ukraine; is designed for a target audience of at least 150 participants; includes presentations, discussions, and/or practical information sessions on the implementation of the ECPE reform; provides clear and accessible explanations of key reform provisions and related regulatory requirements; supports practical understanding of how the reform provisions should be applied by education stakeholders at local and institutional levels; includes relevant communication, presentation, and information materials; ensures participant registration, attendance tracking, and collection of feedback; is documented through event materials, participant lists, summaries, and brief analytical conclusions. The Consultant shall be responsible for the full preparation and delivery of the events, including agenda development, coordination with speakers and participants, preparation of materials, technical and logistical arrangements, moderation/facilitation, participant communication, registration, and post-event reporting. Key Deliverable: At least five stakeholder engagement and information events were delivered. IV. DELIVERABLES Component A: Development and Pilot Implementation of the Training Program 1. Plan for ensuring the quality of educational activity, covering both development (including development of the training content (guidance for the development of local targeted and budget ECE programs), training curriculum and TLM) and implementation of the training program. 2.Guidance on the development of local targeted and budget ECE programs approved by MoES. 3.Training Package (curriculum and TLM for training course consisting of 5 modules for in-person offline training and 1 preparatory online module), including methodology, tools, templates, and competency framework, approved by MoES. 4.Training Delivery Guidance for Trainers, including the training methodology for hromadas, approved by MoES. 5.Training for trainers and mentors is implemented. 6. Blended Training Program Delivered to approximately 35 hromadas (around 250 participants), including online and in-person components. 7.Approximately 35 Costed, Evidence-Based local targeted and budget ECE programs, developed and submitted for approval. 8.Structured Mentoring and Technical Assistance Package delivered to participating hromadas, including a mentoring plan, assignment of mentors or mentoring teams, thematic technical clinics, mentoring logs, and written feedback on draft local targeted and budget ECE programs. 9.Mentoring logs (including written feedback on local targeted and budget ECE programs) for each participating hromada were developed, maintained and submitted. 10. Organization and facilitation of peer-learning, inter-hromada dialogue, experience exchange activities, study tours and exchange visits for participating hromadas and relevant education stakeholders. Study tours shall cover approximately 70 participants in groups of 20, with an estimated 3-4 visits depending on group composition, geography and logistics. 11. Report on implementation of the training course, including report on implementation of Plan for ensuring the quality . The report will contain, inter alia, training completion records, lessons learned, recommendations for scale-up, evaluation of training effectiveness and the quality of developed local targeted and budget ECE programs, and proposed adjustments to be integrated into future training rounds . 12.Refined training package and learning note for scale-up, including an evaluation report on training effectiveness and the quality of developed local targeted and budget ECE programs . Component B: Development of LMS-Based Course 1. Fully operational LMS-based course consisting of five stand-alone modules, each with a learning volume of at least 0.5 ECTS credits and designed as a self-contained learning unit with clearly defined learning objectives, theoretical and practical learning materials, interactive elements, assessment tools, downloadable templates, and user instructions. The course shall be uploaded and configured on the online platform designated by the Client, tested for functionality, and ready for training delivery in a nationally scalable online learning format. Component C: Stakeholder Engagement and Communication Events on ECPE Reform Implementation 1. At least five stakeholder engagement and information events were delivered. Cross-cutting quality assurance Quality assurance shall be embedded across all components of the Assignment and reflected in the relevant deliverables under Component A, Component B, and Component C. The Consultant shall apply practical tools for reviewing the quality of training materials, training delivery, mentoring support, LMS-based learning, and developed local targeted and budget ECE programs. The Consultant shall also collect and analyze feedback, document lessons learned, and use these findings to improve training content, mentoring support, LMS materials, and recommendations for scale-up, in alignment with existing project monitoring and evaluation mechanisms. V. REPORTS SUBMISSION AND ACCEPTANCE PROCEDURE The following procedure shall apply to all reports submitted under this Assignment: the Inception Report on Component A.1 (Deliverable 1), the Interim Report on Component A.2–A.3, Implementation (Deliverable 2), the Interim Report on Component A.4–A.5 Implementation (Deliverable 3), the Interim Report on Component B and Component C Implementation (Deliverable 4), and the Final Report (Deliverable 5). The exact format and structure of the reports shall be discussed and agreed upon with MoES upon contract signing and prior to commencement of the Assignment. All reports and deliverables shall be submitted in electronic format (Word/Excel and PDF). Upon request of MoES, the Consultant shall also provide hard copies of reports and supporting materials. Materials developed primarily for Ukrainian-speaking audiences, including training materials, communication materials, guidance documents, tools, templates, and other practical resources, shall be submitted in Ukrainian language and attached as annexes to the relevant reports. All materials, documents, methodologies, training content, tools, templates, reports, datasets, and other outputs developed under this Assignment shall become the property of MoES. The Consultant shall provide the following reports and deliverables as a basis for contract management, monitoring of implementation progress, and disbursement of payments to the Consultant during Assignment. Deliverable 1. Inception Report on Component A.1 The Consultant will submit the draft Inception Report within 30 calendar days from the date of signing the agreement and the final Inception Report within 45 calendar days from the date of signing the agreement. The Inception Report shall include the detailed work plan, implementation timeline, methodology, coordination arrangements, proposed reporting structure, risk management approach, plan for ensuring the quality, staffing plan necessary for implementation of the Assignment, and CVs of the Key Experts and Non-Key Experts engaged. The report shall also document the plan for ensuring the quality of educational activities, including quality assurance arrangements for the development of training content, guidance for the development of local targeted and budget ECE programs, training curriculum, teaching and learning materials, and implementation of the training program. The report shall document completion of the following deliverables: Guidance on the development of local targeted and budget ECE programs approved by MoES. Plan for ensuring the quality of educational activities Deliverable 2. Interim Report on Component A.2 – A.3 implementation The Consultant will submit the draft Interim Report on Components A.2–A.3 Implementation within 15 calendar days after completion of Activities A.2 and A.3 according to the Work Schedule and the final version within 30 calendar days after completion of Activities A.2 and A.3. The report shall document completion of the following deliverables: Training package (curriculum, TLM) approved by MoES. Training for trainers and mentors is implemented. Training Delivery Guidance for Trainers approved by MoES. Training delivered to ~35 hromadas (approximately 250 representatives). Draft local targeted and budget ECE programs developed. The report shall describe the activities undertaken, methodology applied, consultations conducted, challenges encountered, and recommendations related to the development and approval of the above deliverables. Deliverable 3. Interim Report on Component A.4 – A.5 implementation The draft Interim Report on Component A.4–A.5 Implementation within 20 calendar days after completion of Activities A.4 and A.5 according to the Work Schedule and the final version within 30 calendar days after completion of Activities A.4 and A.5. The report shall document completion of the following deliverables: Structured Mentoring and Technical Assistance Package delivered to participating hromadas, including a mentoring plan, assignment of mentors or mentoring teams, thematic technical clinics, mentoring logs, and written feedback on draft local targeted and budget ECE programs. Mentoring logs (including written feedback on local targeted and budget ECE programs) for each participating hromada. Approximately 35 costed, evidence-based, inclusive, and operationally feasible draft local targeted and budget ECE programs finalized and submitted for consideration by the relevant local authorities. Report on implementation of the training course, including report on implementation of plan for ensuring the quality. Report on study tours (agenda, participants, destinations, results). Refined training package and learning note for scale-up. The report shall include information on training delivery, participation, mentoring activities, technical assistance provided, study tours, peer-learning activities, implementation progress, key challenges, lessons learned, and compliance with the plan for ensuring the quality. Deliverable 4. Interim Report on Component B and C implementation The draft Interim Report on Component B and C Implementation within 20 calendar days after completion of Component B and C according to the Work Schedule and the final version within 30 calendar days after completion of Component B and C. The report shall document completion of the following deliverables: Fully operational LMS-based course consisting of five stand-alone modules, each with a learning volume of at least 0.5 ECTS credits. At least five stakeholder engagement and information events were delivered. The report shall summarize implementation results, evaluation findings, LMS deployment results, stakeholder engagement activities, lessons learned, and recommendations for scale-up and sustainability. Deliverable 5. Final Report The draft Final Report within 40 calendar days after completion of all Assignment activities according to the Work Schedule and the final version within 55 calendar days after completion of all Assignment activities. The Final Report shall provide a consolidated summary of implementation of all activities and deliverables under the Assignment and shall include: Summary of implementation of all components and deliverables. Consolidated results achieved. Compliance with the plan for ensuring the quality. Key implementation challenges and mitigation measures. Lessons learned and successful approaches. Recommendations for further national scale-up and sustainability. Final versions of all approved deliverables and materials developed under the Assignment. The Client shall review each draft report within 14 calendar days from the date of its receipt and provide comments, recommendations, and requests for revision, or confirm that the report is satisfactory and compliant with the requirements of this Terms of Reference. The Consultant shall address the comments received and submit a revised version of the report within 7 calendar days from the date of receipt of comments. Together with the revised report, the Consultant shall provide a comment resolution matrix indicating how each comment was addressed or, where applicable, justification for any proposed deviation. A report shall be deemed approved upon written confirmation by MoES and acceptance of the corresponding deliverable. Acceptance shall be confirmed through signing of the relevant Acceptance Certificate for Services. If the Client does not provide comments or requests for revision within the review period specified above, the submitted draft report shall be deemed accepted. In addition to the reports specified above, the Consultant shall provide ad-hoc progress updates, briefing notes, presentations, summaries, and other information requested by MoES within 3–7 calendar days, depending on the complexity of the request. VI. PAYMENT SCHEDULE Payment for Consultancy Services shall be made upon completion of components and acceptance of the respective reports by MoES, in accordance with the following deadlines for submission of the reports: Deliverable Estimated Submission Timeline for Reports Percentage of Total Contract Value Component A. Development and Pilot Implementation Deliverable 1.Inception Report The draft Inception Report within 30 calendar days from the date of signing the agreement and the final Inception Report within 45 calendar days from the date of signing the agreement. 5 Deliverable 2. Interim Report The draft Interim Report on Components A.2–A.3 Implementation within 15 calendar days after completion of Activities A.2 and A.3 according to the Work Schedule and the final version within 30 calendar days after completion of Activities A.2 and A.3. 15 Deliverable 3. Interim Report The draft Interim Report on Component A.4–A.5 Implementation within 20 calendar days after completion of Activities A.4 and A.5 and the final version within 30 calendar days after completion of Activities A.4 and A.5. 35 Deliverable 4. Interim Report The draft Interim Report on Component B and C Implementation within 20 calendar days after completion of Component B and C and the final version within 30 calendar days after completion of Component B and C. 35 Deliverable 5. Final Report The draft Final Report within 40 calendar days after completion of all Assignment activities and the final version within 55 calendar days after completion of all Assignment activities. 10 Total 100% VII. KEY REQUIREMENTS The Consultant shall ensure compliance with the following cross-cutting requirements throughout the implementation of the assignment: The training program shall be developed and approved by the Consultant as the provider, in accordance with Resolution of the Cabinet of Ministers of Ukraine No. 106 dated February 6, 2019 and the requirements of the National Agency of Ukraine on Civil Service regarding the structure and content of professional certificate-based programs, and shall be agreed with the Ministry of Education and Science of Ukraine as the commissioner of educational services through the adoption of the relevant administrative document. all intellectual property shall be transferred to government authorities; all training shall be aligned with the ECPE reform and legal framework; training must be practice-oriented and result in the developed local targeted and budget ECE programs; each hromada must be supported through dedicated mentoring; the Consultant shall cover all in-person participation costs; LMS must be fully functional and scalable; ToT must enable system-level scale-up; The assignment is results-oriented and focused on implementation. All materials developed under the Assignment shall be professionally designed and visually formatted to ensure clarity, accessibility, user-friendliness, and consistency with the communication requirements and branding guidelines of the Ministry of Education and Science of Ukraine. The Consultant shall demonstrate strong technical and subject-matter expertise in the field of early childhood and preschool education and local targeted and budget ECE programs planning, including proven experience in education reform implementation. VIII. REQUIREMENTS (Qualifications) 8.1. Consultant The Consultant shall be an entity providing educational services in the field of professional training in accordance with Resolution of the Cabinet of Ministers of Ukraine No. 106 dated February 6, 2019. The following minimum requirements shall be applied to determine the Consultant’s qualification on a fail/pass basis. Proposals of those Consultants who fail any of the below requirements shall be disqualified. The Consultant must be a registered firm or joint venture / consortium / association JVCA of firms (corporate services are required for all members) having at least the following experience, technical and organizational capabilities and qualified personnel to complete the assignment: Criterion 1: Core Business and Years in Operation Requirement: minimum of 7 (seven) years of operational experience in areas relevant to this assignment, including but not limited to education sector reform, capacity building, public sector advisory, training program development and delivery, and/or system-level planning in education (preferably early childhood or general education). In the case of a JVCA, at least one member shall meet this requirement. Required documentation: - copy of a valid business registration certificate, license, or extract from the relevant state/court registry, issued not earlier than three (3) months prior to the proposal submission deadline; - certified copy of the rticles of incorporation, charter, or equivalent legal documentation, confirming the legal establishment and scope of activities of the entity. Criterion 2: Legal status and market experience Requirement: the Consultant (and each member of a JV) shall be a legally registered entity in Ukraine or abroad (in the case of foreign company, the representative office/JV/consortium with a local firm should exist by the date of the Contract signing). Required documentation: In addition to documents required under criterion 1; a copy of the JVA or the letter of intent to establish JVA, supported by the draft JV agreement, or, for foreign firms, a letter of commitment to establish representative office in Ukraine Criterion 3: Qualifications in the field of the assignment: The Consultant shall demonstrate relevant experience in assignments similar in scope and complexity to the present ToR. Sub-criterion 3.1. At least 3 (three) successfully completed assignments within the last 7 (seven) years in areas such as: design and delivery of training or capacity building programs and/or; education system reform or policy support and/or; local-level planning, service delivery optimization, or network planning and/or; development of methodologies, tools, or frameworks for public sector planning (preferably in education or social sectors). The Consultant’s specific experience relevant to the assignment will be evaluated and scored in accordance with the evaluation criteria set out in the Request for Proposals. Sub-criterion 3.2. At least one successfully completed project involving the development and launch of an LMS or e-learning courses. In the case of a JVCA, the Lead Member should have at least 1 assignment specified above while the combination of members must fully meet the requirement. The projects claimed by each JVCA member should be substantially completed during the above period either alone or as a member of a past JVCA with a minimum share of 50%. In case of experience in the role of a member of a past JVCA and/or Subconsultant, the experience and amount will be determined based on the Consultant’s share and responsibility in the past JVCA or the amount of the Subconsultant’s contract. 8.2. Staff The Consultant shall provide suitably qualified professionals in terms of expertise and time allocation to complete the activities required under the scope of work and to finally achieve the objectives of the project in terms of time, costs and quality. The numbers and person-months for all staff shall be included in the technical proposal and the costs in respect of these personnel are to be included in the financial proposal. The Consultant shall also provide adequate administrative staff (secretary, translators, drivers etc.) needed to support the expert team. Key Experts — provide strategic leadership and are responsible for the development of methodologies and core design components: Team Leader / Project Director, Training & Capacity Development Expert (Lead Trainer), LMS / Digital Learning Expert. Non-Key Experts — implement activities, including training delivery, mentoring, analytical support, and inclusion-related inputs: Pool of Trainers / Facilitators, Regional Mentors (Hromada Support Experts), Data Analyst (Demographics, projections, dashboards), Communications Expert, Financial Planning & Costing Expert, Network Configuration & Planning Expert, ECPE Systems & Policy Expert (supply-demand, normative framework),Quality Expert, SBC Expert. The MOES agreement to a proposed expert shall be obtained prior to mobilization based on a curriculum vitae supplied by the Consultant. Supporting Staff — ensure operational and administrative support, including logistics, financial management, and coordination: Administrative Assistant, Logistics & Events Coordinator, Finance & Procurement Assistant, IT / LMS Support Specialist, Interpreter. The MOES agreement to a proposed expert shall be obtained prior to mobilization based on a curriculum vitae supplied by the Consultant. The minimum expected staff inputs for Assignment are summarized in annex 2. 8.2.1.Qualifications of Key Experts Key Expert CVs are to be included in the technical proposal and will be evaluated as part of technical scoring Team Leader / Project Director – is authorized Consultant’s representative for the Assignment. He/she shall act as the contract manager and a single contact point for MoES on all tasks. He/she shall ensure overall coordination, quality assurance, and timely delivery of all components of the Assignment, including development and delivery of training, mentoring support to hromadas, development of FsF plans, LMS course, and ToT program. He/she shall work and liaise with different stakeholders while ensuring coherence of all activities under the contract. He/she is directly responsible for management of all experts and overall implementation of the Assignment. Qualifications and skills: − University degree (at least of Master level) in education, public policy, management, economics or another field relevant to the role. Preference will be given to candidates in possession of the PhD degree. General professional experience: − Preferably 10 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 5 years (or more) but a minimum of 3 years of project management experience in education reform, capacity building programs, or system-level development projects. − Preferably 3 years (or more) but a minimum of 2 years of work experience with international donor-funded programs (World Bank, EU, UNICEF or similar). − Proven experience in managing multi-component projects, including coordination of large expert teams and delivery of complex outputs. − Experience in early childhood or preschool education reform, decentralization, or local service delivery will be considered an advantage. International and Regional Experience: − Professional international or regional experience in donor-funded education reform programs is required, preferably in Eastern European context. Language: − Fluency in Ukrainian. − Excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). Training & Capacity Development Expert (Lead Trainer) – will be responsible for design and delivery of the training program, including methodology, learning materials, and facilitation of training sessions. He/she shall ensure that training is practice-oriented and supports development of FsF plans. He/she is directly responsible to the Consultant’s Team Leader / Project Director. Qualifications and skills: − At least PhD degree in education, adult learning, management and administration, finance, public policy, or another relevant field. − Strong expertise in preschool education reform, capacity development, and training content development. − Demonstrated knowledge of local governance, education planning, and/or financing mechanisms in the education sector will be considered an asset. General professional experience: − Preferably 7–10 years of experience, minimum 5 years required. Specific professional experience: − Proven experience in designing large-scale training and capacity training programs. − Strong experience in adult learning methodologies, facilitation, and development of practical learning materials. − Experience in education sector projects is required. − Experience coordinating teams of trainers and/or technical experts will be considered an asset. International and Regional Experience: − Experience in donor-funded training programs is required. Language: − Excellent command of Ukrainian - Excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). LMS / Digital Learning Expert – will be responsible for the design, development, and implementation of the LMS-based course under the Assignment. He/she shall ensure that the LMS course reflects the full structure of the training program, includes interactive learning elements, and supports both self-paced and blended learning. He/she shall be responsible for integration of training materials, tools, and multimedia content into the LMS and for ensuring functionality, usability, and scalability of the system. He/she is directly responsible to the Consultant’s Team Leader / Project Director. Qualifications and skills: − University degree (at least of Master level) in information technology, instructional design, education technology, digital learning or another field relevant to the Assignment. Preference will be given to candidates in possession of the PhD degree. General professional experience: − Preferably 10 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 5 years (or more) but a minimum of 3 years of experience with international projects involving digital learning, LMS development, or online education systems. − Preferably 4 years (or more) but a minimum of 2 years of experience in design and implementation of LMS platforms, e-learning courses, or digital training solutions. − Experience with development of interactive learning content, including video, quizzes, and practical exercises. − Preferably 3 years (or more) but a minimum of 2 years of work experience with World Bank or other IFIs or donor organizations. Preference will be given to candidates with experience working with the World Bank. − Experience in education or public sector digital systems will be considered an advantage. International and Regional Experience: − Professional international or regional experience in digital learning that minimum qualifications will be verified at contract signing or education technology programs is required, preferably in Eastern European context. Language: − Fluency in Ukrainian. − Excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). 8.2.2.Minimum qualifications of Non-Key Experts [4] Pool of Trainers / Facilitators – will report to the Team Leader and shall be responsible for delivering training modules and facilitating learning activities under the Assignment. They shall support implementation of the training program, including delivery of both online and in-person sessions, facilitation of practical exercises, and support to participants in applying tools and methodologies for development of FsF plans. They shall also contribute to follow-up support and technical clinics as required. The Consultant shall ensure that the Pool of Trainers / Facilitators includes experts with the required competencies relevant to the Assignment, including economic education, understanding of budgetary processes, and fiduciary expertise. Qualifications and skills: − University degree (at least of Master level) in education, social sciences, public administration, economics or another field relevant to the Assignment. Preference will be given to candidates in possession of the PhD degree. General professional experience: − Preferably 7 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 3 years (or more) but a minimum of 1 year of experience with international projects and/or IFIs or donor organizations. − Preferably 3 years (or more) but a minimum of 1 year of experience in delivery of training, facilitation, or capacity building programs. − Experience in education sector, public administration, or social services will be considered an advantage. − Experience with participatory learning methods and adult education approaches is required. − Experience in public finance, budget planning, budget execution, fiduciary management, financial oversight, or related areas will be considered an advantage . − Practical understanding of local-level budgetary processes, financial planning, and fiduciary requirements relevant to hromadas will be considered an advantage. International and Regional Experience: − Broad international or regional experience in training or capacity building programs is required, preferably in European context. Language: − Fluency in Ukrainian and excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). Regional Mentors (Hromada Support Experts) – will report to the Team Leader and shall be responsible for providing structured hands-on technical support to participating hromadas throughout the development of local targeted and budget ECE programs and during the three-month support period after the final day of in-person training delivery. They shall serve as the main support point for assigned hromadas, coordinate expert inputs, facilitate mentoring sessions, document progress, and support the iterative refinement of draft local targeted and budget ECE programs. Qualifications and skills: − University degree (at least of Master level) in public administration, education, economics, regional development or another field relevant to the Assignment. General professional experience: − Preferably 7 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 3 years (or more) but a minimum of 1 year of experience with international projects and/or IFIs or donor organizations. − Preferably 3 years (or more) but a minimum of 1 year of experience working with local governments, communities, or decentralized service delivery systems. − Experience in planning, budgeting, or service delivery in education or social sectors will be considered an advantage. − Experience in mentoring, advisory services, or technical assistance to local governments is required, preferably in the areas of local planning, budgeting, service delivery, education, social services, or decentralization. International and Regional Experience: − Experience working in regional or local development programs is required, preferably in Eastern European context. Language: − Fluency in Ukrainian and excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). Financial Planning & Costing Expert – will be responsible for providing training and technical support on financial planning, costing, budgeting, and financing of ECPE services under the Assignment. He/she shall support the development of costed FsF plans and financial modelling. He/she is directly responsible to the Consultant’s Team Leader / Project Director. Qualifications and skills: − University degree (at least of Master level) in economics, finance, public finance or related field. Preference will be given to candidates in possession of the PhD degree. General professional experience: − Preferably 10 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 5 years (or more) but a minimum of 3 years of experience with international projects in education or public finance. − Preferably 4 years (or more) but a minimum of 2 years of experience in financial planning, costing, or budgeting. − Preferably 3 years (or more) but a minimum of 2 years of work experience with IFIs or donor organizations. International and Regional Experience: − Experience in education or public finance programs in Eastern Europe is required. Language: − Excellent command of Ukrainian − Excellent English required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages) Network Configuration & Planning Expert – will be responsible for providing technical expertise and training on planning and optimization of ECPE service networks under the Assignment. He/she shall support the development of diversified service delivery models, network configuration scenarios, and optimization of ECPE provision at the hromada level. He/she shall contribute to the development of FsF plans through analysis of supply and demand, demographic trends, infrastructure capacity, and accessibility considerations. He/she is directly responsible to the Consultant’s Team Leader / Project Director. Qualifications and skills: − University degree (at least of Master level) in urban planning, public administration, education planning, economics, or another field relevant to the Assignment. Preference will be given to candidates in possession of the PhD degree. General professional experience: − Preferably 10 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 5 years (or more) but a minimum of 3 years of experience with international projects in service delivery planning, education planning, or infrastructure/network optimization. − Preferably 4 years (or more) but a minimum of 2 years of experience in development of network configuration scenarios, spatial planning, or service optimization models. − Experience in demographic analysis, accessibility planning, or local-level service planning. − Preferably 3 years (or more) but a minimum of 2 years of work experience with World Bank or other donor organizations. Preference will be given to candidates with experience working with the World Bank. − Experience in education sector planning or decentralized service delivery will be considered an advantage. International and Regional Experience: − Professional international or regional experience in planning, infrastructure, or service delivery optimization programs is required, preferably in Eastern European context. Language: − Fluency in Ukrainian. − Excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). ECPE Systems & Policy Expert – will be responsible for providing technical expertise and training on ECPE system analysis, governance, regulatory framework, and policy implementation under the Assignment. He/she shall support the development of training modules related to the ECPE reform and ensure alignment with national legislation and policy frameworks. He/she is directly responsible to the Consultant’s Team Leader / Project Director. Qualifications and skills: − University degree (at least of Master level) in education policy, public administration, social sciences or related field. Preference will be given to candidates in possession of the PhD degree. General professional experience: − Preferably 10 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 5 years (or more) but a minimum of 3 years of experience with international projects in education sector reform or policy development. − Preferably 3 years (or more) but a minimum of 2 years of experience in ECPE / preschool education policy, governance, or quality assurance systems. − Experience with regulatory frameworks, standards, or institutional reforms in education. − Experience working with public authorities will be considered an advantage. International and Regional Experience: − Professional international or regional experience in education policy or reform programs is required, preferably in Eastern Europe. Language: − Fluency in Ukrainian. − Excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). SBC Expert – will be responsible for providing technical expertise and training on stakeholder engagement, communication, and behaviour change approaches under the Assignment. He/she shall support the integration of Social and Behaviour Change (SBC) methodologies into the training program and FsF plan development, including work with parents, communities, and local stakeholders. He/she shall contribute to the development of training modules, tools, and practical guidance on stakeholder consultation and communication strategies. He/she is directly responsible to the Consultant’s Team Leader / Project Director. Qualifications and skills: − University degree (at least of Master level) in communications, social sciences, behavioural sciences, public policy or another field relevant to the Assignment. Preference will be given to candidates in possession of the PhD degree. General professional experience: − Preferably 7 years (or more) professional working experience, but minimum 3 years required. Specific professional experience: − Preferably 5 years (or more) but a minimum of 1 year of experience with international projects in social development, communications, SBC, or public sector reform. − Preferably 4 years (or more) but a minimum of 1 year of experience in designing and implementing behaviour change or stakeholder engagement strategies. − Experience in community engagement, public awareness campaigns, or communication for development (C4D) approaches. − Preferably 3 years (or more) but a minimum of 1 year of work experience with World Bank or other IFIs or donor organizations. Preference will be given to candidates with experience working with the World Bank. − Experience in education, early childhood development, or social services will be considered an advantage. International and Regional Experience: − Professional international or regional experience in SBC, communications, or social development programs is required, preferably in Eastern European context. Language: − Fluency in Ukrainian. − Excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). Communications Expert – will report to the Team Leader and shall be responsible for supporting communication and visibility of the Assignment. He/she shall contribute to development of communication materials, stakeholder engagement activities, and dissemination of results. He/she shall support integration of communication components into training and SBC-related activities. Qualifications and skills: − University degree (at least of Master level) in communications, journalism, public relations, social sciences or another field relevant to the Assignment. General professional experience: − Preferably 7 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 3 years (or more) but a minimum of 1 year of experience with international projects and/or IFIs or donor organizations. − Preferably 3 years (or more) but a minimum of 1 year of experience in communications, public relations, or stakeholder engagement. − Experience in development of communication strategies, materials, and campaigns is required. − Experience in education or public sector reforms will be considered an advantage. Language: − Fluency in Ukrainian and excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). QualityExpert – will be responsible for development and implementation of a plan for ensuring the quality of the training program and LMS course, including relevant indicators and practical review tools. He/she shall assess the quality of training delivery, training effectiveness, and the quality of local budget and target programs. Qualifications and skills: − Master’s degree in statistics, economics, social sciences or related field. General professional experience: − Minimum 5 years. Specific professional experience: − Experience in monitoring and evaluation systems. − Experience with data collection and analysis tools. − Experience in education programs preferred. International and Regional Experience: − Experience in donor-funded programs required. Language: − Fluency in Ukrainian. − Excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). Data Analyst (Demographics, projections, dashboards) – will report to the Team Leader and shall be responsible for data analysis, development of projections, and preparation of analytical outputs under the Assignment. He/she shall support hromadas in data-driven planning, including demographic analysis, supply-demand assessments, and development of dashboards and analytical tools for FsF plans. Qualifications and skills: − University degree (at least of Master level) in statistics, economics, data science, mathematics or another field relevant to the Assignment. General professional experience: − Preferably 7 years (or more) professional working experience, but minimum 5 years required. Specific professional experience: − Preferably 3 years (or more) but a minimum of 1 year of experience with international projects and/or IFIs or donor organizations. − Preferably 3 years (or more) but a minimum of 1 year of experience in data analysis, statistical modelling, or development of analytical tools. − Experience with demographic analysis, projections, or education sector data is required. − Experience with data visualization tools (e.g., Power BI, Tableau, or similar) will be considered an advantage. Language: − Fluency in Ukrainian and excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). 8.2.3. Minimum qualifications of Junior Experts [5] Administrative Assistant – will report to the Team Leader and shall be responsible for providing administrative and coordination support under the Assignment. He/she shall support documentation management, scheduling, communication, and preparation of basic reports and materials. Qualifications and skills: − University degree (at least of Bachelor level) in administration, management or another relevant field. General professional experience: − Preferably 3–5 years of professional working experience. Specific professional experience: − Experience in administrative or coordination support. − Experience with document management and reporting is an advantage. Language: - Fluency in Ukrainian and working level of English are required. Logistics & Events Coordinator – will report to the Team Leader and shall be responsible for organizing logistics for trainings, workshops, and events, including coordination of venues, travel, and materials. Qualifications and skills: − University degree (at least of Bachelor level) in management, logistics, event management or related field. General professional experience: − Preferably 3–5 years of professional working experience. Specific professional experience: − Experience in organizing events, trainings, or workshops. − Strong organizational and coordination skills are required. Language: - Fluency in Ukrainian and working level of English are required. Finance & Procurement Assistant – will report to the Team Leader and shall be responsible for supporting financial and procurement processes, including budgeting support, financial tracking, and procurement documentation. Qualifications and skills: − University degree (at least of Bachelor level) in finance, accounting, economics or related field. General professional experience: − Preferably 3–5 years of professional working experience. Specific professional experience: − Experience in financial or procurement support. − Basic knowledge of budgeting and reporting is required. Language: - Fluency in Ukrainian and working level of English are required. IT / LMS Support Specialist – will report to the Team Leader and shall be responsible for providing technical support for the LMS platform and other digital tools, including user support and troubleshooting. Qualifications and skills: − University degree (at least of Bachelor level) in IT, computer science or related field. General professional experience: − Preferably 3–5 years of professional working experience. Specific professional experience: − Experience in IT support or working with digital platforms. − Experience with LMS or online learning tools is an advantage. Language: - Fluency in Ukrainian and working level of English are required. Interpreter – will report to the Team Leader and shall be responsible for providing interpretation and translation support during meetings, trainings, and preparation of documents. Qualifications and skills: − At least a Master’s degree in language acquisition (English) l General professional experience: − Preferably 3–5 years of professional working experience. Specific professional experience: − Experience in interpretation and/or translation. − Experience in professional or project settings is an advantage. Language: − Fluency in Ukrainian and excellent command of spoken and written English is required (at least B2 level according to the CEFR - Common European Framework of Reference for Languages). IX. IMPLEMENTATION ARRANGEMENTS The Consultant The Consultant shall be responsible for support in all aspects and costs of its team during the Services. The Consultant shall be responsible for engaging and payment of local personnel, including competent bilingual (Ukrainian-English) secretarial assistance to cover administrative/translation support. The Consultant shall also make his own allowance for additional technical, administrative and other support staff. The Consultant should provide for their own all the logistics, renting, consumables, computers, laptops and equipment etc. required for providing services smoothly and shall make the provision in their financial proposal accordingly. The provision should be made as rentals only including maintenance and no provision for the purchase of any items towards logistics should be made in the Financial Proposals. The Consultant will report on all aspects of the contract to the authorized person of the Client. The Client The Client shall be responsible for the implementation of the overall Project and the Consultant’s Assignment shall be managed and monitored by the Client’s Implementation group. All communication between the Client and the Consultant shall be in writing in English and/or Ukrainian. Regarding payments to the Consultant, modifications of the Consultant’s contract, issuance of the Consultant’s requests for the Client’s preliminary approval and other similar cases and activities, for which the Client believes to be mandatory for such way of correspondence, the correspondence shall be maintained by printed documents, in the sufficient number of copies, submitted to the Clients. For all other cases, correspondence through electronic mail is acceptable with previous agreements on a list of recipients of both sides. The Client shall make available all existing data, documents, reports and studies in reference to Assignment and necessary for the successful implementation of the Services. The Consultant shall be fully responsible for verification, interpretation and use of such material and data. The Consultant must not disclose received data/document to any third party not included in the Assignment implementation. Most of the available information is in Ukrainian language. The Consultant will arrange for the translation, as necessary, at his own expense. All the products, deliverables, reports, training materials, etc. that are produced under Assignment are the property of the MOES. Equipment No equipment is to be purchased on behalf of the Client as part of this service contract or transferred to the Client at the end of this contract. Any equipment related to this contract which is to be acquired by the Client must be purchased by means of a separate supply tender procedure. Annex1 Framework Requirements for the Training Program on Implementing Preschool Education Reform and Developing local targeted and budget ECE programs in Hromadas Overall Logic The training program is designed as a modular, competency-based learning pathway aimed at strengthening the capacity representatives of local self-government bodies and other hromada-level education stakeholders involved in the planning, financing, management, and implementation Early Childhood and Preschool Education and Care (ECPEC) reform implementation at the local level. The program combines practical analytical tools, policy implementation guidance, financial planning methodologies, and participatory approaches, templates, and real hromada data to support the development of evidence-based and operationally feasible local targeted and budget ECE programs. It is strongly practice-oriented and focuses on the practical application of analytical approaches, tools, and templates required for effective ECPEC reform implementation. The modular structure covers key thematic areas, including ECPEC system analysis and supply-demand assessment (including public and private provision of ECPE services) , stakeholder engagement and behavior change communication, financial planning and network configuration, application of the normative framework, and quality evaluation and monitoring. The learning approach integrates in-person practice-oriented workshops, online/self-paced learning, mentoring and coaching support, practical assignments based on real hromada data, peer learning, and case studies. Special attention is given to inclusion, participatory governance, evidence-based decision-making, and sustainable local planning approaches as cross-cutting principles across all modules. Upon successful completion of the training program and fulfillment of the applicable assessment and participation requirements, participants shall receive certificates confirming completion of the professional development program. Training Program in Blended format (75 hours, 2,5 ECTS credits; 1 ECTS credit = 30 hours, 1 hour = 60 minutes ) Module In-class training (online, offline), hours Independent work, hours Total, hours Total, ECTS credits Module 0. preparatory on - line 2 2 4 0,13 Module 1. Data driven management 8 6 14 0,47 Module 2. Financial model and budget efficiency 8 6 14 0,47 Module 3. Implementation of the Law of Ukraine “On Preschool Education” 8 7 15 0,5 Module 4. Change management and implementation 8 6 14 0,47 Module 5. Quality of preschool education and its monitoring 8 6 14 0,47 Total 42 33 75 2,5 LMS-Based Course (75-hour, 2,5 ECTS) Module Independent work, hours ECTS Module 1..Data driven management 15 0,5 Module 2.Financial model and budget efficiency 15 0.5 Module 3. Implementation of the Law of Ukraine “On Preschool Education” 15 0.5 Module 4. Change management and implementation 15 0.5 Module 5. Quality of preschool education and its monitoring 15 0.5 Total 75 2.5 Module Descriptions Module 0. preparatory on - line Module Objective This preparatory online module is designed to ensure that participating hromadas are ready for the in-person training sessions and can engage in practical, data-informed work on the development of their local targeted and budget ECE programs. The module focuses on introducing participants to the overall logic, objectives, structure, and expected outputs of the training program. It also guides hromada teams in identifying, collecting, organizing, and submitting the key materials, data, and documents required for further analysis during the in-person sessions. These may include information on the existing ECPEC network, demographic trends, enrollment and coverage data, infrastructure and staffing, budget and expenditure data, existing local programs, and relevant strategic or planning documents. The purpose of the module is to ensure that, by the time hromada teams gather for the in-person training, they have already completed the preparatory work and can focus on the practical development of evidence-based, costed, inclusive, and operationally feasible local targeted and budget ECE programs. Learning Outcomes Upon successful completion of this module, participants will be able to: Understand the overall purpose, structure, and expected results of the training program. Understand the role of local targeted and budget ECE programs in implementing ECPEC reform at the hromada level. Identify the key types of data, materials, and documents required for local ECPEC planning. Collect and organize baseline information on the existing ECPEC network, service coverage, infrastructure, staffing, and financial resources. Compile relevant local strategic, budgetary, regulatory, and planning documents for further analysis. Conduct a preliminary review of available hromada-level data and identify information gaps. Prepare materials and initial inputs needed for practical work during the in-person training sessions. Understand how collected data and documents will be used during the development of local targeted and budget ECE programs. Key Terms Preparatory online learning; baseline data collection; hromada profile; ECPEC network data; enrollment data; demographic data; budget data; local planning documents; local targeted and budget ECE programs; data readiness; document review; information gaps; training preparation; evidence-based planning; practical assignments; hromada-level analysis. Module 1. Data-driven management Module Objective This module introduces participants to approaches and tools for comprehensive analysis of the local ECPEC system, including analysis of the network (public and private provision of ECPE services), demographic trends, financial indicators, and population projections, as well as assessment of current and projected supply and demand for preschool education services. Participants will learn how to use demographic, financial, infrastructural, and enrollment data to support evidence-based planning and decision-making at the hromada level. The module focuses on assessing the efficiency of the ECPEC network, identifying access gaps, inefficiencies, underserved populations, and opportunities for optimization and diversification of ECPEC services. Participants will also explore approaches to scenario planning and preparation of analytical inputs for local targeted and budget ECE programs. Learning Outcomes Upon successful completion of this module, participants will be able to: Understand the structure and functioning of the local ECPEC system. Conduct supply and demand assessments using demographic and administrative data. Analyze the local ECPEC network (public and private provision of ECPE services ), demographic trends, financial indicators, and population projections. Analyze enrollment trends, service coverage, and accessibility gaps. Assess network efficiency and identify opportunities for optimization. Identify inefficiencies and bottlenecks within the ECPEC network. Use analytical tools to support evidence-based planning and forecasting. Develop alternative scenarios for network optimization and service diversification. Integrate inclusion and equity considerations into system analysis. Key Terms Supply-demand assessment; demographic (population) projections; ECPEC network; enrollment trends;financial indicators; accessibility; service coverage; network efficiency; network optimization; diversification of services; evidence-based planning; data analysis; forecasting; underserved groups; inclusion; local planning. Module 2. Financial model and budget efficiency Module Objective This module introduces participants to financial planning methodologies and tools required for development of sustainable and costed local targeted and budget ECE programs. Participants will learn approaches to budgeting, costing, financial modeling, and network configuration, including preparation of alternative service delivery scenarios and optimization models. The module emphasizes practical application of financial tools using real hromada data and focuses on balancing quality, accessibility, efficiency, and sustainability of ECPEC services.The module also covers calculation of the cost of service per child, scenario modelling, assessment of the financial effect of proposed options, and creation of fiscal space through the release and reinvestment of resources. In addition, participants will consider workforce planning within the network, including staffing needs and training requirements. Learning Outcomes Upon successful completion of this module, participants will be able to: Understand principles of financial planning in ECPEC. Conduct costing and financial analysis for preschool education services, including calculation of the cost of service per child. Develop and compare alternative network configuration scenarios, including scenario modelling and assessment of their financial effect. Use financial modelling tools for planning and forecasting. Analyze operational efficiency and sustainability of service delivery models, including opportunities to create fiscal space through release and reinvestment of resources. Prepare evidence-based and costed local targeted and budget ECE programs. Integrate inclusion and accessibility considerations into financial planning. Assess financial risks and mitigation measures. Plan workforce needs within the preschool education network, including staffing needs and training requirements. Key Terms Financial planning; costing; budgeting; financial modelling; network configuration; operational efficiency; sustainability; expenditure analysis; forecasting; alternative scenarios; service delivery models; optimization; local targeted and budget ECE programs; risk management; inclusion financing; cost of service per child; scenario modelling; financial effect assessment; fiscal space; release and reinvestment of resources; workforce planning; staffing needs; training requirements. Module 3. Implementation of the Law of Ukraine “On Preschool Education” Module Objective This module introduces participants to the legal, policy, and normative framework governing Early Childhood and Preschool Education and Care in Ukraine. Participants will explore the New Law of Ukraine on Preschool Education, relevant regulations, standards, and implementation procedures that define the responsibilities of local authorities and education stakeholders. The module aims to strengthen participants’ ability to apply normative requirements in planning, management, financing, and service delivery processes, including network configuration, introduction of new types of preschool education institutions, and outsourcing of non-core functions. Learning Outcomes Upon successful completion of this module, participants will be able to: Understand the structure of the national ECPEC normative framework. Apply the Law of Ukraine on Preschool Education and related regulations. Identify responsibilities of local self-government bodies within ECPEC reform implementation. Apply legal and regulatory requirements in local planning and budgeting processes. Ensure compliance with standards related to access, quality, inclusion, and governance. Use normative documents to support development of local policies and procedures. Navigate institutional roles and intersectoral coordination mechanisms. Apply normative requirements related to network configuration and the introduction of new types of preschool education institutions. Understand legal and regulatory conditions for outsourcing non-core functions in ECPEC service delivery. Key Terms Normative framework; Law on Preschool Education; regulations; standards; governance; local self-government; institutional responsibilities; compliance; implementation procedures; policy framework; decentralization; intersectoral coordination; inclusion standards; network configuration; new types of preschool education institutions; outsourcing; non-core functions. Module 4. Change management and implementation Module Objective This module introduces participants to principles and practical approaches for stakeholder engagement, participatory governance, and behavior change communication in the context of ECPEC reform implementation. Participants will explore methods for engaging parents, educators, local authorities, community leaders, and other stakeholders in planning and decision-making processes. Particular attention is devoted to building public trust, overcoming resistance to reform, promoting inclusive participation, and strengthening communication strategies that support positive behavioral and social change. The module also covers development of a reform implementation roadmap, definition of key performance indicators (KPIs), risk management, change management approaches, and effective communication of decisions to stakeholders and the wider community. Learning Outcomes Upon successful completion of this module, participants will be able to: Identify key stakeholders involved in ECPEC reform implementation. Analyze stakeholder interests, influence, and engagement needs. Develop stakeholder engagement and communication plans. Apply participatory approaches in local planning and consultation processes. Use behavior change communication techniques to support reform implementation. Facilitate dialogue and consensus-building among stakeholders. Address resistance and manage sensitive communication situations. Promote inclusive and transparent communication practices. Develop a roadmap for ECPEC reform implementation at the local level. Define KPIs to monitor progress and support evidence-based decision-making. Apply risk management and change management approaches in stakeholder engagement and reform implementation. Communicate decisions clearly and transparently to stakeholders and communities. Key Terms Stakeholder engagement; participatory governance; consultation; behavior change communication; public awareness; advocacy; communication strategy; social mobilization; community participation; consensus-building; transparency; inclusion; trust-building; risk communication, roadmap; key performance indicators; KPIs; risk management; change management; communication of decisions. Module 5. Quality of preschool education and its monitoring Module Objective This module introduces participants to approaches and tools for monitoring, evaluation, accountability, and learning (MEAL) in the ECPEC sector both on the policy implementation and educational system and institutions levels in close integration with the quality assurance provisions. Participants will explore the quality assurance framework for early childhood education and educational activities, systems and indicators used to assess implementation readiness, effectiveness of local programs, and progress of ECPEC reform. The module emphasizes practical use of monitoring tools, data systems, feedback mechanisms, and evidence-based decision-making approaches. The module also covers assessment of the impact of decisions on the quality of and access to services, identification of priorities for reinvestment of resources, and introduction of approaches to regular quality monitoring at the hromada level. Special attention is devoted to developing local monitoring systems that support continuous improvement, accountability, and sustainability. Learning Outcomes Upon successful completion of this module, participants will be able to: Understand principles of monitoring, evaluation, accountability, and learning in ECPEC and quality assurance framework. Use quality indicators and monitoring tools to assess implementation progress. Conduct monitoring of local targeted and budget ECE programs and service delivery quality. Analyze and interpret monitoring data for decision-making. Develop local monitoring and reporting mechanisms. Apply feedback and learning approaches for continuous improvement. Support evidence-based management and accountability practices. Integrate inclusion and equity indicators into monitoring systems. Assess the impact of local decisions on the quality of and access to ECPEC services. Identify priorities for reinvestment of resources based on monitoring data and evidence. Introduce approaches to regular quality monitoring at the hromada level. Key Terms Monitoring and evaluation; MEL framework; quality assurance; indicators; accountability; reporting; evidence-based decision-making; implementation readiness; continuous improvement; feedback loops; data systems; performance tracking; quality monitoring; inclusion indicators, impact assessment; access to services; service quality; reinvestment priorities; resource reinvestment; regular quality monitoring; hromada-level monitoring . [1] For the avoidance of doubt, a sanctioned party’s ineligibility to be awarded a contract shall include, without limitation, (i) applying for pre-qualification, expressing interest in a consultancy, and bidding, either directly or as a nominated sub-contractor, nominated consultant, nominated manufacturer or supplier, or nominated service provider, in respect of such contract, and (ii) entering into an addendum or amendment introducing a material modification to any existing contract. [2] A nominated sub-contractor, nominated consultant, nominated manufacturer or supplier, or nominated service provider (different names are used depending on the particular bidding document) is one which has been: (i) included by the bidder in its pre-qualification application or bid because it brings specific and critical experience and know-how that allow the bidder to meet the qualification requirements for the particular bid; or (ii) appointed by the Borrower. [3] Inspections in this context usually are investigative (i.e., forensic) in nature. They involve fact-finding activities undertaken by the Bank or persons appointed by the Bank to address specific matters related to investigations/audits, such as evaluating the veracity of an allegation of possible Fraud and Corruption, through the appropriate mechanisms. Such activity includes but is not limited to: accessing and examining a firm's or individual's financial records and information, and making copies thereof as relevant; accessing and examining any other documents, data and information (whether in hard copy or electronic format) deemed relevant for the investigation/audit, and making copies thereof as relevant; interviewing staff and other relevant individuals; performing physical inspections and site visits; and obtaining third party verification of information. [4] Minimum qualifications will be verified at contract signing [5] Minimum qualifications will be verified at contract signing. Annex 2 The minimum expected staff inputs for Assignment Components Experts A.1 A.2 A.3 A.4 A.5 B C Total Man- days Total Hours PersonMonth Key Experts Team Leader / Project Director 24 6 8 12 3 3 5 61 488 2.8 Training & Capacity Development Expert (Lead Trainer) 10 17 25 14 6 5 5 82 656 3.7 LMS / Digital Learning Expert 0 0 0 0 0 55 5 60 480 2.7 Non-Key Experts Pool of Trainers / Facilitators 0 2 20 0 0 0 0 22 176 1.0 Regional Mentors (Hromada Support Experts) 0 1 15 40 3 0 5 64 512 2.9 Data Analyst 2 1 7 8 4 5 0 27 216 1.2 Communications Expert 0 1 5 5 0 3 5 19 152 0.9 Financial Planning & Costing Expert 5 12 3 3 7 8 0 38 304 1.7 Network Configuration & Planning Expert 5 12 3 3 7 8 0 38 304 1.7 ECPE Systems & Policy Expert 5 12 3 3 7 8 0 38 304 1.7 Quality Expert 3 3 3 4 2 2 0 17 136 0.8 SBC Expert 0 3 5 0 2 1 5 16 128 0.7 Junior Experts Administrative Assistant 1 3 8 11 0 2 5 30 240 1.4 Logistics & Events Coordinator 0 4 8 8 0 0 5 25 200 1.1 Finance & Procurement Assistant 0 5 8 8 0 0 8 29 232 1.3 Interpreter 0 0 5 0 0 0 5 10 80 0.5 IT / LMS Support Specialist 0 0 0 0 0 30 0 30 240 1.4 Total 55 82 126 119 41 130 53 606 4848 28 Note: C.A.1 - Component A1 (To design structured guidance for the development of local targeted and budget ECE programs.) C.A.2 - Component A2 (To develop a structured training program for approximately 250 representatives from 35 hromadas and guidance for training delivery to hromadas.) C.A.3 - Component A3 (To deliver a structured training program in a blended format to approximately 250 representatives from 35 hromadas.) C.A.4 - Component A4 (Technical Assistance and Mentoring) C.A.5 - Component A5 (Evaluation and Refinement) B - Component B (Development of LMS-Based Course ) - Component (Stakeholder Engagement and Communication Events on ECPE Reform Implementation) 1 man-day=8 man-hours 1 person-month=22 man-days Annex 3 PART II Section 8. Conditions of Contract and Contract Forms Lump-Sum Form of Contract STANDARD FORM OF CONTRACT Consultant’s Services Lump-Sum TABLE OF CONTENTS I. Form of Contract 120 II. General Conditions of Contract 123 A. General Provisions 123 1. Definitions 123 2. Relationship between the Parties 124 3. Law Governing Contract 125 4. Language 125 5. Headings 125 6. Communications 125 7. Location 125 8. Authority of Member in Charge 125 9. Authorized Representatives 125 10. Fraud and Corruption 125 B. Commencement, Completion, Modification and Termination of Contract 126 11. Effectiveness of Contract 126 12. Termination of Contract for Failure to Become Effective 126 13. Commencement of Services 126 14. Expiration of Contract 126 15. Entire Agreement 126 16. Modifications or Variations 126 17. Force Majeure 127 18. Suspension 128 19. Termination 128 C. Obligations of the Consultant 130 20. General 130 21. Conflict of Interest 131 22. Confidentiality 132 23. Liability of the Consultant 132 24. Insurance to be taken out by the Consultant 133 25. Accounting, Inspection and Auditing 133 26. Reporting Obligations 133 27. Proprietary Rights of the Client in Reports and Records 133 28. Equipment, Vehicles and Materials 134 29. Code of Conduct 134 30. Forced Labor 134 31. Child Labor 135 32. Non-Discrimination and Equal Opportunity 136 33. Training of Experts 136 D. Consultant’s Experts and Sub-Consultants 136 34. Description of Key Experts 136 35. Replacement of Key Experts 136 36. Removal of Experts or Sub-consultants 137 E. Obligations of the Client 137 37. Assistance and Exemptions 137 38. Access to Project Site 138 39. Change in the Applicable Law Related to Taxes and Duties 138 40. Services, Facilities and Property of the Client 139 41. Counterpart Personnel 139 42. Payment Obligation 139 F. Payments to the Consultant 139 43. Contract Price 139 44. Taxes and Duties 139 45. Currency of Payment 140 46. Mode of Billing and Payment 140 47. Interest on Delayed Payments 141 G. Fairness and Good Faith 141 48. Good Faith 141 H. Settlement of Disputes 141 49. Amicable Settlement 141 50. Dispute Resolution 141 III. Special Conditions of Contract 144 IV. Appendices 152 Appendix A – Terms of Reference 152 Appendix B - Key Experts 152 Appendix C – Breakdown of Contract Price 152 Appendix D - Form of Advance Payments Guarantee 155 Appendix E - Code of Conduct for Experts Error! Bookmark not defined. Contract for Consultant’s Services Lump-Sum Project Name ___________________________ [ Loan/Credit/Grant ] No. ____________________ Contract No. ____________________________ Assignment Title: _____________________________ between [ Name of the Client ] and [ Name of the Consultant ] Dated: Form of Contract Lump-Sum (Text in brackets [ ] is optional; all notes should be deleted in the final text) This CONTRACT (hereinafter called the “Contract”) is made the [number] day of the month of [month] , [year] , between, on the one hand, [name of Client or Recipient] (hereinafter called the “Client”) and, on the other hand, [name of Consultant] (hereinafter called the “Consultant”). [If the Consultant consist of more than one entity, the above should be partially amended to read as follows: “…(hereinafter called the “Client”) and, on the other hand, a Joint Venture (name of the JV) consisting of the following entities, each member of which will be jointly and severally liable to the Client for all the Consultant’s obligations under this Contract, namely, [name of member] and [name of member] (hereinafter called the “Consultant”). ] WHEREAS (a) the Client has requested the Consultant to provide certain consulting services as defined in this Contract (hereinafter called the “Services”); (b) the Consultant, having represented to the Client that it has the required professional skills, expertise and technical resources, has agreed to provide the Services on the terms and conditions set forth in this Contract; (c) the Client has received [ or has applied for] a loan [ or credit or grant] from the [ insert as relevant, International Bank for Reconstruction and Development (IBRD) or International Development Association (IDA)]: toward the cost of the Services and intends to apply a portion of the proceeds of this [loan/credit/grant] to eligible payments under this Contract, it being understood that (i) payments by the Bank will be made only at the request of the Client and upon approval by the Bank; (ii) such payments will be subject, in all respects, to the terms and conditions of the [loan/financing/grant] agreement, including prohibitions of withdrawal from the [loan/credit/grant] account for the purpose of any payment to persons or entities, or for any import of goods, if such payment or import, to the knowledge of the Bank, is prohibited by the decision of the United Nations Security council taken under Chapter VII of the Charter of the United Nations; and (iii) no party other than the Client shall derive any rights from the [loan/financing/grant] agreement or have any claim to the [loan/credit/grant] proceeds; NOW THEREFORE the parties hereto hereby agree as follows: 1. The following documents attached hereto shall be deemed to form an integral part of this Contract: (a) The General Conditions of Contract (including Attachment 1 “Fraud and Corruption”); (b) The Special Conditions of Contract; (c) Appendices: Appendix A: Terms of Reference Appendix B: Key Experts Appendix C: Breakdown of Contract Price Appendix D: Code of Conduct for Experts Appendix E: Sexual exploitation and Abuse (SEA) and/or Sexual Harassment (SH) Performance Declaration Appendix F: Beneficial Ownership Disclosure Form In the event of any inconsistency between the documents, the following order of precedence shall prevail: the Special Conditions of Contract; the General Conditions of Contract, including Attachment 1; Appendix A; Appendix B; Appendix C; Appendix D, and Appendix E. Any reference to this Contract shall include, where the context permits, a reference to its Appendices. 2. The mutual rights and obligations of the Client and the Consultant shall be as set forth in the Contract, in particular: (a) the Consultant shall carry out the Services in accordance with the provisions of the Contract; and (b) the Client shall make payments to the Consultant in accordance with the provisions of the Contract. IN WITNESS WHEREOF, the Parties hereto have caused this Contract to be signed in their respective names as of the day and year first above written. For and on behalf of [Name of Client] [Authorized Representative of the Client – name, title and signature] For and on behalf of [Name of Consultant or Name of a Joint Venture] [Authorized Representative of the Consultant – name and signature] [For a joint venture, either all members shall sign or only the lead member, in which case the power of attorney to sign on behalf of all members shall be attached. For and on behalf of each of the members of the Consultant [insert the Name of the Joint Venture] [Name of the lead member] [Authorized Representative on behalf of a Joint Venture] [add signature blocks for each member if all are signing] General Conditions of Contract A. General Provisions Definitions Unless the context otherwise requires, the following terms whenever used in this Contract have the following meanings: “Applicable Law” means the laws and any other instruments having the force of law in the Client’s country, or in such other country as may be specified in the Special Conditions of Contract (SCC) , as they may be issued and in force from time to time. “Bank” means the International Bank for Reconstruction and Development (IBRD) or the International Development Association (IDA). “Borrower” means the Government, Government agency or other entity that signs the financing agreement with the Bank. “Client” means the implementing agency that signs the Contract for the Services with the Selected Consultant. “Client’s Personnel” refers to the staff, labor and other employees (if any) of the Client engaged in fulfilling the Client’s obligations under the Contract; and any other personnel identified as Client’s Personnel, by a notice from the Client to the Consultant. “Consultant” means a legally-established professional consulting firm or entity selected by the Client to provide the Services under the signed Contract. “Contract” means the legally binding written agreement signed between the Client and the Consultant and which includes all the attached documents listed in its paragraph 1 of the Form of Contract (the General Conditions (GCC), the Special Conditions (SCC), and the Appendices). “Day” means a working day unless indicated otherwise. “Effective Date” means the date on which this Contract comes into force and effect pursuant to Clause GCC 11. “Experts” means, collectively, Key Experts, Non-Key Experts, or any other personnel of the Consultant, Sub-consultant or JV member(s) assigned by the Consultant to perform the Services or any part thereof under the Contract. “Foreign Currency” means any currency other than the currency of the Client’s country. “GCC” means these General Conditions of Contract. “Government” means the government of the Client’s country. “Joint Venture (JV)” means an association with or without a legal personality distinct from that of its members, of more than one entity where one member has the authority to conduct all businesses for and on behalf of any and all the members of the JV, and where the members of the JV are jointly and severally liable to the Client for the performance of the Contract. “Key Expert(s)” means an individual professional whose skills, qualifications, knowledge and experience are critical to the performance of the Services under the Contract and whose Curricula Vitae (CV) was taken into account in the technical evaluation of the Consultant’s proposal. “Local Currency” means the currency of the Client’s country. “Non-Key Expert(s)” means an individual professional provided by the Consultant or its Sub-consultant to perform the Services or any part thereof under the Contract. “Party” means the Client or the Consultant, as the case may be, and “Parties” means both of them. “SCC” means the Special Conditions of Contract by which the GCC may be amended or supplemented but not over-written. “Services” means the work to be performed by the Consultant pursuant to this Contract, as described in Appendix A hereto. “Sub-consultants” means an entity to whom/which the Consultant subcontracts any part of the Services while remaining solely liable for the execution of the Contract. “Third Party” means any person or entity other than the Government, the Client, the Consultant or a Sub-consultant. Relationship between the Parties Nothing contained herein shall be construed as establishing a relationship of master and servant or of principal and agent as between the Client and the Consultant. The Consultant, subject to this Contract, has complete charge of the Experts and Sub-consultants, if any, performing the Services and shall be fully responsible for the Services performed by them or on their behalf hereunder. Law Governing Contract This Contract, its meaning and interpretation, and the relation between the Parties shall be governed by the Applicable Law. Language This Contract has been executed in the language specified in the SCC , which shall be the binding and controlling language for all matters relating to the meaning or interpretation of this Contract. Headings The headings shall not limit, alter or affect the meaning of this Contract. Communications Any communication required or permitted to be given or made pursuant to this Contract shall be in writing in the language specified in Clause GCC 4. Any such notice, request or consent shall be deemed to have been given or made when delivered in person to an authorized representative of the Party to whom the communication is addressed, or when sent to such Party at the address specified in the SCC . A Party may change its address for notice hereunder by giving the other Party any communication of such change to the address specified in the SCC . Location The Services shall be performed at such locations as are specified in Appendix A hereto and, where the location of a particular task is not so specified, at such locations, whether in the Government’s country or elsewhere, as the Client may approve. Authority of Member in Charge In case the Consultant is a Joint Venture, the members hereby authorize the member specified in the SCC to act on their behalf in exercising all the Consultant’s rights and obligations towards the Client under this Contract, including without limitation the receiving of instructions and payments from the Client. Authorized Representatives Any action required or permitted to be taken, and any document required or permitted to be executed under this Contract by the Client or the Consultant may be taken or executed by the officials specified in the SCC. Fraud and Corruption The Bank requires compliance with the Bank’s Anti-Corruption Guidelines and its prevailing sanctions policies and procedures as set forth in the Bank’s Sanctions Framework, as set forth in Attachment 1 to the GCC. a. Commissions and Fees The Client requires the Consultant to disclose any commissions, gratuities or fees that may have been paid or are to be paid to agents or any other party with respect to the selection process or execution of the Contract. The information disclosed must include at least the name and address of the agent or other party, the amount and currency, and the purpose of the commission, gratuity or fee. Failure to disclose such commissions, gratuities or fees may result in termination of the Contract and/or sanctions by the Bank. B. Commencement, Completion, Modification and Termination of Contract Effectiveness of Contract This Contract shall come into force and effect on the date (the “Effective Date”) of the Client’s notice to the Consultant instructing the Consultant to begin carrying out the Services. This notice shall confirm that the effectiveness conditions, if any, listed in the SCC have been met. Termination of Contract for Failure to Become Effective If this Contract has not become effective within such time period after the date of Contract signature as specified in the SCC , either Party may, by not less than twenty two (22) days written notice to the other Party, declare this Contract to be null and void, and in the event of such a declaration by either Party, neither Party shall have any claim against the other Party with respect hereto. Commencement of Services The Consultant shall confirm availability of Key Experts and begin carrying out the Services not later than the number of days after the Effective Date specified in the SCC . Expiration of Contract Unless terminated earlier pursuant to Clause GCC 19 hereof, this Contract shall expire at the end of such time period after the Effective Date as specified in the SCC . Entire Agreement This Contract contains all covenants, stipulations and provisions agreed by the Parties. No agent or representative of either Party has authority to make, and the Parties shall not be bound by or be liable for, any statement, representation, promise or agreement not set forth herein. Modifications or Variations Any modification or variation of the terms and conditions of this Contract, including any modification or variation of the scope of the Services, may only be made by written agreement between the Parties. However, each Party shall give due consideration to any proposals for modification or variation made by the other Party. In cases of substantial modifications or variations, the prior written consent of the Bank is required. Force Majeure a. Definition For the purposes of this Contract, “Force Majeure” means an event which is beyond the reasonable control of a Party, is not foreseeable, is unavoidable, and makes a Party’s performance of its obligations hereunder impossible or so impractical as reasonably to be considered impossible under the circumstances, and subject to those requirements, includes, but is not limited to, war, riots, civil disorder, earthquake, fire, explosion, storm, flood or other adverse weather conditions, strikes, lockouts or other industrial action confiscation or any other action by Government agencies. Force Majeure shall not include (i) any event which is caused by the negligence or intentional action of a Party or such Party’s Experts, Sub-consultants or agents or employees, nor (ii) any event which a diligent Party could reasonably have been expected to both take into account at the time of the conclusion of this Contract, and avoid or overcome in the carrying out of its obligations hereunder. Force Majeure shall not include insufficiency of funds or failure to make any payment required hereunder. b. No Breach of Contract The failure of a Party to fulfill any of its obligations hereunder shall not be considered to be a breach of, or default under, this Contract insofar as such inability arises from an event of Force Majeure, provided that the Party affected by such an event has taken all reasonable precautions, due care and reasonable alternative measures, all with the objective of carrying out the terms and conditions of this Contract. c. Measures to be Taken A Party affected by an event of Force Majeure shall continue to perform its obligations under the Contract as far as is reasonably practical, and shall take all reasonable measures to minimize the consequences of any event of Force Majeure. A Party affected by an event of Force Majeure shall notify the other Party of such event as soon as possible, and in any case not later than fourteen (14) calendar days following the occurrence of such event, providing evidence of the nature and cause of such event, and shall similarly give written notice of the restoration of normal conditions as soon as possible. Any period within which a Party shall, pursuant to this Contract, complete any action or task, shall be extended for a period equal to the time during which such Party was unable to perform such action as a result of Force Majeure. During the period of their inability to perform the Services as a result of an event of Force Majeure, the Consultant, upon instructions by the Client, shall either: (a) demobilize, in which case the Consultant shall be reimbursed for additional costs they reasonably and necessarily incurred, and, if required by the Client, in reactivating the Services; or (b) continue with the Services to the extent reasonably possible, in which case the Consultant shall continue to be paid under the terms of this Contract and be reimbursed for additional costs reasonably and necessarily incurred. In the case of disagreement between the Parties as to the existence or extent of Force Majeure, the matter shall be settled according to Clauses GCC 49 & 50. Suspension The Client may, by written notice of suspension to the Consultant, suspend part or all payments to the Consultant hereunder if the Consultant fails to perform any of its obligations under this Contract, including the carrying out of the Services, provided that such notice of suspension (i) shall specify the nature of the failure, and (ii) shall request the Consultant to remedy such failure within a period not exceeding thirty (30) calendar days after receipt by the Consultant of such notice of suspension. Termination This Contract may be terminated by either Party as per provisions set up below: a. By the Client 19.1.1. The Client may terminate this Contract in case of the occurrence of any of the events specified in paragraphs (a) through (f) of this Clause. In such an occurrence the Client shall give at least thirty (30) calendar days’ written notice of termination to the Consultant in case of the events referred to in (a) through (d); at least sixty (60) calendar days’ written notice in case of the event referred to in (e); and at least five (5) calendar days’ written notice in case of the event referred to in (f): If the Consultant fails to remedy a failure in the performance of its obligations hereunder, as specified in a notice of suspension pursuant to Clause GCC 18; If the Consultant becomes (or, if the Consultant consists of more than one entity, if any of its members becomes) insolvent or bankrupt or enter into any agreements with their creditors for relief of debt or take advantage of any law for the benefit of debtors or go into liquidation or receivership whether compulsory or voluntary; If the Consultant fails to comply with any final decision reached as a result of arbitration proceedings pursuant to Clause GCC 50.1; If, as the result of Force Majeure, the Consultant is unable to perform a material portion of the Services for a period of not less than sixty (60) calendar days; If the Client, in its sole discretion and for any reason whatsoever, decides to terminate this Contract; If the Consultant fails to confirm availability of Key Experts as required in Clause GCC 13. 19.1.2. Furthermore, if the Client determines that the Consultant has engaged in Fraud and Corruption in competing for or in executing the Contract, then the Client may, after giving fourteen (14) calendar days written notice to the Consultant, terminate the Consultant's employment under the Contract. b. By the Consultant 19.1.3. The Consultant may terminate this Contract, by not less than thirty (30) calendar days’ written notice to the Client, in case of the occurrence of any of the events specified in paragraphs (a) through (d) of this Clause. If the Client fails to pay any money due to the Consultant pursuant to this Contract and not subject to dispute pursuant to Clause GCC 45.1 within forty-five (45) calendar days after receiving written notice from the Consultant that such payment is overdue. If, as the result of Force Majeure, the Consultant is unable to perform a material portion of the Services for a period of not less than sixty (60) calendar days. If the Client fails to comply with any final decision reached as a result of arbitration pursuant to Clause GCC 50.1. If the Client is in material breach of its obligations pursuant to this Contract and has not remedied the same within forty-five (45) days (or such longer period as the Consultant may have subsequently approved in writing) following the receipt by the Client of the Consultant’s notice specifying such breach. c. Cessation of Rights and Obligations 19.1.4. Upon termination of this Contract pursuant to Clauses GCC 12 or GCC 19 hereof, or upon expiration of this Contract pursuant to Clause GCC 14, all rights and obligations of the Parties hereunder shall cease, except (i) such rights and obligations as may have accrued on the date of termination or expiration, (ii) the obligation of confidentiality set forth in Clause GCC 22, (iii) the Consultant’s obligation to permit inspection, copying and auditing of their accounts and records set forth in Clause GCC 25 and to cooperate and assist in any inspection or investigation, and (iv) any right which a Party may have under the Applicable Law. d. Cessation of Services 19.1.5. Upon termination of this Contract by notice of either Party to the other pursuant to Clauses GCC 19a or GCC 19b, the Consultant shall, immediately upon dispatch or receipt of such notice, take all necessary steps to bring the Services to a close in a prompt and orderly manner and shall make every reasonable effort to keep expenditures for this purpose to a minimum. With respect to documents prepared by the Consultant and equipment and materials furnished by the Client, the Consultant shall proceed as provided, respectively, by Clauses GCC 27 or GCC 28. e. Payment upon Termination 19.1.6. Upon termination of this Contract, the Client shall make the following payments to the Consultant: payment for Services satisfactorily performed prior to the effective date of termination; and in the case of termination pursuant to paragraphs (d) and (e) of Clause GCC 19.1.1, reimbursement of any reasonable cost incidental to the prompt and orderly termination of this Contract, including the cost of the return travel of the Experts. C. Obligations of the Consultant General a. Standard of Performance The Consultant shall perform the Services and carry out the Services with all due diligence, efficiency and economy, in accordance with generally accepted professional standards and practices, and shall observe sound management practices, and employ appropriate technology and safe and effective equipment, machinery, materials and methods. The Consultant shall always act, in respect of any matter relating to this Contract or to the Services, as a faithful adviser to the Client, and shall at all times support and safeguard the Client’s legitimate interests in any dealings with the third parties. The Consultant shall employ and provide such qualified and experienced Experts and Sub-consultants as are required to carry out the Services. The Consultant may subcontract part of the Services to an extent and with such Key Experts and Sub-consultants as may be approved in advance by the Client. Notwithstanding such approval, the Consultant shall retain full responsibility for the Services. b. Law Applicable to Services The Consultant shall perform the Services in accordance with the Contract and the Applicable Law and shall take all practicable steps to ensure that any of its Experts and Sub-consultants, comply with the Applicable Law. Throughout the execution of the Contract, the Consultant shall comply with the import of goods and services prohibitions in the Client’s country when as a matter of law or official regulations, the Borrower’s country prohibits commercial relations with that country; or by an act of compliance with a decision of the United Nations Security Council taken under Chapter VII of the Charter of the United Nations, the Borrower’s Country prohibits any import of goods from that country or any payments to any country, person, or entity in that country. The Client shall notify the Consultant in writing of relevant local customs, and the Consultant shall, after such notification, respect such customs. Conflict of Interest The Consultant shall hold the Client’s interests paramount, without any consideration for future work, and strictly avoid conflict with other assignments or their own corporate interests. a. Consultant Not to Benefit from Commissions, Discounts, etc. 21.1.1 The payment of the Consultant pursuant to GCC F (Clauses GCC 43 through 47) shall constitute the Consultant’s only payment in connection with this Contract and, subject to Clause GCC 21.1.3, the Consultant shall not accept for its own benefit any trade commission, discount or similar payment in connection with activities pursuant to this Contract or in the discharge of its obligations hereunder, and the Consultant shall use its best efforts to ensure that any Sub-consultants, as well as the Experts and agents of either of them, similarly shall not receive any such additional payment. 21.1.2 Furthermore, if the Consultant, as part of the Services, has the responsibility of advising the Client on the procurement of goods, works or services, the Consultant shall comply with the Bank’s Applicable Regulations, and shall at all times exercise such responsibility in the best interest of the Client. Any discounts or commissions obtained by the Consultant in the exercise of such procurement responsibility shall be for the account of the Client. b. Consultant and Affiliates Not to Engage in Certain Activities 21.1.3 The Consultant agrees that, during the term of this Contract and after its termination, the Consultant and any entity affiliated with the Consultant, as well as any Sub-consultants and any entity affiliated with such Sub-consultants, shall be disqualified from providing goods, works or non-consulting services resulting from or directly related to the Consultant’s Services for the preparation or implementation of the project. c. Prohibition of Conflicting Activities 21.1.4 The Consultant shall not engage, and shall cause its Experts as well as its Sub-consultants not to engage, either directly or indirectly, in any business or professional activities that would conflict with the activities assigned to them under this Contract. d. Strict Duty to Disclose Conflicting Activities 21.1.5 The Consultant has an obligation and shall ensure that its Experts and Sub-consultants shall have an obligation to disclose any situation of actual or potential conflict that impacts their capacity to serve the best interest of their Client, or that may reasonably be perceived as having this effect. Failure to disclose said situations may lead to the disqualification of the Consultant or the termination of its Contract. Confidentiality Except with the prior written consent of the Client, the Consultant and the Experts shall not at any time communicate to any person or entity any confidential information acquired in the course of the Services, nor shall the Consultant and the Experts make public the recommendations formulated in the course of, or as a result of, the Services. Liability of the Consultant Subject to additional provisions, if any, set forth in the SCC , the Consultant’s liability under this Contract shall be provided by the Applicable Law. Insurance to be taken out by the Consultant The Consultant (i) shall take out and maintain, and shall cause any Sub-consultants to take out and maintain, at its (or the Sub-consultants’, as the case may be) own cost but on terms and conditions approved by the Client, insurance against the risks, and for the coverage specified in the SCC, and (ii) at the Client’s request, shall provide evidence to the Client showing that such insurance has been taken out and maintained and that the current premiums therefore have been paid. The Consultant shall ensure that such insurance is in place prior to commencing the Services as stated in Clause GCC 13. Accounting, Inspection and Auditing The Consultant shall keep, and shall make all reasonable efforts to cause its Sub-consultants to keep, accurate and systematic accounts and records in respect of the Services and in such form and detail as will clearly identify relevant time changes and costs. Pursuant to paragraph 2.2 e. of Attachment 1 to the General Conditions, the Consultant shall permit and shall cause its agents (where declared or not), subcontractors, subconsultants, service providers, suppliers, and personnel, to permit, the Bank and/or persons appointed by the Bank to inspect the site and/or the accounts, records and other documents relating to the procurement process, selection and/or contract execution, and to have such accounts, records and other documents audited by auditors appointed by the Bank. The Consultant’s and its Subcontractors’ and subconsultants’ attention is drawn to Clause GCC 10.1 (Fraud and Corruption) which provides, inter alia, that acts intended to materially impede the exercise of the Bank’s inspection and audit rights constitute a prohibited practice subject to contract termination (as well as to a determination of ineligibility pursuant to the Bank’s prevailing sanctions procedures). Reporting Obligations The Consultant shall submit to the Client the reports and documents specified in Appendix A , in the form, in the numbers and within the time periods set forth in the said Appendix. Proprietary Rights of the Client in Reports and Records Unless otherwise indicated in the SCC , all reports and relevant data and information such as maps, diagrams, plans, databases, other documents and software, supporting records or material compiled or prepared by the Consultant for the Client in the course of the Services shall be confidential and become and remain the absolute property of the Client. The Consultant shall, not later than upon termination or expiration of this Contract, deliver all such documents to the Client, together with a detailed inventory thereof. The Consultant may retain a copy of such documents, data and/or software but shall not use the same for purposes unrelated to this Contract without prior written approval of the Client. If license agreements are necessary or appropriate between the Consultant and third parties for purposes of development of the plans, drawings, specifications, designs, databases, other documents and software, the Consultant shall obtain the Client’s prior written approval to such agreements, and the Client shall be entitled at its discretion to require recovering the expenses related to the development of the program(s) concerned. Other restrictions about the future use of these documents and software, if any, shall be specified in the SCC . Equipment, Vehicles and Materials Equipment, vehicles and materials made available to the Consultant by the Client, or purchased by the Consultant wholly or partly with funds provided by the Client, shall be the property of the Client and shall be marked accordingly. Upon termination or expiration of this Contract, the Consultant shall make available to the Client an inventory of such equipment, vehicles and materials and shall dispose of such equipment, vehicles and materials in accordance with the Client’s instructions. While in possession of such equipment, vehicles and materials, the Consultant, unless otherwise instructed by the Client in writing, shall insure them at the expense of the Client in an amount equal to their full replacement value. Any equipment or materials brought by the Consultant or its Experts into the Client’s country for the use either for the project or personal use shall remain the property of the Consultant or the Experts concerned, as applicable. Code of Conduct Not used Forced Labor The Consultant, including its Subconsultants, shall not employ or engage forced labor. Forced labor consists of any work or service, not voluntarily performed, that is exacted from an individual under threat of force or penalty, and includes any kind of involuntary or compulsory labor, such as indentured labor, bonded labor or similar labor-contracting arrangements. No persons shall be employed or engaged who have been subject to trafficking. Trafficking in persons is defined as the recruitment, transportation, transfer, harboring or receipt of persons by means of the threat or use of force or other forms of coercion, abduction, fraud, deception, abuse of power, or of a position of vulnerability, or of the giving or receiving of payments or benefits to achieve the consent of a person having control over another person, for the purposes of exploitation. Child Labor The Consultant, including its Subconsultants, shall not employ or engage a child under the age of 14 unless the national law specifies a higher age (the minimum age). The Consultant, including its Subconsultants, shall not employ or engage a child between the minimum age and the age of 18 in a manner that is likely to be hazardous, or to interfere with, the child’s education, or to be harmful to the child’s health or physical, mental, spiritual, moral, or social development. The Consultant, including its Subconsultants, shall only employ or engage children between the minimum age and the age of 18 after an appropriate risk assessment has been conducted by the Consultant with the Client’s consent. The Consultant shall be subject to regular monitoring by the Client that includes monitoring of health, working conditions and hours of work. Work considered hazardous for children is work that, by its nature or the circumstances in which it is carried out, is likely to jeopardize the health, safety, or morals of children. Such work activities prohibited for children include work: with exposure to physical, psychological or sexual abuse; underground, underwater, working at heights or in confined spaces; with dangerous machinery, equipment or tools, or involving handling or transport of heavy loads; in unhealthy environments exposing children to hazardous substances, agents, or processes, or to temperatures, noise or vibration damaging to health; or under difficult conditions such as work for long hours, during the night or in confinement on the premises of the employer. Non-Discrimination and Equal Opportunity The Consultant shall not make decisions relating to the employment or treatment of Experts on the basis of personal characteristics unrelated to inherent job requirements. The Consultant shall base the employment of Experts on the principle of equal opportunity and fair treatment, and shall not discriminate with respect to any aspects of the employment relationship, including recruitment and hiring, compensation (including wages and benefits), working conditions and terms of employment, access to training, job assignment, promotion, termination of employment or retirement, and disciplinary practices. Special measures of protection or assistance to remedy past discrimination or selection for a particular job based on the inherent requirements of the job shall not be deemed discrimination. The Consultant shall provide protection and assistance as necessary to ensure non-discrimination and equal opportunity, including for specific groups such as women, people with disabilities, migrant workers and children (of working age in accordance with Clause GCC 31). Training of Experts The Consultant shall provide appropriate sensitization to the Experts on social aspects of the Contract, including on prohibition of SEA and SH. The Consultant shall provide training on SEA and SH, including its prevention, to any of its Experts who has a role to supervise other Experts. D. Consultant’s Experts and Sub-Consultants Description of Key Experts The title, agreed job description, minimum qualification and estimated period of engagement to carry out the Services of each of the Consultant’s Key Experts are described in Appendix B. Replacement of Key Experts Except as the Client may otherwise agree in writing, no changes shall be made in the Key Experts. Notwithstanding the above, the substitution of Key Experts during Contract execution may be considered only based on the Consultant’s written request and due to circumstances outside the reasonable control of the Consultant, including but not limited to death or medical incapacity. In such case, the Consultant shall forthwith provide as a replacement, a person of equivalent or better qualifications and experience, and at the same rate of remuneration. Removal of Experts or Sub-consultants If the Client finds that any of the Experts or Sub-consultant: persists in any misconduct or lack of care; carries out duties incompetently or negligently; fails to comply with any provision of the Contract; based on reasonable evidence, is determined to have engaged in Fraud and Corruption during the execution of the Services; the Consultant shall, at the Client’s written request, provide a replacement. In the event that any of Key Experts, Non-Key Experts or Sub-consultants is found by the Client to be incompetent or incapable in discharging assigned duties, the Client, specifying the grounds therefore, may request the Consultant to provide a replacement. Any replacement of the removed Experts or Sub-consultants shall possess better qualifications and experience and shall be acceptable to the Client. Subject to the requirements in Clause GCC 36.3, and notwithstanding any requirement from the Client to request a replacement, the Consultant shall take immediate action as appropriate in response to any violation of (a) through (e) above. Such immediate action shall include removing (or causing to be removed) from carrying out the Services, any Expert who engages in (a) to (e) above. The Consultant shall bear all costs arising out of or incidental to any removal and/or replacement of such Experts. E. Obligations of the Client Assistance and Exemptions Unless otherwise specified in the SCC , the Client shall use its best efforts to: Assist the Consultant with obtaining work permits and such other documents as shall be necessary to enable the Consultant to perform the Services. Assist the Consultant with promptly obtaining, for the Experts and, if appropriate, their eligible dependents, all necessary entry and exit visas, residence permits, exchange permits and any other documents required for their stay in the Client’s country while carrying out the Services under the Contract. Facilitate prompt clearance through customs of any property required for the Services and of the personal effects of the Experts and their eligible dependents. Issue to officials, agents and representatives of the Government all such instructions and information as may be necessary or appropriate for the prompt and effective implementation of the Services. Assist the Consultant and the Experts and any Sub-consultants employed by the Consultant for the Services with obtaining exemption from any requirement to register or obtain any permit to practice their profession or to establish themselves either individually or as a corporate entity in the Client’s country according to the applicable law in the Client’s country. Assist the Consultant, any Sub-consultants and the Experts of either of them with obtaining the privilege, pursuant to the applicable law in the Client’s country, of bringing into the Client’s country reasonable amounts of foreign currency for the purposes of the Services or for the personal use of the Experts and of withdrawing any such amounts as may be earned therein by the Experts in the execution of the Services. Provide to the Consultant any such other assistance as may be specified in the SCC . Access to Project Site The Client warrants that the Consultant shall have, free of charge, unimpeded access to the project site in respect of which access is required for the performance of the Services. The Client will be responsible for any damage to the project site or any property thereon resulting from such access and will indemnify the Consultant and each of the experts in respect of liability for any such damage, unless such damage is caused by the willful default or negligence of the Consultant or any Sub-consultants or the Experts of either of them. Change in the Applicable Law Related to Taxes and Duties If, after the date of this Contract, there is any change in the applicable law in the Client’s country with respect to taxes and duties which increases or decreases the cost incurred by the Consultant in performing the Services, then the remuneration and reimbursable expenses otherwise payable to the Consultant under this Contract shall be increased or decreased accordingly by agreement between the Parties hereto, and corresponding adjustments shall be made to the Contract price amount specified in Clause GCC 39.1. Services, Facilities and Property of the Client The Client shall make available to the Consultant and the Experts, for the purposes of the Services and free of any charge, the services, facilities and property described in the Terms of Reference ( Appendix A) at the times and in the manner specified in said Appendix A. Counterpart Personnel The Client shall make available to the Consultant free of charge such professional and support counterpart personnel, to be nominated by the Client with the Consultant’s advice, if specified in Appendix A . Professional and support counterpart personnel, excluding Client’s liaison personnel, shall work under the exclusive direction of the Consultant. If any member of the counterpart personnel fails to perform adequately any work assigned to such member by the Consultant that is consistent with the position occupied by such member, the Consultant may request the replacement of such member, and the Client shall not unreasonably refuse to act upon such request. Payment Obligation In consideration of the Services performed by the Consultant under this Contract, the Client shall make such payments to the Consultant for the deliverables specified in Appendix A and in such manner as is provided by GCC F below. F. Payments to the Consultant Contract Price The Contract price is fixed and is set forth in the SCC. The Contract price breakdown is provided in Appendix C . Any change to the Contract price specified in Clause GCC 43.1 can be made only if the Parties have agreed to the revised scope of Services pursuant to Clause GCC 16 and have amended in writing the Terms of Reference in Appendix A . Taxes and Duties The Consultant, Sub-consultants and Experts are responsible for meeting any and all tax liabilities arising out of the Contract unless it is stated otherwise in the SCC . As an exception to the above and as stated in the SCC , all local identifiable indirect taxes (itemized and finalized at Contract negotiations) are reimbursed to the Consultant or are paid by the Client on behalf of the Consultant. Currency of Payment Any payment under this Contract shall be made in the currency (ies) of the Contract. Mode of Billing and Payment The total payments under this Contract shall not exceed the Contract price set forth in Clause GCC 43.1. The payments under this Contract shall be made in lump-sum instalments against deliverables specified in Appendix A . The payments will be made according to the payment schedule stated in the SCC . 46.2.1 Advance payment: Unless otherwise indicated in the SCC , an advance payment shall be made against an advance payment bank guarantee acceptable to the Client in an amount (or amounts) and in a currency (or currencies) specified in the SCC . Such guarantee (i) is to remain effective until the advance payment has been fully set off, and (ii) is to be in the form set forth in Appendix D , or in such other form as the Client shall have approved in writing. The advance payments will be set off by the Client in equal portions against the lump-sum installments specified in the SCC until said advance payments have been fully set off. 46.2.2 The Lump-Sum Installment Payments. The Client shall pay the Consultant within sixty (60) days after the receipt by the Client of the deliverable(s) and the cover invoice for the related lump-sum installment payment. The payment can be withheld if the Client does not approve the submitted deliverable(s) as satisfactory in which case the Client shall provide comments to the Consultant within the same sixty (60) days period. The Consultant shall thereupon promptly make any necessary corrections, and thereafter the foregoing process shall be repeated. 46.2.3 The Final Payment . The final payment under this Clause shall be made only after the final report have been submitted by the Consultant and approved as satisfactory by the Client. The Services shall then be deemed completed and finally accepted by the Client. The last lump-sum installment shall be deemed approved for payment by the Client within ninety (90) calendar days after receipt of the final report by the Client unless the Client, within such ninety (90) calendar day period, gives written notice to the Consultant specifying in detail deficiencies in the Services, the final report. The Consultant shall thereupon promptly make any necessary corrections, and thereafter the foregoing process shall be repeated. 46.2.4 All payments under this Contract shall be made to the accounts of the Consultant specified in the SCC . 46.2.5 With the exception of the final payment under 46.2.3 above, payments do not constitute acceptance of the whole Services nor relieve the Consultant of any obligations hereunder. Interest on Delayed Payments If the Client had delayed payments beyond fifteen (15) days after the due date stated in Clause GCC 46.2.2, interest shall be paid to the Consultant on any amount due by, not paid on, such due date for each day of delay at the annual rate stated in the SCC. G. Fairness and Good Faith Good Faith The Parties undertake to act in good faith with respect to each other’s rights under this Contract and to adopt all reasonable measures to ensure the realization of the objectives of this Contract. H. Settlement of Disputes Amicable Settlement The Parties shall seek to resolve any dispute amicably by mutual consultation. If either Party objects to any action or inaction of the other Party, the objecting Party may file a written Notice of Dispute to the other Party providing in detail the basis of the dispute. The Party receiving the Notice of Dispute will consider it and respond in writing within fourteen (14) days after receipt. If that Party fails to respond within fourteen (14) days, or the dispute cannot be amicably settled within fourteen (14) days following the response of that Party, Clause GCC 50.1 shall apply. Dispute Resolution Any dispute between the Parties arising under or related to this Contract that cannot be settled amicably may be referred to by either Party to the adjudication/arbitration in accordance with the provisions specified in the SCC . II. General Conditions Attachment 1 Fraud and Corruption (Text in this Attachment shall not be modified) Purpose The Bank’s Anti-Corruption Guidelines and this annex apply with respect to procurement under Bank Investment Project Financing operations. Requirements The Bank requires that Borrowers (including beneficiaries of Bank financing); bidders (applicants/proposers), consultants, contractors and suppliers; any sub-contractors, sub-consultants, service providers or suppliers; any agents (whether declared or not); and any of their personnel, observe the highest standard of ethics during the procurement process, selection and contract execution of Bank-financed contracts, and refrain from Fraud and Corruption. To this end, the Bank: Defines, for the purposes of this provision, the terms set forth below as follows: “corrupt practice” is the offering, giving, receiving, or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party; “fraudulent practice” is any act or omission, including misrepresentation, that knowingly or recklessly misleads, or attempts to mislead, a party to obtain financial or other benefit or to avoid an obligation; “collusive practice” is an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party; “coercive practice” is impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party; “obstructive practice” is: deliberately destroying, falsifying, altering, or concealing of evidence material to the investigation or making false statements to investigators in order to materially impede a Bank investigation into allegations of a corrupt, fraudulent, coercive, or collusive practice; and/or threatening, harassing, or intimidating any party to prevent it from disclosing its knowledge of matters relevant to the investigation or from pursuing the investigation; or acts intended to materially impede the exercise of the Bank’s inspection and audit rights provided for under paragraph 2.2 e. below. Rejects a proposal for award if the Bank determines that the firm or individual recommended for award, any of its personnel, or its agents, or its sub-consultants, sub-contractors, service providers, suppliers and/ or their employees, has, directly or indirectly, engaged in corrupt, fraudulent, collusive, coercive, or obstructive practices in competing for the contract in question; In addition to the legal remedies set out in the relevant Legal Agreement, may take other appropriate actions, including declaring misprocurement, if the Bank determines at any time that representatives of the Borrower or of a recipient of any part of the proceeds of the loan engaged in corrupt, fraudulent, collusive, coercive, or obstructive practices during the procurement process, selection and/or execution of the contract in question, without the Borrower having taken timely and appropriate action satisfactory to the Bank to address such practices when they occur, including by failing to inform the Bank in a timely manner at the time they knew of the practices; Pursuant to the Bank’s Anti- Corruption Guidelines and in accordance with the Bank’s prevailing sanctions policies and procedures, may sanction a firm or individual, either indefinitely or for a stated period of time, including by publicly declaring such firm or individual ineligible (i) to be awarded or otherwise benefit from a Bank-financed contract, financially or in any other manner;[1] (ii) to be a nominated[2] sub-contractor, consultant, manufacturer or supplier, or service provider of an otherwise eligible firm being awarded a Bank-financed contract; and (iii) to receive the proceeds of any loan made by the Bank or otherwise to participate further in the preparation or implementation of any Bank-financed project; Requires that a clause be included in bidding/request for proposals documents and in contracts financed by a Bank loan, requiring (i) bidders (applicants/proposers), consultants, contractors, and suppliers, and their sub-contractors, sub-consultants, service providers, suppliers, agents personnel, permit the Bank to inspect[3] all accounts, records and other documents relating to the procurement process, selection and/or contract execution, and to have them audited by auditors appointed by the Bank. Special Conditions of Contract [Notes in brackets are for guidance purposes only and should be deleted in the final text of the signed contract] Number of GC Clause Amendments of, and Supplements to, Clauses in the General Conditions of Contract 1.1(a) The Contract shall be construed in accordance with the law of India 4.1 The language is: English. 6.1 and 6.2 The addresses are [fill in at negotiations with the selected firm] : Client : Attention : Facsimile : E-mail (where permitted): Consultant : Attention : Facsimile : E-mail (where permitted) : 8.1 [Note: If the Consultant consists only of one entity, state “N/A”; OR If the Consultant is a Joint Venture consisting of more than one entity, the name of the JV member whose address is specified in Clause SCC 6.1 should be inserted here.] The Lead Member on behalf of the JV is ___________ ______________________________ [insert name of the member] 9.1 The Authorized Representatives are: For the Client: [name, title] For the Consultant: [name, title] 11.1 The effectiveness conditions are the following : Signing of Contract by both the parties, after due approvals. [modify, if required e,g. to include effectiveness of the Bank [loan/credit/grant]; receipt by the Consultant of an advance payment, and by the Client of an advance payment guarantee (see Clause SCC 50.1(a)); etc.] 12.1 Termination of Contract for Failure to Become Effective: The time period shall be 30 days. [modify, if necessary] . 13.1 Commencement of Services: The number of days shall be 10 days. [modify, if necessary] Confirmation of Key Experts’ availability to start the Assignment shall be submitted to the Client in writing as a written statement signed by each Key Expert. 14.1 Expiration of Contract: The time period shall be ________________________ [insert time period, e.g.: twelve months] . 21 b. The Client reserves the right to determine on a case-by-case basis whether the Consultant should be disqualified from providing goods, works or non-consulting services due to a conflict of a nature described in Clause GCC 21.1.3 Yes______ No _____ 23.1 No additional provisions. [OR The following limitation of the Consultant’s Liability towards the Client can be subject to the Contract’s negotiations: “Limitation of the Consultant’s Liability towards the Client: (a) Except in the case of gross negligence or willful misconduct on the part of the Consultant or on the part of any person or a firm acting on behalf of the Consultant in carrying out the Services, the Consultant, with respect to damage caused by the Consultant to the Client’s property, shall not be liable to the Client: (i) for any indirect or consequential loss or damage; and (ii) for any direct loss or damage that exceeds [insert a multiplier, e.g.: one, two, three] times the total value of the Contract; (b) This limitation of liability shall not (i) affect the Consultant’s liability, if any, for damage to Third Parties caused by the Consultant or any person or firm acting on behalf of the Consultant in carrying out the Services; (ii) be construed as providing the Consultant with any limitation or exclusion from liability which is prohibited by the Applicable Law in India ”. 24.1 The insurance coverage against the risks shall be as follows: [Note: Delete what is not applicable except (a)]. (a) Professional liability insurance, with a minimum coverage of ______________________ [insert amount and currency which should be not less than the total ceiling amount of the Contract] ; (b) Third Party motor vehicle liability insurance in respect of motor vehicles operated in the Client’s country by the Consultant or its Experts or Sub-consultants, with a minimum coverage as per the latest Amended Motor Vehicles Act, India; (c) Third Party liability insurance, with a minimum coverage of [insert amount and currency or state “in accordance with the applicable law in India”] ; (d) employer’s liability and workers’ compensation insurance in respect of the experts and Sub-consultants in accordance with the relevant provisions of the applicable law in the Client’s country, as well as, with respect to such Experts, any such life, health, accident, travel or other insurance as may be appropriate; and (e) insurance against loss of or damage to (i) equipment purchased in whole or in part with funds provided under this Contract, (ii) the Consultant’s property used in the performance of the Services, and (iii) any documents prepared by the Consultant in the performance of the Services. 27.1 [If applicable, insert any exceptions to proprietary rights provision____________________________________] 27.2 [ The Consultant shall not use these [insert what applies……. data, documents and software ………] for purposes unrelated to this Contract without the prior written approval of the Client .] 37.1 (a) through (f) [List here any changes or additions to Clause GCC 37.1. If there are no such changes or additions, delete this Clause SCC 37.1.] 37.1(g) [List here any other assistance to be provided by the Client. If there is no such other assistance, delete this Clause SCC 37.1(g).] 43.1 The Contract price is: Rs. ___________________ [insert amount] [indicate: inclusive or exclusive ] of local indirect taxes. Any indirect local taxes chargeable in respect of this Contract for the Services provided by the Consultant shall be paid by the Consultant. The Client shall only reimburse Goods & Services Tax (GST) payable on the contract value by the consultants, as per Applicable Law in India subject to the Client, performing such duties in regard to the deduction of taxes as may be lawfully imposed. However, Consultant shall have to produce to the Client, all relevant documents establishing the proof of payment/ filing of return to the tax authority etc. The consultant shall register itself for GST with appropriate authority in India & shall provide the Registration Number to the Client. The amount of such taxes is ____________________ [insert the amount as finalized at the Contract’s negotiations on the basis of the estimates provided by the Consultant in Form FIN-2 of the Consultant’s Financial Proposal.] 44.1 and 44.2 The consultants, sub-consultants and the Personnel shall pay the taxes, taxes, duties, fees, levies and other impositions levied under the existing, amended or enacted laws during life of this contract and the client shall perform such duties in this regard to the deduction of such taxes as may be lawfully imposed. The Client shall only reimburse the Goods and Services Tax (GST) payable on the contract value by the consultants, as per Applicable Law in India, subject to the Client, performing such duties in regard to the deduction of taxes as may be lawfully imposed. However, Consultant shall have to produce to the Client, all relevant documents establishing the proof of payment/ filing of return to the tax authority etc. 46.2 The payment schedule: All payments shall be made in Rs. [ Payment of installments shall be linked to the deliverables specified in the Terms of Reference in Appendix A ] 1st payment: [insert the amount of the installment, and percentage of the total Contract price. If the first payment is an advance payment, it shall be made against the bank guarantee for the same amount as per GCC 46.2.1] 2nd payment: ________________ ……………:__________________ Final payment: ________________ [Total sum of all installments shall not exceed the Contract price set up in SCC43.1.] 46.2.1 The following provisions shall apply to the advance payment and the advance bank payment guarantee: (1) An advance payment of Rs…. [insert amount] shall be made within [insert number] days after the receipt of an advance bank payment guarantee and the invoice by the Client. The advance payment will be set off by the Client in equal portions against [list the payments against which the advance is offset] . (2) The advance bank payment guarantee shall be in the amount of the advance payment. (3) The bank guarantee will be released when the advance payment has been fully set off. 46.2.4 The account is: [insert account] for Rs. 47.1 The interest rate is : [insert rate with reference to local inflation or State Bank of India prime lending rate whichever is less] . 50.1 Disputes shall be settled by arbitration in accordance with the following provisions: 1. Selection of Arbitrators . Each dispute submitted by a Party to arbitration shall be heard by a sole arbitrator or an arbitration panel composed of three (3) arbitrators, in accordance with the following provisions: (a) Where the Parties agree that the dispute concerns a technical matter, they may agree to appoint a sole arbitrator or, failing agreement on the identity of such sole arbitrator within thirty (30) days after receipt by the other Party of the proposal of a name for such an appointment by the Party who initiated the proceedings, either Party may apply to [name an appropriate professional body, e.g., Indian Council of Arbitration/ President of the Institution of Engineers (India)/ The International Centre for Alternative Disputes Resolution (India)*] for a list of not fewer than five (5) nominees and, on receipt of such list, the Parties shall alternately strike names therefrom, and the last remaining nominee on the list shall be the sole arbitrator for the matter in dispute. If the last remaining nominee has not been determined in this manner within sixty (60) days of the date of the list, [insert the name of the same professional body as above] shall appoint, upon the request of either Party and from such list or otherwise, a sole arbitrator for the matter in dispute. (b) Where the Parties do not agree that the dispute concerns a technical matter, the Client and the Consultant shall each appoint one (1) arbitrator, and these two arbitrators shall jointly appoint a third arbitrator, who shall chair the arbitration panel. If the arbitrators named by the Parties do not succeed in appointing a third arbitrator within thirty (30) days after the latter of the two (2) arbitrators named by the Parties has been appointed, the third arbitrator shall, at the request of either Party, be appointed by [name an appropriate appointing authority, e.g., Indian Council of Arbitration/ President of the Institution of Engineers (India)/ The International Centre for Alternative Disputes Resolution (India)*] . (c) If, in a dispute subject to paragraph (b) above, one Party fails to appoint its arbitrator within thirty (30) days after the other Party has appointed its arbitrator, the Party which has named an arbitrator may apply to the [name the same appointing authority as in said paragraph (b)] to appoint a sole arbitrator for the matter in dispute, and the arbitrator appointed pursuant to such application shall be the sole arbitrator for that dispute. 2. Rules of Procedure . Arbitration proceedings shall be conducted in accordance with the procedure of the Arbitration & Conciliation Act 1996, of India. 3. Substitute Arbitrators . If for any reason an arbitrator is unable to perform his/her function, a substitute shall be appointed in the same manner as the original arbitrator. 4. Nationality and Qualifications of Arbitrators . The sole arbitrator or the third arbitrator appointed pursuant to paragraphs 1(a) through 1(c) above shall be a recognized legal or technical expert with extensive experience in relation to the matter in dispute. 5. Miscellaneous . In any arbitration proceeding hereunder: (a) proceedings shall, unless otherwise agreed by the Parties, be held in the city where the contract is signed; (b) the English language shall be the official language for all purposes; the decision of the sole arbitrator or of a majority of the arbitrators (or of the third arbitrator if there is no such majority) shall be final and binding and shall be enforceable in any court of competent jurisdiction, and the Parties hereby waive any objections to or claims of immunity in respect of such enforcement. Where the value of the contract is Rs.50 million and below, the disputes or differences arising shall be referred to the Sole Arbitrator. The Sole Arbitrator should be appointed by agreement between the parties; failing such agreement, by the appointing authority, namely the Indian Council of Arbitration/President of the Institution of Engineers (India)/The International Centre for Alternative Disputes Resolution (India)*. The Arbitrator should give final award within……… days of starting of the proceedings [indicate the days (Between 120-180) by which arbitrator should give award]. Performance under the contract shall continue during the arbitration proceedings and payments due to the consultant by the Client shall not be withheld, unless they are the subject matter of the arbitration proceedings. * Choose one alternative. Insert Chairman of the Executive Committee of the Indian Roads Congress (for highway project) or any other appropriate institution (for other types of consultancies). Alternatively [Apart from the adhoc arbitration services obtained through mutually agreed Arbitrator(s) as above, Institutional arbitration services are also available in India. Institutional arbitration (and mediation) dispute resolution mechanisms can be gainfully used, preferably for relatively larger contracts. Following clause may be included, if it is decided to use Institutional Services for arbitration for resolution of disputes, and in such a case other clauses related to Arbitration/ Arbitrator would be deleted. In the sample clause below, substitute the reference to ‘Rules of Domestic Commercial Arbitration of the Indian Council of Arbitration’ by the specific institution that is sought to be engaged e.g. The International Centre for Alternative Dispute Resolution (ICADR), The Indian Institute of Arbitration and Mediation (IIAM), Indian Chamber’s Council of Arbitration, Delhi International Arbitration Centre (DAC), Construction Industry Arbitration Council (CIAC), Council For National and International Commercial Arbitration, London Court of International Arbitration (India Centre) or the like.] "Any dispute or difference whatsoever arising between the parties out of or relating to the construction, meaning, scope, operation or effect of this contract or the validity or the breach thereof shall be settled by arbitration in accordance with the Rules of Domestic Commercial Arbitration of the Indian Council of Arbitration and the award made in pursuance thereof shall be binding on the parties. The arbitral tribunal shall consist of 3 Arbitrators, arbitration proceedings shall be held at__________, India and the language of the arbitration proceedings and that of all documents and communications between the parties shall be English”. [ICA rules provide for arbitration tribunal of 3 arbitrators if the value of claim is over Rs 10 Million unless the parties have agreed otherwise for a sole arbitrator]. Appendices Appendix A – Terms of Reference [This Appendix shall include the final Terms of Reference (TORs) worked out by the Client and the Consultant during the negotiations; dates for completion of various tasks; location of performance for different tasks; detailed reporting requirements and list of deliverables against which the payments to the Consultant will be made; Client’s input, including counterpart personnel assigned by the Client to work on the Consultant’s team; specific tasks or actions that require prior approval by the Client. Insert the text based on the Section 7 (Terms of Reference) of the ITC in the RFP and modified based on the Forms TECH-1 through TECH-5 of the Consultant’s Proposal. Highlight the changes to Section 7 of the RFP] ……………………………………………………………………………………………… Appendix B - Key Experts [Insert a table based on Form TECH-6 of the Consultant’s Technical Proposal and finalized at the Contract’s negotiations. Attach the CVs (updated and signed by the respective Key Experts) demonstrating the qualifications of Key Experts.] …………………………………………………………………………………………………… Appendix C – Breakdown of Contract Price [Insert the table with the unit rates to arrive at the breakdown of the lump-sum price. The table shall be based on [Form FIN-3 and FIN-4] of the Consultant’s Proposal and reflect any changes agreed at the Contract negotiations, if any. The footnote shall list such changes made to [Form FIN-3 and FIN-4] at the negotiations or state that none has been made.] When the Consultant has been selected under Quality-Based Selection method, also add the following: “ The agreed remuneration rates shall be stated in the attached Model Form I. This form shall be prepared on the basis of Appendix A to Form FIN-3 of the RFP “Consultants’ Representations regarding Costs and Charges” submitted by the Consultant to the Client prior to the Contract’s negotiations. Should these representations be found by the Client (either through inspections or audits pursuant to Clause GCC 25.2 or through other means) to be materially incomplete or inaccurate, the Client shall be entitled to introduce appropriate modifications in the remuneration rates affected by such materially incomplete or inaccurate representations. Any such modification shall have retroactive effect and, in case remuneration has already been paid by the Client before any such modification, (i) the Client shall be entitled to offset any excess payment against the next monthly payment to the Consultants, or (ii) if there are no further payments to be made by the Client to the Consultants, the Consultants shall reimburse to the Client any excess payment within thirty (30) days of receipt of a written claim of the Client. Any such claim by the Client for reimbursement must be made within twelve (12) calendar months after receipt by the Client of a final report and a final statement approved by the Client in accordance with Clause GCC 46.2.3 of this Contract .”] Model Form I Breakdown of Agreed Fixed Rates in Consultant’s Contract We hereby confirm that we have agreed to pay to the Experts listed, who will be involved in performing the Services, the basic fees and away from the home office allowances (if applicable) indicated below: (Expressed in Rs.) Experts 1 2 3 4 5 6 7 8 Name Position Basic Remuneration rate per Working Month/Day/Year Social Charges1 Overhead1 Subtotal Profit2 Away from Home Office Allowance Agreed Fixed Rate per Working Month/Day/Hour Agreed Fixed Rate per Working Month/Day/Hour1 Home Office Work in the Client’s Country 1 Expressed as percentage of 1 2 Expressed as percentage of 4 Signature Date Name and Title: Appendix D - Form of Advance Payments Guarantee [See Clause GCC 42.2.1 and SCC 46.2.1] {Guarantor letterhead or SWIFT identifier code} Bank Guarantee for Advance Payment Guarantor: ___________________ [insert commercial Bank’s Name, and Address of Issuing Branch or Office] Beneficiary: _________________ [insert Name and Address of Client] Date: ____________ [insert date] ____ ADVANCE PAYMENT GUARANTEE No.: ___________ [insert number] ______ We have been informed that ____________ [name of Consultant or a name of the Joint Venture, same as appears on the signed Contract] (hereinafter called "the Consultant") has entered into Contract No. _____________ [reference number of the contract] dated ___ [insert date] _________ with the Beneficiary, for the provision of __________________ [brief description of Services] (hereinafter called "the Contract"). Furthermore, we understand that, according to the conditions of the Contract, an advance payment in the sum of ___________ [insert amount in figures] ( ) [amount in words] is to be made against an advance payment guarantee. At the request of the Consultant, we, as Guarantor, hereby irrevocably undertake to pay the Beneficiary any sum or sums not exceeding in total an amount of ___________ [amount in figures] ( ) [amount in words] [4]1 upon receipt by us of the Beneficiary’s complying demand supported by the Beneficiary’s a written statement, whether in the demand itself or in a separate signed document accompanying or identifying the demand, stating that the Consultant is in breach of its obligation under the Contract because the Consultant: (a) has failed to repay the advance payment in accordance with the Contract conditions, specifying the amount which the Consultant has failed to repay; (b) has used the advance payment for purposes other than toward providing the Services under the Contract. It is a condition for any claim and payment under this guarantee to be made that the advance payment referred to above must have been received by the Consultant on their account number ___________ at _________________ [name and address of bank] . The maximum amount of this guarantee shall be progressively reduced by the amount of the advance payment repaid by the Consultant as indicated in certified statements or invoices marked as “paid” by the Client which shall be presented to us. This guarantee shall expire, at the latest, upon our receipt of the payment certificate or paid invoice indicating that the Consultant has made full repayment of the amount of the advance payment, or on the __ day of _ [month] __________, [year] __,[5]2 whichever is earlier. Consequently, any demand for payment under this guarantee must be received by us at this office on or before that date. This guarantee is subject to the Uniform Rules for Demand Guarantees (URDG) 2010 revision, ICC Publication No. 758. _____________________ [signature(s)] {Note: All italicized text is for indicative purposes only to assist in preparing this form and shall be deleted from the final product.} [1] For the avoidance of doubt, a sanctioned party’s ineligibility to be awarded a contract shall include, without limitation, (i) applying for pre-qualification, expressing interest in a consultancy, and bidding, either directly or as a nominated sub-contractor, nominated consultant, nominated manufacturer or supplier, or nominated service provider, in respect of such contract, and (ii) entering into an addendum or amendment introducing a material modification to any existing contract. [2] A nominated sub-contractor, nominated consultant, nominated manufacturer or supplier, or nominated service provider (different names are used depending on the particular bidding document) is one which has been: (i) included by the bidder in its pre-qualification application or bid because it brings specific and critical experience and know-how that allow the bidder to meet the qualification requirements for the particular bid; or (ii) appointed by the Borrower. [3] Inspections in this context usually are investigative (i.e., forensic) in nature. They involve fact-finding activities undertaken by the Bank or persons appointed by the Bank to address specific matters related to investigations/audits, such as evaluating the veracity of an allegation of possible Fraud and Corruption, through the appropriate mechanisms. Such activity includes but is not limited to: accessing and examining a firm's or individual's financial records and information, and making copies thereof as relevant; accessing and examining any other documents, data and information (whether in hard copy or electronic format) deemed relevant for the investigation/audit, and making copies thereof as relevant; interviewing staff and other relevant individuals; performing physical inspections and site visits; and obtaining third party verification of information. [4]1 The Guarantor shall insert an amount representing the amount of the advance payment and denominated either in the currency(ies) of the advance payment as specified in the Contract, or in a freely convertible currency acceptable to the Client. [5]2 Insert the expected expiration date. In the event of an extension of the time for completion of the Contract, the Client would need to request an extension of this guarantee from the Guarantor. Such request must be in writing and must be made prior to the expiration date established in the guarantee. In preparing this guarantee, the Client might consider adding the following text to the form, at the end of the penultimate paragraph: “The Guarantor agrees to a one-time extension of this guarantee for a period not to exceed [six months][one year], in response to the Client’s written request for such extension, such request to be presented to the Guarantor before the expiry of the guarantee.”