Javno preduzeée = ———————___ ELEKTROPRIVREDA BOSNE | HERCEGOVINE ———________——__ dd. - Sarajevo TENDER DOCUMENT FOR SELECTION OF PROJECT PARTNER FOR JOINT VENTURE IN PROJECT OF CONSTRUCTION OF UNIT 7 - 450 MW IN TPP TUZLA No. EP BiH — BL 7- TET/13-TD International Public Tender 2. April 2013.JP Elektroprivreda Bosne i Hercegovine d.d. - Sarajevo Tender document for selection of ProjectPartner Il Phase BL 7- TET/13-TD CONTENTS Section 1: Invitation for Bid Section 2: Instructions to Bidders 2/136JP Elektroprivreda Bosne i Hercegovine dd. - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7- TET/13-TD Section 1: Invitation for Bid Pursuant to the Decision of the Government of the Federation of Bill on Preparation and Construction of TPP Tuzla, Unit 7 - 450 MW (,FBiH Official Gazette No. 3/10), and the Decision on amendment of the Decision on Preparation and Construction of TPP Tuzla, Unit 7-450 MW (,.FBiH Official Gazette" No. 25/10), and Article 5 of the Decision of the Supervisory Board of the JP Elektroprivreda Bill d.d. — Sarajevo on basic principles, criteria and methodology for selection of project partner for joint venture in Project TPP Tuzla Unit 7, 450 MW, No. NO-17068/12-15/11 dated 26th July 2012, Public Company Elektroprivreda Bosne i Hercegovine d.d. — Sarajevo on 29th October 2012 brought the Decision No, 01-07-30151/2012, on pre-qualification of the following Candidates who met the set criteria: 1. China Machinery Engineering Corporation, China 2. Harbin Electric international Co. Ltd., China 3. Consortium - Gezhouba Group Company Limited, China (leader) and GEDI, China 4. SEPCO Electric Power Construction Corporation, China 5. MVM OVIT National Power Line Company Ltd., Hungary 6. Consortium - SEPCO III Electric Power Construction Corporation (leader), China HTG Development Group Co. Ltd., China Shandong Electric Power Engineering Consulting Institute Corp. Ltd. 7. Cobra Instalatciones y Servicios S.A. Madrid, Spain 8. SIEMENS A.G., Germany 9. Cengiz Enerji Sanayii ve Ticaret A.S., Turkey 10. Consortium - TOSHIBA Corporation, Japan (leader), RAFAKO S.A., Poland Hrvatska elektroprivreda d.d., Hrvatska 11. HITACHI Ltd., Japan With this Invitation for Bid, we invite you as a Qualified Bidder pursuant to Decision No, 01-07-30151/2012 of 29th October 2012 submits your Bid for: “Selection of project partner for a joint venture in Project of Unit 7 - 450 MW in TPP Tuzla.” Bids have to be prepared in the manner and in accordance with the tender documents that we deliver you enclosed. The Bids must be delivered at the following address: JP Elektroprivreda BiH d.d, Sarajevo, Vilsonovo setali§te 15 (Protocol room) on or before June, 4" 2013 at 12.00 am local time. Executive Director for Capital Investments /_7 mrsei. Amil Kamenic Enclosure: I Tender Documents No. EP BiH ~ BL7 ~ TET/13 - TD 3/136JP Elektroprivreda Bosne i Hereegovine d.d. - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD Section 2: Instructions to Bidders 1, GENERAL INFORMATION Ld 12 13 14 1S 16 17 2, INFORMATION ON AUTHORITY...... 3. TENDER PARTICIPANTS 3M 32 33 34 4, TENDER DOCUMENTS. 41 42 43 44 45 46 47 5. BIDS Su 5.2 83 54 8S 56 3.7 6. BIDS: 61 62 63 64 68 7. BIDS TA 12 73 14 1S 8. BIDS 81 8.2 83 84 85 Content: Definition of Terms Tender Process.. Cancellation of the asuccessful Tendes Confidentiality. Qualified Applicants. Partnering of Qualified App! Consortium, Participation Restrictions. Content of Tender Documents Clarification of Bidding Documents Data Room. Information Provided by the JP EPBiH/Bidders Due Diligence.. PREPARATION Preparation of Bids sun Bid Securit Power of Attorney Bidder's Eligibility and Qualifications ‘Commissions and Gratuities. Period of V: Format and Signing of Bids.. SUBMISSION Content of Sealing and Marking of the Deadline for Submission of Late Bids, OPENING AND INSPECTION .. Procedur — Opening and Inspection of Master Envelope and Separate Envelopes Opening and inspection of Technical Envelope. Opening and inspection of Financial Envelope.. Minutes. EVALUATION... Evaluation of the Technical Bid. Evaluation of the Financial Bid... RankingJP Elektroprivreda Bosne i Hercegovine d.d, - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD 9. SHORTLISTING STAGE, ess soe 3d od Shortlisted 9.2 Competi 9.3 Best and Final Bid .. 10.” PREFERRED BIDDER STAGE 10.1 Preferred Bidder., 10.2 Reserve Bidder. 10.3 Finalization Process. 11. PROJECT COOPERATION AGRI 11.1 Project Cooperation Agreement 12, PROJECT PARTNERSHIP AGREEMENT. 12.1 Project Partnership Agreement 13. APPENDIX. SCHEDULE 1. BID DATA SHEET. sn SCHEDULE 2. PRINCIPLES OF THE PARTNERSHIP. SCHEDULE 3. TECHNICAL ASSUMPTIONS AND REQUIREMENTS SCHEDULE 3.1 TECHNICAL DATA FORM, : SCHEDULE 3.2 FUNCTIONAL GUARANTEE FORM... SCHEDULE 33 _ DEVIATION / CLARIFICATION FORM... SCHEDULE 4, TECHNICAL EVALUATION CRITERIA... Content of the Technical Bi ‘Technical evaluation criteria ‘TCL. Compliance with essential RFP requirements (pass or fail). ‘TC2. Compliance with Technical requirement . - ‘TC3. Compliance with Best Available Technology-BAT..... Claritication.. — SCHEDULE 5. FINANCIAL EVALUATION CRITERIA 1. Content of the Financial Bid. 2. Financial evaluation criteri 3. FCI: Compliance with essential REP financial requirements (pass or 4. FC2: Internal Return Rate (IRR) 5. C3: Net Present Value (NPV) 6. FC4: Project Liquidity 00. —— SCHEDULE 6. _ DATA FOR FINANCIAL MODELLING... SCHEDULE 7. TECHNICAL DATA .... 1. Basic data for the design and execution 2. Permits and Approvals - 3. Base Design Data for Main Process Equipment... so 4, _ List of Advantages for the Construction of Replacement Unit.... SCHEDULE 8. TENDER FORMS. FORM 1 BID APPLICATION .. FORM 2. POWER OF ATTORNEY FORM veo FORM 3 GENERAL INFORMATION FORM.. FORM 4 STATEMENT FORM 5 EQUITY SHARING FORM.. FORM 6 BID SECURITY FORM.. FORM 7 PROJECT COOPERAT NT “116 5/136JP Elektroprivreda Bosne i Here jovine d.d. - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/3-TD. 1. GENERAL INFORMATION 1.1 Definition of Terms In addition to the definition: the following di Acceptable Bank Advisor Amendment Authority BAM : Best and Final Bid : Best Available Technology -BAT Bid Bid Costs Bid Documents pecified in these Instructions and if not otherwise spe finitions will apply: A commercial bank whose Bid Security and Performance Bond are acceptable to JP EPBiH. Bidders are encouraged to seek prior approval of the suitability of the respective bank if such is deemed required. A entity engaged by the JP EPBiH to support Tender process, individually and its subcontractors. or their authorized directors and employees Any Documents submitted by JP EPBiH to the Qualified Applicant as an Amendment to the Tender Documents. Every such Amendment will thereby become an integral part of the Tender Documents (Public Company) Javno preduzeée Elektroprivreda Bosne I Hercegovine dd. Sarajevo ~ JP EPBiH Convertible Mark-BAM jis the official currency in the Bosnia and Herzegovina ‘The revised request for Best and Final Offer prepared and submitted to the Shortlisted Bidders The most effective and advanced stage in the development of activities and their methods of operation which indicate the practical suitability of particular techniques for providing in principle the basis for emission limit values designed to prevent and, where that is not practicable, generally to reduce emissions and impact on the environment as a whole. Source: COUNCIL DIRECTIVE 96/61/EC of 24 September 1996 concerning integrated pollution prevention and control, ‘THE COUNCIL OF THE EU. A offer for Selection of Project Partner for construction of new, replacement Unit 7 — 450 MW in the Thermal Power Plant as represented by both the Technical Bid and Financial Bid prepared by the Bidder at its own expense. All costs associated with the preparation and submi the Bid and the Bidder’ participation in the Bidding Process The envelope that each Bidder delivers to JP EPBiH with the form and contents defined in these Instructions. 6/136 n ofJP Elektrop! Tender document for selection of ProjectPartner I Phase BL 7- TET/13-TD rreda Bosne i Hereegovine did. - Sarajevo Bid Security : Independent, unconditional, irrevocable, on-demand bank guarantee, to be issued by an Acceptable Bank in favour of JP EPBiH, in the form and wording set out in Form 6 of these Instructions, which enables JP EPBiH to draw the amount of EUR 2,000,000.00 (two million Euro) Bid Validity Period : Bids shall remain valid for a period of one hundred and eighty (180) days as from the Bids Submission Deadline Bidder : A Qualified Applicant who submits a Bid in line with the requirements set out in the Invitation, in the Qualification Documents, these Instructions and the Governing Law. The term “Bidder” also refers to a Consortium, where applicable. BiH : The Bosnia and Herzegovina Candidate - : Prequalification participants who satisfy the qualification Qualified Applicant criteria and been invited to submit the Bid Closing Date : Bids Submission Deadline Consortium : A group of legal entities, which are associated by a written agreement as for the purpose of joint participation in the Tender. Consortium Agreement Written agreement of the group of legal entities, which are associated for the purpose of joint participation in the Tender. Consortium Leader : The Consortium Leader is a legal entity who is duly authorized (through a power of attorney signed in front of a notary) by all the other Consortium Members to act on their behalf, Consortium Member : The Consortium Member is an legal entity in the Consortium Data Room : Location at TPP Tuzla holding the documents relating to ‘TPP Tuzla Unit 7 and JP EPBiH (as applicable) including technical information, legal reports, financial statements and business information, to which Tender Participants have access, in accordance with the provisions of the Data Room Rules and these Instructions. Debt Providers International Financial Institutions which express the interest to finance the debt portion of the Project EUR : The Euro is the single currency shared by the European Union’s member states, which together make up the Euro area FBiH : The Federation of Bosnia and Herzego Sessions between JP EPBiH and the Preferred Bidder discussing on issues requiring further discussions and negotiations, if any, on the final terms and conditions of the Project Cooperation Agreement Finalization Process nancial Envelope : The envelope containing the Financial Bid 7136JP Elektroprivreda Bosn Tender document for selection of ProjectPartner II Phase BL 7-TET/I3-TD Hercegovine d.d. arajevo Government : The Government of the Federation of Bosnia and Herzegovina Governing Law : The laws, decrees or any other type of primary or secondary legislation in force in the BiH. Investment Commitment —: Aggregate amount expressed in Bid Currency that the Bidder commits to invest as equity in order to fund the Project Company (if itis part of proposed cooperation model) and to secure the Investment Volume with adequate financing institutions. Investment Volume : The pecuniary value expressed in Bid Currency required for completing the construction of TPP Tuzla Unit 7 as set out in the Bid, including the details on the amount, type, quality and time-frame of investments, which the Bidder commits to secure through its Investment Commitment and other own or borrowed funds for the Project Company. Invitation The invitation for participation in the Tender for search of a Project Partner for a joint venture with JP EPBiH with the purpose of construction and operating TPP Tuzla Unit 7, which JP EPBiH published on April, 2013, including all potential amendments to be issued during the period of the Tender. JP EPBiHL : Public company for production, distribution and trade of the electric energy "Elektroprivreda Bosne i Hercegovine d.d.”", majority owned by the FBiH. Master Envelope + The envelope containing original and copies of the Bid documents Preferred Bidder Stage: Preferred bidder stage is the final stage before financial close and contract signature Preferred Bidder The Bidders whose Bid ranked as most affordable and nominate as Preferred Bidder. The Preferred Bidder will be invited for Finalization Process, Project Project of construction of new, replacement Unit 7 — 450 MW in the Thermal Power Plant (TPP) Tuzla Project Company : A Company established to manage the preparation, construction and exploitation of the TPP Tuzla Unit 7 and to. be the owner of the plant. Project Cooperation Agreement that shall be signed between the JP EPBiH and Agreement the Preferred Bidder to establish and define a framework for cooperation and to regulate mutual rights and obligations between the JP EPBiH and the Preferred Bidder with the aim to implement the Project. Project Negotiation Committees of experts established by JP EPBiH for Committees preparation and negotiation of the sub-project Agreements 8/136JP Elektroprivreda Bosne i Hercegovine d.d. ‘Tender document for seles Project Partner Project Partnership Agreement Reserve Bidder Responsible Ministry Shareholder’s Assembly Shortlisted Bidders Technical Envelope Tender Tender Commission ‘Tender Documents -TD ‘Tender Participant Virtual Data Room / eData Room Sara on of ProjectPartner I Phase BL 7-TET/13-TD The Bidder who has met the requirements and criteria of the Tender and is invited by JP EPBiH to execute the Project Partnership Agreement. Agreement that shall be signed between the JP EPBiH and the Preferred Bidder which sets out the principles, rights and obligations of the relations between the JP EPBiH and the Preferred Bidder in the implementation of the Project. ‘The Bidders whose Bid ranked as next favoured in terms of meeting scored criteria. JP EPBiH could offer the Reserve Bidder the opportunity for further negotiations if negotiations with the Preferred bidder fails Federal Ministry of Energy, Mining and Industry Shareholders’ Assembly of the JP EPBil where the Shareholders or their authorized representatives are entitled to be present and vote in accordance with the Articles of Incorporation. The Bidders whose Bid ranked as most affordable and nominate as Shortlisted Bidders. The Shortlisted Bidders will be invited for Competitive Dialogue. The envelope containing the Technical Bid The public tender procedure for search of a Project Partner for a joint venture with JP EPBiH with the purpose of completing construction and operating TPP Tuzla Unit 7 according to the established procedure in which the Bidders are invited, the Bids are publicly opened, evaluated, accepted or rejected, which is organized and conducted by JP EPBiH in line with these Instructions. A commission established by JP EPBiH which opens and ranks the Bids and prepare the results of the Tender The complete documentation delivered to Qualified Applicants in relation to the Tender. An Qualified Applicant, advisors, that has expressed Partner (including a Consort a) fulfilled the Qualifying Conditior cluding its representatives and interest in becoming the Project wm) and which has: b) signed the Confidentiality Agreement and c) received of the Tender Documents. Virtual location holding the documents relating to TPP Tuzla Unit 7 and JP EPBiH (as applicable) including technical information, legal reports, financial statements and busin information, to which Tender Participants have access, in accordance with the provisions of the Data Room Rules and these Instructions. 9/136IP Elektroprivreda Bosne i Hercegovine d.d. - Sarajevo Tender document for selection of ProjectPartner Il Phase BL 7- TET/13-TD 1.2 Tender Process Pursuant to the a) Decision of the Government of the Federation of BiH on Preparation and Construction of TPP Tuzla, Unit 7 - 450 MW (,.EBiH Official Gazette No. 13/10), b) Decision on amendment of the Decision on Preparation and Construction of TPP Tuzla, Unit 7-450 MW (,,FBiH Official Gazette No. 25/10) and ©) Article 5 of the Decision of the Supervisory Board of the JP Elektroprivreda BiH d.d — Sarajevo on basic principles, criteria and methodology for selection of project partner for joint venture in Project TPP Tuzla Unit 7, 450 MW, No. NO-17068/12- 15/11 dated 26 July 2012, Public Company Elektroprivreda Bosne i Hercegovine d.d. - Sarajevo, started with selection of Project Partner in accordance with the applicable Governing Law and this Tender Documents. The estimated timetable for the Bidding Process is as follows: Activ Start Date End date Invitation for Bids (02-April-2013 Bidders questions and comments on the Bidding cera Jocuuments JP EPBiHl issue the last response to questions 20-May-2013 | BSD-15d Bid Submission Deadline -BSD (04-Jun-2013 BSD Evaluation of Bids BSD+Id BSD+30d ‘The Bidders notification on rankings BSD+35d Period for claim by Bidders BSD+35d BSD+50d The JP EPBIH publishes the final rankings and ea nominate Shortlisted Bidders ae) The JP EPBIH opens Competitive Dialogue with the Shortlisted Bidders coe BA Invitation for the Best and Final Bid TBA TBA Bid Submission Deadline TRA TBA Evaluation of Bids TBA TBA The Bidders notification on rankings TBA TBA Period for claim by Bidders TBA TBA The JP EPBiH publishes the final rankings and nominate Preferred Bidder une pels The JP EPBIH opens Finalization Process with the Preferred Bidder a ns 10/136JP Elektroprivreda Bosne i Hereegovine d.d. - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7- TET/13-TD Activity Start Date End date Signing of the Project Cooperation Agreement TBA TBA egotain and Finalization of Project Partnership = an “Approval of the Project Partner and Project Partnership aa a ‘Agreement by the Shareholder’s Assembly Period for claim by Bidders to the Government FBiH TBA TBA igning of the Project Partnership Agreement TBA TBA 1.3. Cancellation of the Tender The Tender may be cancelled at any time at no cost to JP EPBiH, if JP EPBiH determines that this action is in the best interests of JP EPBiH or any of its companies. Reasons for cancellation of the Tender include but are not limited to the following: a) Changes in the legislative framework in the FBiH or BiH cause the Tender or the Transaction to become impossible, illegal or economically unviable; or b) Necessary amendments to these Instructions and/or the Tender process would be of such magnitude and substance that a new Tender would be desirable. c) JP EPBiH determines that the Bids which have been received do not meet the requirements or expectations of the Tender d) The Shareholder’s Assembly of JP EPBiH refuses to approve the Project Partner and the Project Partnership Agreement. ce) Due to any other reasons, out of the control of JP EPBiH, that could not be emphasising on the beginning of the Tender Process. 14 — Unsuccessful Tender The Tender may be declared unsuccessful if: a) No Bids have been received by the Bid Submission Date; b) JP EPBIH determines that the Bids which have been received do not meet the criteria or requirements of the Tender (such as technical solutions and/or all financial proposals in the received Bids do not satisfy the needs of JP EPBiH as reflected in the ranking parameters set by JP EPBiH); ©) The JP EPBiH declares the termination of the Bidding Process due to the lack of economic viability of the Project; 4) Both the selected Preferred Bidder and Reserve Bidder fail to sign the Project Partnership Agreement in the prescribed time frames accepted by JP EPBIHI , unless JP EPBiH decides otherwise; ©) In the case of a Tender with a sole Bidder, the Tender Commission decides not to initiate negotiations with the sole Bidder; ) In the event that there are two bidders and one of the Bidders withdraws its Bid ater the opening of the Bids but before they are ranked, and the Tender Commission decides not to initiate negotiations with the remaining Bidder. 11/136JP Elektroprivreda Bosne i Herceg ine d.d. - Sarajevo Tender document for selection of ProjectPartner I] Phase BL 7-TET/I3-TD 1S 16 17 2. Bid Costs The Bidder shall bear all costs associated with the preparation and submission of its Bid and the Bidder’s participation in the Bidding Process including, without limitation, all costs and expenses related to the Bidder’s involvement in: a) site visits, inspections and discussion, including transportation and lodging; ») all other information gathering processes and analysis, including translation of designs and other materials provided in the electronic data room; ©) interviews and discussion with JP EPBiH; 4) preparation of the Bidders’ questions during the clarification process; and ©) Project Cooperation Agreements and/or Project Partnership Agreement discussions. Exclusion of Liability In the event of the cancellation of the Tender, or an unsuccessful Tender (as provided for in Section 1.3 of these Instructions), or the refusal or rejection of a Bid (as provided for in Section 1.4 of these Instructions), no person and/or legal entity shall be entitled to any claim whatsoever against JP EPBiH or the Advisor for compensation of any costs and damages resulting directly or indirectly from such cancellation, declaration, refusal or rejection. Confidentiality ‘The JP EPBill (with reference to Confidentiality agreement Section 4.3) shall maintain the confidentiality of all technical, economic and financial data originating from the Bids. Unless foreseen by law, court decision or in these Instructions to Bidders, the JP EPBiH and the Bidders shall not disclose to third parties technical information, data on the price and any other element subject to discussions without the consent of the other party. INFORMATION ON AUTHORITY Authority: Javno preduzeée Elektroprivreda BiH d.d. Sarajevo Addres ul. Vilsonovo Setaliste 15, Sarajevo Registered Number: 4200225150005 Mailing Address: JP Elektroprivreda BiH! d.d. ~ Sarajevo, Vilsonovo setaligte 15 71000 Sarajevo, Bosnia and Herzegovina Tel: +387-33-751- 961 Fax: +4+387-33-751-728 12/136JP Elektropri eda Bosne i Hercegovine d.d, - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD 31 Authorized Adnan Rustemovié Representative: Project Manager E-mail: arustemovie@elektroprivreda.ba Web page: wwwelektroprivreda.ba TENDER PARTICIPANTS Qualified Applicants In the Prequalification procedure under the Public Invitation of 30" July 2012, on 29" October 2012 JP EP BiH adopted the “Decision on Proclamation of Qualified Candidates = Applicants for the Selection of Project Partner for a Joint Venture in the Project of Construction of Unit 7 ~ 450MW in TPP Tuzla” Ref. 01-07-30151/2012 and declared qualified candidates as follows: China Machinery Engineering Corporation, China Harbin Electric International Co. Ltd., China Consortium - Gezhouba Group Company Limited, China (leader) and GEDI, China SEPCO Electric Power Construction Corporation, China, MVM OVIT National Power Line Company Ltd., Hungary Consortium - SEPCO III Electric Power Construction Corporation (leader), China HTG Development Group Co. Ltd., China Shandong Electric Power Engineering Consulting Institute Corp. Ltd. Cobra Instalateiones y Servicios S.A. Madrid, Spain SIEMENS A.G., Germany Cengiz Enerji Sanayii ve Ticaret A.S., Turkey Consortium - TOSHIBA Corporation, Japan (leader), RAFAKO S.A., Poland Hrvatska elektroprivreda d.d., Hrvatska HITACHI Ltd., Japan According to the Pre-qualification documentation and Decision of JP EPBIH, Qualified candidates are granted the rights to participate and are invited to participate in the second phase of the Tender procedure. 13/136JP Elektroprivreda Bosne i Hercegovine d.d. Tender document for selection of ProjectPartner II Phase BL7-TET/I3-TD Sarajevo These Instructions to Bidders as well as the Invitation for Bids issued by the JP EPBIH are addressed only to Qualified Applicant. 3.2. Partnering of Qualified Applicants 3.2.1 If a Qualified Applicants wishes to establish a Consortium for submission of the Bid between already Qualified Applicants, it will have to obtain a previous written consent from the JP EPBiH. 3.2.2. If the Qualified Applicant is a Consortium, it shall not be able to change the structure of the Consortium without prior written consent from the JP EPBIH. 3.2.3 The above-mentioned changes made with the consent of the JP EPBIH shall not result in the termination of compliance with the Qualifies ria and status of Qualified Applicant. 3.3 Consortium 3.3.1 The Consortium shall submit a written commitment, in the form of a Consortium Agreement duly executed by the legal representative of each consortium member, which: ) confirms each member’s commitment to the consortium; and 'b) identifies the member that will assume the role of Consortium Leader on behalf of the other members, with the authority to commit all members. 3.3.2. The Consortium, must nominate the Consortium Leader who is duly authorized (through a power of attomey signed in front of a notary) by all the other Consortium Members to act on their behalf, 3.3.3 The Leader of a Consortium: a) shall contribute with a major share to the equity provided by Consortium for the Project, in accordance with the provisions of the Consortium Agreement; b) may not transfer any of its share in the Project Company before the expiry of the term of 2 (two) years after the date on which the Project achieves commercial operation without prior written approval of the JP EPBiH, such approval shall not be unreasonably withheld or delayed. Articles a) and b) shall be incorporated in the Project Partnership Agreement 3.3.4 Consortium Members: a) shall contribute the equity provided by the Consortium for the Project in accordance with the provisions of the Consortium Agreement; b) may not transfer any of its share in the Project Company before the expiry of the term of 2 (two) years after the date on which the Project achieves commercial operation without prior written approval of the JP EPBiH, such approval shall not be unreasonably withheld or delayed. Articles a) and b) shall be incorporated in the Project Partnership Agreement. 14/136 aJP Elektroprivreda Bosne i Hercegovine d.d. - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD 3.3.5 For a Consortium established at Prequalification stage or a Consortium established in 34 3.41 3.4.2 accordance to Section 3.2 it is mandatory to submit Consortium Agreement. Participation Restrictions A company is considered to participate in the Bidding Process when: ©) itis a Bidder and submits a Bid; or 4) it controls one of the Bidders who submits a Bid, Control means control in any manner that results in control in fact, whether directly through the ownership of investment shares or indirectly through a trust, a contract, the ownership of investment shares of any other body corporate or otherwise. In case the Bidder is a consortium, no member of a consortium including the Lead Member shall be, or control, another Bidder or a member of another bidding consortium. 4. TENDER DOCUMENTS 4 Content of Tender Documents The nature of the Project and technical specifications, Bidding Process, partnership terms and technical requirements are prescribed in the bidding documents, which include the following: (a) the Instructions to Bidders; (b) Schedule | — Bid Data Sheet; (c) Schedule 2 -Principles of the Partnership (d) Schedule 3 - Technical Assumptions and requirements (©) Schedule 4 “Technical Evaluation Criteria; wo Schedule 5 —Financial Evaluation Criteria; (g) Schedule 6 ~Data for Financial Modelling (h) Schedule 7 Technical Data (i) Schedule 8 - Forms: 1 Bid Application Form, IL Power of Attomey, TI General Information Form IV Statement Form Sample, V Equity Sharing Form, VI Bid Security Form, VII__ Project Cooperation Agreement ~Draft, as well as any addenda and amendments issued by the JP EPBiH to the documents listed here above. wt 15/136 AJP Elektroprivreda Bosne i Here ovine dd. - Sarajevo ‘Tender document for selection of ProjectPartner Il Phase BL 7- TET/13-TD. 41d 42 421 42.2 43 43.1 43.2 433 44 441 442 Each Bidder shall examine all instructions, terms and conditions, forms, specifications and other information contained in the Bidding Documents. If the Bidder: )_ fails to provide all documentation and information required in the Bidding Documents; or b) submits a Bid which is not substantially responsive to the terms and conditions of the Bidding Documents, such action is at the Bidder’s risk and the JP EPBiH may determine that the Bid is non- responsive to the Bidding Documents and may reject it Clarification of Bidding Documents A Bidder requiring any clarification of the Bidding Documents may notify the JP EPBIH in writing (in the manner specified in Section 4.6), and should clearly state which information or clarification is required. Any request for clarification of the Tender Documents must be received no later than fifteen (15) working days prior to the Bids Submission Deadline. Data Room The JP EPBiH has established a web-based data room —Virtual Data Room at the electronic address provided in the Bid Data Sheet with a collection of relevant data to be accessible to Bidders or their representatives as from the date set out in the Estimated Timetable until the Bids Submission Deadline. The JP EPBiH has also established a physical data room -Data Room at the premises provided in the Bid Data Sheet with the complete collection of all existing data and documents relating to the Preliminary Design, to be accessible to all Prequalified Bidders or their representatives as from the date set out in the Estimated Timetable until the Bids, Submission Deadline. Each Bidder will have to comply with the Data Room and Virtual Data Room rules that can be found in the Data Room Guidelines, and shall execute the Confidentiality agreement, prior to gaining access to the Data Room and e-Data Room. ite Visit No joint site visits will be organized by the JP EPBiH for the Bidders. However, as the site and facilities related to the Project and Data Room are located at the TPP Tuzla, the iders are invited to arrange the visit on their own. Instructions for such arrangement are given in Data Room Guidelines. In any case, the following rules shall apply: a) Bidders will be responsible for arranging their own transportation and. accommodation for site visits; b) Bidders shall comply with all applicable health and safety rules and regulations: 16/136JP Elektroprivreda Bosne i H cegovine d.d, - Sarajevo ‘Tender document for selection of ProjectPartner I Phase BL 7- TET/13-TD 443 45 45. 45.2 4.6 4.6.1 4.6.2 4.63 4.6.4 ©) Bidders should conduct themselves in such a manner so as not to interfere with the operation of the sites and facilities; and 4) Bidders shall indemnify the JP EPBiH and its personnel and agents from and against all liability in respect thereof and will be responsible for death or personal injury, loss of or damage to property and any other loss, damage, costs and expenses incurred as a result of such site visits To arrange and organize the site visit, please contact: Adan Rustemovié Tel: +387-33-751- 961 Fax: +387 33 751 728, e-mail: a.rustemovie elektroprivreda.ba Amendment of Bidding Documents At any time prior to the Bids Submission Deadline, for any reason, whether at its own initiative, or in response to a clarification requested by a Bidder, amend the Bidding Documents by addendum, in compliance with Section 4.1 here above. No other communications of any kind whatsoever, including, without limitation, the Response to Questions Document, shall modify the Bidding Documents. The amendment will be notified in writing to all Bidders and the amended documents will be deemed the applicable documentation for purposes of the Bidding Process. In order to allow Bidders reasonable time to consider the amendment in preparing their Bids, the JP EPBiH may extend the Bids Submission Deadline at its own discretion, in which case, it will notify all Bidders in writing of the extended deadline. Communication during the Tender All requests for additional information regarding the Tender and other communication under these Instructions should be submitted in writing and addressed as specified in the Schedule 1. A Bidder requiring any additional information or clarification of the Bidding Documents may notify the JP EPBiH by fax or by e-mail at aumuslemoviewelekiroprivreda.ba . A Bidder is obliged to send any such correspondence to the JP EPBiH with registered mail All correspondence between the Bidder and JP EPBil1, related to the Bid, shall be submitted in one of the official languages in BiH or in English language Without identifying the party making a specific Request, the reply to a Request will be distributed to all Tender Participants as an Addendum to the Tender Documents. Every such Addendum will thereby become an integral part of the Tender Documents, 17136JP Elektroprivreda Bosne i Hercegovine d.d. - Sarajevo Tender document for selection of ProjectPartner I Phase BL 7- TET/13-TD 465 4.6.6 4.6.7 47 471 472 4.73 474 475 If a Bidder feels that any important provision in the Bidding Documents will be unacceptable, such an issue should be raised before the Bid Submission Deadline specified in the Schedule | Tender Participants are obliged to conduct communication relating to the Tender in the manner stipulated in this Article of the Instructions, and to direct it to the persons specified herein above as contact persons. In case a Tender Participant fails to comply with stipulated manners of communication, JP EPBiH may deliver to such Tender Participant a Waring regarding non-compliance with rules on communication in the Tender ("Warning”). If after the Warning the Tender Participant continues to behave in a manner which is not compliant with these Instructions, it shall be deemed a breach of the rules established in these Instructions to Bidders and may lead to rejection of the Bid, with the right of JP EPBiH to cash in the Bid Security and to retain the cashed amount. From the opening of Bids until the official announcement of the selected Project Partner, after the Tender Commission approves the results of the Tender, the Bidders ‘must not contact JP EPBiH and/or its subsidiaries, the Tender Commission, or any other Government Authority, i.e. their members, representatives and employees, regarding any issue relating to the Tender, unless the Bidder is replying to a request made by JP EPBiHl Information Provided by the JP EPBiH/Bidders Due Diligence Each Bidder is solely responsible for conducting its own independent research, due diligence, and any other work or investigations and for seeking any other independent advice necessary for the preparation of Bid. No representation or warranty, express or implied, is made and no responsibility of any kind is accepted by the JP EPBiH or their advisors, employees, consultants or agents, for the completeness or accuracy of any information contained in the Bidding Documents, the Response to Questions Document and the Data Room, or otherwise provided during the Bidding Process. The JP EPBill and their advisors, employees, consultants and agents shall not be liable to any person or entity because of the use of any information contained in the Bidding Documents or the Response to Questions Document and the Data Room or otherwise or provided during the Bidding Process. Bidders shall not rely on any oral statements made by the JP EPBiH or their advisors, employees, consultants or agents, Prior to submitting their Bid, all Bidders shall review all requirements with respect to corporate registration and all other requirements that apply to companies that wish to conduct business in Bosnia and Herzegovina, The Bidders are solely responsible for all matters relating to their legal capacity to operate in Bosnia and Herzegovina Any Information (as defined in the Confidentiality Agreement) provided by the JP EPBiH in the course of the due diligence, shall be subject to the Confidentiality Agreement signed by all Bidders. 18/136 neJP Elektroprivreda Bosne i Hercegovine d.d. - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD 5. BIDS: PREPARATION 5.1 Preparation of Bids 5.1.1 Documents Comprising the Bid ‘The Bid for construction of new Unit 7 — 450 MW in the Thermal Power Plant (TPP) Tuzla should be composed of proposal consisting of: - Technical Bid in accordance with Section 5.1.2, Technical Assumptions and Requirements contained in Schedule 3, and Technical Data contained in Schedule 7 - Financial Bid in accordance with Section 5.1.3, Data for Financial Modelling contained in Schedule 6 with draft of the Project Cooperation Agreement, Schedule 8 Form 7, 5.1.2 Common Elements of Technical Bid Each Technical Bid shall contain the following common documents: a) Bid Application Form; b) Technical description and data for Unit 7 according the Schedule 3, 3.1 and 3.2 with supporting documents as require ©) Bid Security; 4d) Power of Attomey duly notarized; €) Information regarding any changes that have occurred between Pre-qualification and the time of Bid submission. 1) Information on any non-conformance with technical requirements contained in this Tender Documents, g) The Bidder statement that it is entitled to samples, trademarks, copyright and other intellectual products required to m obligations under this Tender. h) The Bidder statement that the technical and environmental data summarized in the Schedule 3, are the ground for further development of the Project and conditions for design and deliveries through EPC contract. i) The Bidder statement that he is review and familiarized with all technical, environmental and permitting documentation prepared by the JP EPBiH. ¢ all patents, usage samples, industrial its If the Bid contained Altemative proposal as specified in Schedule 3 than, the Technical de n, Schedule 3, 3.1 and 3.2, non-conformance information, statement under g) and any other relevant documentation for the alternative should submitted, clearly marked as “Alternative” and separately bound. ‘A Technical Bid shall be prepared and evaluated in accordance with Schedule 3 and 4. 5.1.3 Common Elements of Financial Bid a) Business Plan 19/136JP Elektroprivreda Bosne i Heres ovine d.d, - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/3-TD. b °) d) °) f 8) Data for financial modelling Draft of the Project Cooperation Agreement amended as per Bidder proposal and submitted with all pages initialled, Equity sharing Form Support Letter / Letter of Intent of recognized financial institution expressing readiness to support Project company and finance the debt portion of the Project Proving of financial ability required to finance equity share in the Project, if applicable. Support letter of the Bidder (Consortium member) Parent Company to guarantee jointly and severally they obligation if applicable. If the Bid contained Altemative proposal than, the Data for Financing Modelling, Schedule 6 and any other relevant documentation for the alternative should submitted, clearly marked as “Alternative” and separately bound. A Financial Bid shall be prepared and evaluated in accordance with Schedule S,and 6. 5.1.4 False Data Any false data shall constitute a legal ground for disqualification of the Bidder, and any finding that the Bidder has wilfully provided false material information or withheld material information in its Bid will constitute grounds for termination of the Project Cooperation Agreement. The Bidders should use only the standard documents of the Bidding Process, without making any modifications to the terms thereof. 5.1.5 Language of the Bid The Bid prepared by the Bidder, as well as all correspondence and documents related to the Bid, shall be submitted in one of the official languages in BiH or in English language, as specified in Schedule 1, with the exception that any pre-printed information (c.g, brochure) prepared by the Bidder may be written in another language, provided that it is accompanied by the translation of its relevant parts into one of the official languages in Bil or into English language 5.1.6 Bid Currency All elements of the Bid with pecuniary value must be denominated in EUR. 5.2 Bid Security 5.2.1 As part of their technical offers, the Bidders 2,000,000 (Euro two million only). A Bid shall furnish a Bid Security of EUR curity must be submitted in the form and content as defined in Form 6. to these Instructions. The Bid Security will be held by JP EPBiH. 20/136 /AP Elektroprivreda Bosne i Hereegovine d.d. - Sarajevo Tender document for selection of ProjectPartner I Phase BL. 7-TET/13-TD 5.2.2 5.23 5.24 5.2.6 5.2.7 The Bid Security shall be an on-demand bond issued by an Acceptable Bank. Bidders shall ensure that the Bid Security remains valid for a period of thirty (30) days after the expiration of the initial Bid Validity Period (as defined in Section 5.6 hereinafter) and thirty (30) days after any extension subsequently requested by the JP EPBiH in accordance with Section 5.6.2. Any Bid not accompanied by an acceptable Bid Security shall be rejected by the Tender Commission as being non-responsive. The Bid Security of a Bidder that is a Consortium must be in the name of all of the members of the Consortium submitting the Bid. ‘The JP EPBili will return the Bid Securities of the unsuccessful Bidders as promptly as possible, but no later than thirty (30) days after the expiration of the Bid Validity Period (as may be extended in accordance with Section 5.6.2). The Bid Security will be returned to a Bidder, before the expiration of the Bid Validity Period date, in the events: a) if the Tender is cancelled or declared unsuccessful by JP EPBiH; b) ifJP EPBiH refuses or rejects the Bid; or ©) if Bidder is not nominated as Preferred or Reserve Bidder; or d) when JP EPBIH successfully executes the Project Partnership Agreement with the Preferred Bidder. At the discretion of the JP EPBiH, the Bid Security may be forfeited if'a Bidder fails to: a) The Bidder (or any member of a Consortium if the Bidder is a Consortium) withdraws its Bid during the Bid Validity Period; or b) The Bidder (or any member of a Consortium if the Bidder is a Consortium) breach of the rules of this Tender; or ©) The Bidder has failed to commence negotiations within 30 (thirty) days of being selected as the Preferred Bidder; or d) The selected Bidder failed to sign any of the following documents after the terms had been agreed between JP EPBiH and the Bidder: i. Project Cooperation Agreement, or ii, Project Partnership Agreement e) The selected Bidder has failed to effect payment of the monetary amount of Investment Commitment according to its Bid and provisions of Project Partnership Agreement, if applicable; or 1) The selected Bidder has failed to furnish the Performance Bond in accordance with the Project Partnership Agreement, if applicable. The Bid Security may not be forfeited if, in the course of the Finalization Process as provided in Section 8.4, the JP EPBiH and the Preferred Bidder, following good faith discussions and negotiations, cannot agree on the pending matters requiring discussions and negotiations as part of the said Finalization Process, 21/136JP Elektroprivreda Bos: ne d.d. - Sarajevo Tender document for selection of ProjectPartner II Phase BL7-TET/13-T1D 5.28 5.2.9 The Preferred Bidder will be requested to extend validity of the Bid Security. The extension of the Bid Security is mandatory for Bidder to hold and maintain the Preferred Bidder’s status. The Bid Security will be returned to a Preferred Bidder on the date of the submission of the Performance Bond within the time periods set by the Project Partnership Agreement, or effect payment of the monetary amount of Investment Commitment, if applicable, 5.2.10 At the time that the Preferred Bidder is appointed, the Tender Commission will the next 53 53.1 54 5.6 5.6.1 favoured Bidder/Bidders, in terms of meeting scored criteria, invite to be the Reserve Bidder. The Reserve Bidders will be requested to extend validity of the Bid Security. The extension of the Bid Security is mandatory for Bidders to hold and maintain the Reserve Bidder’s status Power of Attorney In its technical offer, each Bidder (or if the Bidder is a Consortium, each Consortium member) shall provide a written power of attorney substantially in the form attached hereto in Form 2, duly notarized, indicating that the person(s) signing the Bid has(ve) the authority to sign the Bid and thus that the Bid is binding upon the Bidder during the full Validity Period. ider's Eligibility and Qualifications In its Technical Offer, cach Bidder shall provide detailed information on any changes that may have occurred between the time of submitting its prequalification application and its Bid that have any material effect on the Bidder's eligibility and qualifications to perform the Project Partnership Agreement, or that may have led to Bidder not satisfying the prequalification criteria at the moment of the Bid. Commissions and Gratuities In its technical offers, each Bidder shall provide detailed information listing all commissions and gratuities, if any, paid or to be paid by the Bidder to agents relating to the Bid, the Project Cooperation Agreement or the Project Partnership Agreement . The Bidder shall list the name and address of any agents, the amount and currency paid or to be paid to the agents and the purpose of the commission or gratuity. If no such commissions and gratuities have been paid, Bidders shall provide this information in their technical offers, Period of Validity of Bids Bids shall remain valid for a period of one hundred and eighty (180) days as from the Bids Submission Deadline (the "Bid Validity Period"). A Bid valid for a shorter period shall be rejected by the Tender Commission as non-responsive. In accordance with Section 5.2 above, Bidders shall in addition ensure that the Bid Security remains valid for a period of thirty (30) days after the expiration of the initial Bid Validity Period and thirty 22/136JP Elektroprivreda Bos ovine d.d. - Sarajevo Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD 5.6.2 57 S71 5.7.2 5.73 S74 61 6.11 (30) days after any extension subsequently requested by the JP EPBiH in accordance with Section 5.6.2 below. In exceptional circumstances, the JP EPBiH may solicit the Bidders’ consent for the extension of the Bid Validity Period. The request and responses thereto shall be made in writing. If'a Bidder accepts to extend the Bid Validity Period, the Bid Security shall also bbe extended accordingly. A Bidder may refuse the JP EPBiH request for extension without forfeiting its Bid Security, but shall no longer be permitted to participate in the Bidding Process in that case. A Bidder granting the request will not be required nor permitted to modify its Bid. Format and Signing of Bids ‘The Bidder shall prepare an original, and two copies, and an electronic copy in PDF files of its Bid as specified in the Bid Data Sheet, clearly marking each one as "Bid ~ Original", "Bid - Copy No. 1", "Bid - Copy No. 2", ete. as appropriate. In the event of any discrepancy between the original and any copy, the original shall prevail, The original and all copies of the Bid shall be typed and shall be signed by the Bidder or person(s) duly authorized to bind the Bidder. The latter authorization shall be indicated by a written power of attomey submitted as part of the technical offers in accordance with Section 5.3 above. All pages of the Bid, except for unamend printed literature, shall be initialled by the person or persons signing such Bid. The Bid shall contain no omissions or additions, unless such corrections are initialled by the person or persons signing the Bid. The Bid could contained Alternative proposal as specified in Schedule 3 concerning nominal installed power or technological solutions in respect to Preliminary design. The Alternative can be considered if a compliant Bid is submitted. The criteria for evaluating of Alternative will be the same as for compliant Bid. Content of Bid The Bid Package must be prepared and submitted to JP EPBiHI in the form and with the content set out in Tender Documents by the Bid Submission Date. The Bid documents shall consist of all documents listed in Sections $ and be divided into two (2) separate opaque envelopes: a) ,,Technical Envelope “, b) ,,Financial Envelope “ The first, a sealed envelope bearing the words "TPP Tuzla Unit 7 — 450 MW - Technical Envelope ", which envelope shall contain a Technical Bid, which shall contain the elements set forth in Section 5.1.2. 23/136AP Elektroprivreda Bosne i Here Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD. 6.1.4 6.2 6.2.1 6.2.2 6.23 624 6.2.5 a) 63 63.1 The second, a sealed envelope bearing the words “TPP Tuzla Unit 7 - 450 MW - Financial Envelope ", which envelope shall contain a Financial Bid, which shall contain the elements set forth in Section 5.1.3. Se ing and Marking of the Bids Each Applicant shall prepare and submit one original and two copies of the Bid in separate envelopes, each containing Technical Envelope and Financial Envelope, clearly marking the envelope containing the original of the Bid as “Original”, and the envelope containing the copy as "Copy No. 1", "Copy No. 2", as appropriate. In the event of any discrepancy between the copies and the original, the Original shall prevail. Bid shall be sealed within one envelope. Electronic copy in PDF files of its Bid shall be submitted within "Original" envelope. The Master and Separate envelopes shall be sealed, with the Bidder’s seal, addressed to the JP EPBiH at the address given in the Bid Data Sheet, and bear the words “Offer for construction of new, replacement Unit 7 ~ 450 MW in the TPP Tuzla in a joint venture with JP EPBiH”. Do Not Open Before 2013", The original and all copies of the Bid shall be typed or written in non-erasable ink. All sheets shall be bound tightly (binding which disables taking out or replacement of some pages without irreversible breaking of the binding), with marked pages. ‘The inner envelopes shall each indicate the name and address of the Bidder so that the Bid can be returned unopened in case it is declared “late”. If the outer envelope is not sealed and marked as required by Section 6.2.2 above, the JP EPBiH will assume no responsibility for the Bid's misplacement or premature opening, Bidders shall include in cach inner envelope: a sealed envelope bearing the words ""TPP Tuzla Unit 7-450 MW - Technical Envelope ”, which envelope shall contain a Technical Bid, as set forth in Section 6.1.3. a sealed envelope bearing the words “TPP Tuzla Unit 7450 MW - Financial Envelope ", which shall contain the Financial Bid as set forth in Section 6.1.4. ‘The technical bid envelope and the financial bid envelope shall cach indicate the name and address of the Bidder. Deadline for Submission of Bids Bids must be received by the JP EPBiH at the address specified in the Bid Data Sheet no later than the time and date stated in the Schedule 1- Bid Data Sheet as the "Bids Submission Deadline”, At its discretion, the JP EPBiH may extend the Bids Submission Deadline by amending the Bidding Documents in accordance with Section 4.5 here above in which ease all rights 24/136JP Elektroprivreda Bosne i Here ne dd. - 8: Tender document for selection of ProjectPartner II Phase BL 7-TET/13-TD 652 654 ions of the JP EPBiH and the Bidders will thereafter be subject to the new Late Bids Any Bid received by the JP EPBiH after the Bids and returned unopened to the Bidder. ion Deadline will be rejected Modification and Withdrawal of Bids ‘The Bidder may modify or withdraw its Bid after submission, provided that a written notice of the modification or withdrawal is received by the JP EPBiH prior to the Bids Submission Deadline. ‘The Bidder’s modifications shall be prepared, sealed, marked and dispatched as follows The Bidder shall provide an original and the number of copies specified in the Bid Data Sheet of any modifications to its Bid, clearly identified as such, in separate envelopes, duly marked "Offer for construction of new, replacement Unit 7 ~ 450 MW in the TPP Tuzla in a joint venture with JP EPBiH - B1D MODIFICATIONS ~ ORIGINAL and “Offer for construction of new, replacement Unit 7 - 450 MW in the TPP Tuzla in a joint venture with JP EPBIH - Bip Movirications - Copies". The envelopes shall be sealed in an outer envelope, duly marked “Offer for construction of new, replacement Unit 7 450 MW in the TPP Tuzla in a joint venture with JP EPBIH - B/D MODIFICATIONS". Other provisions concerning the marking and dispatch of Bids modifications shall be in accordance with Sections 6.2. A Bidder wishing to withdraw its Bid shall notify the JP EPBil1 in writing prior to the Bids Submission Deadline. The notice of withdrawal shall: a) be addressed to the JP EPBiHl at the address indicated in the Bid Data Sheet; b) bear the name of the Project and the words “Offer for construction of new, replacement Unit 7 — 450 MW in the TPP Tuzla in a joint venture with JP EPBiH- Bid Withdrawal Notice". Bid Withdrawal Notices received after the Bids Submission Deadline will be ignored, and the submitted Bid will be deemed submitted Any withdrawal of a Bid in the interval between the Bids Submission Deadline and the expiration the Bid Validity Period specified in Section 5.6 will result in the Bidder's forfeiture of its Bid Security, pursuant to Section 5.2.6 here above. 25/136JP Elektroprivreda Bosne i Hereegovine d.d. - Sarajevo ‘Tender document for selection of ProjectPartner I Phase BL 7- TET/13-TD 7. BIDS: OPENING AN TW TAA 12 721 722 124 INSPECTION Procedure The opening of the Bids is public. ie opening of the Bids will be at the address, time and date as stated in the Schedule 1- Bid Data Sheet at the "Opening of the Bids" At its discretion, the JP EPBil1 may change the Opening of the Bids by amending the idding Documents in accordance with Section 4.5 here above. The procedure of opening, control, inspection, and evaluation of the Bid Documents comprises the following phases: a) opening and control of the Master Envelope and the separate envelopes containing the original and copies of the Bid Application; b) opening of the Technical Envelope-Original and control of the documents contained therein; ©) opening of the Financial Envelope-Original and control of the documents contained therein; ‘The procedure of opening and control shall be carried out by the Tender Commission in a place and at a time as specified in this Schedule !- Bid Data Sheet. The Bidders, through their authorized representatives, are entitled to attend the phase a) and phase b) of the procedure, as set forth above. Opening and Inspection of Master Envelope and Separate Envelopes, AL the outset of the opening procedure, the Tender Commission shall determine whether the Bid Documents are received by the Deadline for Bid Applications. Only timely received Bid Documents shall be opened. The Bid Documents received after the Deadline, shall not be considered by the Tender Commission and shall be rejected and retumed unopened to the Bidders. The Bid Documents shall be opened at the date, time and location stipulated in the Bid Data Sheet in accordance with the sequence of their receipts at the JP EPBIH premises. The Tender Commission shall first read the name and address of each Bidder in the presence of the Bidders’ representative(s). The Bidders’ representative(s) who are present shall sign a register evidencing their attendance. ‘The Tender Commission shall open the Master Envelope, including withdrawals and modifications made pursuant to Section 6.5. Outer envelopes marked “Offer for construction of new, replacement Unit 7 ~ 450 MW in the TPP Tuzla in a joint venture with JP EPBiH - Bid Withdrawal Notice” shall be opened first and the name of the Bidder shall be read out. If the Bid Withdrawal Notice has been submitted pursuant to Section 26/136