Eskom Confidential SUBJECT TO CONTRACT Supplier RFP ESKOM ITO SCHEDULE B (SERVICES DESCRIPTION) JULY 2017 This document contains confidential and proprietary information of Eskom and is “Eskom Confidential Information” for the purposes of the non-disclosure agreement entered into between Eskom and Supplier in relation to the ITO Project. It is furnished for evaluation purposes only. Except with the express prior written permission of Eskom, this document and the information contained herein may not be published, disclosed, or used for any other purpose. RFP: Schedule B (Services Description)
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Eskom Confidential SUBJECT TO CONTRACT Supplier
RFP
ESKOM ITO
SCHEDULE B (SERVICES DESCRIPTION)
JULY 2017
This document contains confidential and proprietary information of Eskom and is “Eskom Confidential Information” for the purposes of the non-disclosure agreement entered into between Eskom and Supplier in relation to the ITO Project. It is furnished for
evaluation purposes only. Except with the express prior written permission of Eskom, this document and the information contained herein may not be published, disclosed, or used for any other purpose.
RFP: Schedule B (Services Description)
Eskom Confidential SUBJECT TO CONTRACT Supplier
INSTRUCTIONS FOR RESPONDING TO THIS DOCUMENTGeneral Guidelines
These RFP documents contain the key legal terms and conditions that Supplier will be required to comply with in relation to the ITO Project.
Supplier must respond to the requirements contained in these documents according to the instructions provided below. Supplier’s response must be in the prescribed format. Supplier should provide clear, concise, and reasonable responses. Supplier should not postpone responses. “Supplier would be happy to discuss this at a later time” or “to be discussed/negotiated” are examples of a postponed response.
Supplier should not view the possibility of requesting changes as an opportunity to re-write the RFP. Eskom expects Supplier to comply with the requirements as written, and compliance with these RFP documents will be a critical component in the evaluation of Supplier’s response to the RFP.
Response Instructions
This document should be completed by Supplier and form part of Supplier’s response to the RFP. In completing this document, Supplier should carry out the following:
For each row where the “Comply (Y/N)” cell is not shaded, the Supplier should enter “Y” if it complies with the requirement without qualification or “N” if it does not.
Where Supplier enters:
“Y” in the “Comply (Y/N)” column, then the column headed “Supplier Response” should be left blank.
“N” in the “Comply (Y/N)” column, then Supplier should copy and paste the exact wording from the “Eskom Requirement” column into the “Supplier Response” column and make any deletions or insertions to the original wording using Microsoft Word’s track changes function. In addition, after completing its proposed changes, Supplier may provide a concise explanation of the changes in the “Supplier Response” column.
If Supplier does not respond to a row or reserves its position, then Eskom will treat the response as non-compliant.
2. SCOPE OF SERVICES..................................................................................................................................................................................................... 12.1 SCOPE OF SERVICES........................................................................................................................................................................................ 12.2 GEOGRAPHICAL AND USER SCOPE............................................................................................................................................................... 22.3 SERVICE HOURS................................................................................................................................................................................................ 32.4 END USERS......................................................................................................................................................................................................... 32.5 QUALITY ASSURANCE...................................................................................................................................................................................... 32.6 CONTINUOUS IMPROVEMENT.......................................................................................................................................................................... 3
3. GENERAL SERVICES...................................................................................................................................................................................................... 43.1 SUPPLIER SUPPORT SYSTEMS....................................................................................................................................................................... 43.2 ESKOM PORTAL AND SITE SPECIFIC INTRANET.......................................................................................................................................... 43.3 ESKOM SATISFACTION SURVEYS................................................................................................................................................................... 63.4 KNOWLEDGE MANAGEMENT........................................................................................................................................................................... 73.5 REQUIRED CONSENTS...................................................................................................................................................................................... 7
1.1 GENERAL............................................................................................................................................................................................................ 81.2 STRUCTURE AND FORMAT OF OPERATIONS MANUAL............................................................................................................................. 101.3 DELIVERY AND AGREEMENT OF OPERATIONS MANUAL.......................................................................................................................... 101.4 UPDATE AND AUDITING RESPONSIBILITIES................................................................................................................................................ 12
3. 1.1.1 Supplier will be responsible for ensuring the Services performed are delivered, as a minimum, in accordance with:
4. (a) the service requirements detailed in this Schedule B (Services Description);
5. (b) the Service Specification;
6. (c) the Performance Standards;
7. (d) Eskom Policies;
8. (e) Good Industry Practice; and
9. (f) Applicable Law in the country in which the Services are being delivered.
10. 2. SCOPE OF SERVICES
11. 2.1 Scope of Services
12. 2.1.1 The services to be provided pursuant to this Agreement will consist of:
13. (a) those services, functions and obligations that Supplier is to perform pursuant to this Agreement (including the services, functions and obligations set out in the service
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catalogue(s) included as Annexure L to this RFP (the “Service Specification”); [Note to Supplier: Please note that the service specifications set out in Appendix Q to the RFP will be updated from a legal perspective at a later stage in the RFP process, so as to make them suitable for inclusion in any eventual Agreement.]
14. (b) such other services, functions and obligations which are not specified in this Agreement but which are reasonably required for Supplier’s performance of the services, functions and obligations specified in this Agreement, including as they may evolve during the continued duration of the Agreement and as they may be supplemented, enhanced, modified or replaced in accordance with the terms of the Agreement, and includes any management, planning and other services that are ancillary to and appropriate for the performance of any of the foregoing (including any changes to any of the aforesaid);
15. (c) such other services, functions and obligations which are neither specified in this Agreement, nor determined by the Parties during the Transition, but which were performed within the twelve (12) Month period prior to the relevant Services Commencement Date, and which are reasonably required for Supplier’s performance of the Services
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16. (i) under any Transferred Contracts;
17. (ii) by the Transferring Employees; or
18. (iii) by Eskom’s or any Third Party Supplier’s employees, workers or contractors who are redeployed within their respective organisations as a consequence of the Agreement being entered into; and
19. (d) any other services, functions or obligations which are reasonably required for the Supplier’s performance of the services, functions or obligations described above, unless expressly set out in the Agreement as an Eskom Dependency,
20. (a) to (d) (inclusive) hereinafter together referred to as the “Services”)
21. 2.1.2 The Supplier will be responsible for the end-to-end delivery of the Services.
22. 2.1.3 The Supplier will be required to maintain the appropriate levels of technical accreditation and certification in respect of those parts of its organisation that are performing the Services.
23. 2.2 Geographical and User Scope
24. 2.2.1 The Supplier is required to provide the Services at all Eskom Sites.
25. 2.3 Service Hours
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26. 2.3.1 The Supplier will provide the Services during the hours specified in the Service Specification.
27. 2.4 End Users
28. 2.4.1 Supplier will provide the Services to the Service Recipients and Eskom Personnel, and any individuals designated by Eskom as receiving the Services, including any individuals present on Eskom Sites from time-to-time.
29. 2.5 Quality Assurance
30. 2.5.1 Supplier will be required to develop or adapt and employ industry standard techniques and frameworks designed to promote performance of the Services at a high level of quality, with focus on measuring and improving reliability, speed, cost effectiveness, customer satisfaction and security.
31. 2.5.2 Supplier will be required to develop, implement and maintain procedures and measurements on all quality assurance activities associated with the Services.
32. 2.6 Continuous Improvement
33. 2.6.1 Supplier will continuously research and propose any applicable new, newly improved or enhanced commercially available information and communication technologies (“Advanced Technology”), innovations and improvements that reasonably could be expected to have a positive impact on the Services including, without limitation, in the areas of increased efficiency,
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increased quality and/or reduced costs, in accordance with the Operations Manual.
34. 2.6.2 Supplier will arrange and present at bi-annual meetings regarding Advanced Technology, innovation and improvement potential in relation to the Services.
35. 2.6.3 The implementation of any Advanced Technology, innovations or improvements proposed by Supplier pursuant to this section 2.6 will be dealt with in accordance with the relevant Change Procedures.
36. 3. GENERAL SERVICES
37. 3.1 Supplier Support Systems
38. 3.1.1 The Supplier will be required to be responsible for:
39. (a) providing and maintaining Supplier Support Systems required to manage the Services, and any other infrastructure required to connect Supplier Support Systems to the Eskom IT Environment; and
40. (b) obtaining sufficient licences, as agreed and documented, for each Service Recipient to Use the Supplier Support Systems.
41. [Note to Supplier: Please provide details of the Supplier Support Systems that will be used to provide the Services.]
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42. 3.1.2 Supplier will be required to ensure that Supplier Support Systems integrate with Eskom-provided Tools, as well as Tools of Third Party Suppliers, and will be responsible for the costs of such integration.
43. 3.2 Eskom Portal and Site Specific Intranet
44. 3.2.1 The Supplier shall provide Eskom with access to a web-based system (“Eskom Portal”) that will:
45. (a) contain an interface to Supplier’s various monitoring tools to enable Eskom to review the Supplier’s performance against the Performance Standards at any time;
46. (b) be the main data repository for all information generated and processed by Supplier related to this Agreement;
47. (c) be updated and backed-up at such intervals as may be necessary to ensure that the information is accurate, capable of timeous retrieval, and that it reflects the nature of the Services at any given time; and
48. (d) include the following (among other things):
49. (i) a conformed copy of this Agreement updated regularly to reflect all Change Requests;
50. (ii) copies of all current proposals and
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responses to Change Requests;
51. (iii) scanned counterparts of all Change Notes signed by each Party;
52. (iv) the Eskom Policies;
53. (v) copies of the current and all historic Reports, including all Reports related to Performance Data;
54. (vi) the Exit Management Plan;
55. (vii) the information set out in the Exit Management Plan required to be provided to Eskom throughout the Term;
56. (viii) the Operations Manual;
57. (ix) the register of Eskom Sites;
58. (x) any data, information, materials and documents referred to in this Agreement that are generated or maintained on a computer or in other machine readable format;
59. (xi) a log of all statutory documentation required by Applicable Law; and
60. (xii) any applicable risk registers;
61. (e) exclude the following (subject to Eskom’s written directions and guidelines from time to
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time):
62. (i) financial and sensitive commercial information; and
63. (ii) personal information (as defined in Applicable Law); and
64. (f) be set up so as to require Supplier-generated usernames and passwords in order to gain access.
65. 3.2.2 Supplier shall, at no additional cost to Eskom, provide:
(a) basic training in respect of the Eskom Portal; and
(b) user guides and other training documentation
to such numbers of Eskom Personnel, Service Recipients and Third Party Suppliers, and at such intervals, as Eskom may reasonably specify from time to time.
66. 3.3 Eskom Satisfaction Surveys
67. 3.3.1 The Supplier shall, in accordance with the relevant Service Specification:
68. (a) operate, maintain and update an approved system for monitoring Eskom and Eskom
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Personnel satisfaction in all relevant areas;
69. (b) implement the approved customer satisfaction systems to review customer feedback on service delivery, contract management and support functions;
70. (c) include in the customer satisfaction systems the capability to capture both customer satisfaction and complaints; and
71. (d) provide regular and up-to-date customer satisfaction feedback of the type and format required by Eskom jointly developed and agreed with Supplier for applicable services. Both satisfaction (compliments) and complaints need to be recorded and reported for each Eskom Site.
72. 3.3.2 Eskom shall conduct a customer satisfaction survey of all Eskom Sites once per Year, or at such other intervals as may be agreed between the Parties, to be returned within thirty (30) days of the end of the third quarter of the relevant Year. If in Eskom’s view the level of customer satisfaction achieved by the Supplier is unacceptable, the Supplier shall at Eskom’s request:
73. (a) make available senior Supplier representatives to meet Eskom representatives to review and discuss the level of customer satisfaction; and
74. (b) put in place a focused recovery programme, to be agreed with Eskom, setting out the
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remedial action to be taken by Supplier in respect of the unacceptable level of customer satisfaction. Supplier will ensure that its senior representatives will be responsible for leading and monitoring the progress of the steps undertaken pursuant to such recovery programme.
75. 3.4 Knowledge Management
76. 3.4.1 Supplier will be required to provide knowledge management services to enable Eskom to improve the quality of its management decision making as it relates to the Services as well as the efficiency and quality of the Services, to reduce cost, and such other matters as Eskom may reasonably determine from time to time.
77. 3.4.2 Supplier’s responsibilities in providing the knowledge management services will include establishing, operating, maintaining, and updating a knowledge management system in order to assist in the process of improving successful change, service improvement and to prevent continuous rework, and providing Eskom and the Eskom Service Providers with access to the information held on the knowledge management system.
78. 3.4.3 Supplier will co-ordinate the consolidation of all information provided by Eskom Service Providers into the knowledge management system.
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79. 3.5 Required Consents
80. 3.5.1 Supplier will obtain all required consents (and pay any associated fees) necessary to perform the Services, as well as those for the transfer of any Transferred Contracts, Equipment or Software which are acquired by Supplier from Eskom or which Eskom makes available for Supplier to use in performing the Services.
81. 3.5.2 If a required consent cannot be obtained, Supplier will determine, adopt and implement, subject to Eskom’s prior written approval, alternative approaches that allow the Services to be performed without the required consent (and pay any associated fees).
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82. APPENDIX B-2OPERATIONS MANUAL
83. 1. OPERATIONS MANUAL
84. 1.1 General
85. 1.1.1 Supplier shall develop, maintain, update and make available Operations Manuals relating to the Services in accordance with section 2.2 of Schedule E (Governance).
86. 1.1.2 The general requirements applicable to each version of each Operations Manual are:
87. (a) specifying the procedures, standards, baselines and systems to be used by Supplier and Subcontractors in the performance of Supplier's obligations under the Agreement:
88. (i) in a manner consistent with the performance of Supplier's obligations under the Agreement; and
89. (ii) to a level of detail sufficient to enable Eskom's operational and management staff to obtain a good understanding of the Services, procedures and the Supplier Support Systems;
90. (b) specifying the activities that Supplier proposes to undertake in order to provide the Services, including the direction, supervision, monitoring, staffing, reporting, planning and oversight activities normally undertaken at facilities that provide services of the type Supplier will provide under the Agreement;
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91. (c) specifying all interfaces between Supplier, Subcontractor and Eskom;
92. (d) specifying the service testing reviews, acceptance and other procedures for Eskom to ensure the quality, accuracy and timely provision of Supplier's or Subcontractor's performance;
93. (e) specifying the procedures that Supplier will use to track its and Subcontractors' performance under the Agreement against the Performance Standards;
94. (f) specifying the procedures Supplier will use to safeguard against the destruction, loss or alteration of, or unauthorised access to or disclosure of, Eskom's Confidential Information;
95. (g) including a description of relevant Eskom Policies and measures to ensure compliance; and
96. (h) not referring to any document which is not either already in the possession of Eskom or attached to that version of that Operations Manual.
97. 1.1.3 The Operations Manual shall cover the following aspects of the Services:
98. (a) organizational and contact details of Supplier's delivery team, including support personnel and Third Party support personnel supporting or otherwise involved in connection with the Services;
99. (b) details of the organizational and technical interfaces between Eskom and Supplier with respect to each of the Services;
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100. (c) designated Eskom contacts;
101. (d) business continuity management and disaster recovery to the extent not covered in the Agreement;
102. (e) information security management;
103. (f) Third Party management and contract management;
104. (g) change management;
105. (h) knowledge management;
106. (i) continual service improvement; and
107. (j) reporting.
108. 1.2 Structure and Format of Operations Manual
109. 1.2.1 The structure of the Operations Manuals shall be based on the requirements contained in this Schedule, and at the discretion of Eskom, also on Eskom’s current Operational Manuals. During Transition, Supplier and Eskom shall agree detailed documentation standards and formats relating to the Operations Manuals. In the absence of agreement, such documentation standards and formats shall be determined by Eskom (acting reasonably).
110. 1.2.2 Supplier shall ensure that the Operations Manuals maintained by Supplier conform, and continue to conform for the Term, to the documentation standards and formats agreed upon between Eskom and Supplier during Transition, unless otherwise agreed by Eskom and Supplier.
111. 1.2.3 Supplier shall provide the Operations Manuals in English.
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112. 1.2.4 Eskom shall make the Operations Manuals available in paper copy, electronic copy and on the Eskom Portal through web-enabled access by Eskom.
113. 1.3 Delivery and Agreement of Operations Manual
114. 1.3.1 Supplier shall prepare and deliver versions of each Operations Manual to Eskom as follows:
115. (a) a first version, within thirty (30) days of the Effective Date and in accordance with the Transition Plan. This first version shall place all available information into a consistent format in accordance with sections 1.1 and 1.2 above, and shall close gaps in the material where reasonable within the allotted timescale;
116. (b) Eskom will provide any comments and changes following receipt of the draft Operations Manual and Supplier will produce a second version, before or on the Transition Milestone specified in the Transition Plan, accommodating such comments. This second version shall be fully compliant with the requirements in sections 1.1 and 1.2 above;
117. (c) an updated version, within twenty (20) Business Days following the end of each Contract Year; and
118. (d) an updated version, within twenty (20) Business Days following the start of the Exit Assistance Period.
119. 1.3.2 Supplier shall ensure that each version of an Operations Manual provided under section 1.3.1 meets the requirements set out in sections 1.1 and 1.2.
120. 1.3.3 Eskom shall, within fifteen (15) Business Days after receipt of a version of an Operations Manual under section 1.3.1(a)
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to 1.3.1(d), notify Supplier of any aspects of the Operations Manual it considers as not meeting the applicable requirements referred to in section 1.3.2 (a “non-conformity”).
121. 1.3.4 Promptly following receipt of any notification under section 1.3.3, Supplier shall correct that version of that Operations Manual so as to remove the non-conformity, and re-submit it to Eskom.
122. 1.3.5 Subject to section 1.3.7, the procedure in sections 1.3.3 and 1.3.4 shall be repeated until each version of each Operations Manual is free from non-conformities.
123. 1.3.6 Eskom shall notify Supplier when it considers a version of an Operations Manual to be free from non-conformities.
124. 1.3.7 Supplier shall ensure that the final version of each Operations Manual (other than the one referred to in section 1.3.1 (d)) is delivered to Eskom, free from non-conformities, no later than the end of Transition.
125. 1.4 Update and Auditing Responsibilities
126. 1.4.1 Supplier will update the Operations Manual following any material changes to the operations or procedures described therein (and in any event at least once every three (3) Months). Updates to the Operations Manual will be provided to Eskom for review, comment and approval prior to their implementation in accordance with section 1.3.
127. 1.4.2 Supplier shall conduct regular (on at least a quarterly basis) audits of the Operations Manuals to ensure a high standard of quality and continued compliance with the requirements set out in sections 1.1 and 1.2. This includes checks for:
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128. (a) completeness;
129. (b) accuracy;
130. (c) organisation;
131. (d) readability; and
132. (e) currency.
133. 1.4.3 Supplier shall report the resultant audit findings to Eskom and where it is determined that the Operations Manuals are inaccurate or not current, Supplier shall take immediate remedial action to correct or replace such a document in accordance with section 1.3.
134. 1.4.4 Supplier shall maintain version control on each issued version of the Operations Manuals.
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135. APPENDIX B-3ESKOM DEPENDENCIES
136. 1. ESKOM DEPENDENCIES
137. [Note to Supplier: Please specify any Eskom Dependencies here. The agreed dependencies will be mapped to the Service Specifications and Performance Standards]]
