Operator Franchise PPP Invitation for Expressions of Interest · Broadbeach via the iconic Surfers...

Operator Franchise PPP Invitation for Expressions of Interest

DECEMBER 2009

2 Gold Coast Rapid Transit, Operator Franchise PPP, Invitation for Expressions of Interest – December 2009

Respondents should note that capitalised terms used in this Invitation have specific definitions which are outlined in section 12.

3Gold Coast Rapid Transit, Operator Franchise PPP, Invitation for Expressions of Interest – December 2009

This Invitation marks the commencement of the procurement process for the Operator Franchise Public Private Partnership (PPP)—an important step in the Queensland Government’s ongoing commitment to continue building Queensland.

My government in partnership with the Australian Government and Gold Coast City Council has moved quickly to progress this vital project following the joint signing of an historic ‘heads of agreement’ on 6 July 2009. This agreement solidified the funding commitments made by all three levels of government in Australia to deliver a first-class light rail system for the Gold Coast.

Gold Coast Rapid Transit was first identified as a priority in the South East Queensland Infrastructure Plan and Program, the blueprint for managing sustainable growth in Queensland’s south east corner. The project also forms the centrepiece of the TransLink Transit Authority Network Plan for south east Queensland. The project, for which a total of $949 million in public funding has been committed, is expected to generate 6 300 new jobs, improve the share of public transport trips from four per cent to ten per cent, replace 75 million car trips and cut 114 000 tonnes of greenhouse gas emissions from the atmosphere in its first ten years of operation.

More recently, the Australian Government recognised the Gold Coast Rapid Transit as one of 15 projects of national significance with capacity to deliver vital employment and infrastructure benefits for Australia’s sixth largest city. Gold Coast City Council recognises the importance of the Gold Coast Rapid Transit to the development of the city and is identifying key activity centres and public spaces which will complement the route. This work will ensure that Gold Coast Rapid Transit delivers more than transport benefits for the community.

In October, the project was awarded the ‘Worldwide Project of the Year’ at the 2009 Light Rail Awards ceremony held in London. The Light Rail Awards are run by industry renowned publication Tramways and Urban Transit Magazine, to honour excellence in the light rail industry.

Gold Coast Rapid Transit will address the key challenges for public transport on the Gold Coast and help to resolve the challenges facing the road network by providing a sustainable, efficient and modern public transport system.

The Queensland Government welcomes the national and international interest shown to date from organisations with demonstrated experience in the delivery and operations of light rail systems. We are confident that in partnership with local industry we can deliver an iconic light rail system that the Gold Coast will be proud to call their own. A long-term partnership between governments and the private sector for the finance, construction and operations of the light rail system is the cornerstone of this project.

The Expression of Interest process is the first step in the long-term commitment and partnership between the three levels of government in Australia and the Gold Coast community to create an enviable legacy of high-quality, sustainable public transport for future generations to enjoy.

Yours sincerely

Anna Bligh MP Premier of Queensland

Message from the Premier of Queensland

Gold Coast Rapid Transit


Message from the Premier of Queensland 3

1 Introduction 71.1 A unique opportunity 7

1.2 The Gold Coast at a glance 7

1.3 The Project at a glance 8

1.4 Purpose of this Invitation 8

1.5 Overview of structure of the Operator Franchise 9

2 Background and objectives of the Project 11

2.1 Current public transport services on the Gold Coast 11

2.2 Process of development of the Project 11

2.3 Project objectives 13

2.4 Creating a public transport solution 14

3 Governance and Interested Parties 17

3.1 Responsible entity 17

3.2 Governance during procurement 17

3.3 Requirements of Government 17

3.4 Interested Parties 17

4 The Project 194.1 Operator Franchise and the

overall Project 19

4.2 Government’s facilitation of the Project 21

4.3 Impacts of the Project 22

5 Key interfaces 255.1 D&C Phase interfaces 25

5.2 Operations Phase interfaces 25

6 Commercial framework 276.1 Contractual framework 27

6.2 Financing 27

6.3 Project Deed 27

6.4 Draft risk allocation 27

6.5 Service obligations 28

6.6 Payment mechanism 28

6.7 Additional revenue opportunities 28

6.8 Accreditation 28

6.9 Future Stages 29

7 Procurement process – EOI phase 31

7.1 Introduction to procurement process for the Operator Franchise 31

7.2 Composition for EOI and changes to composition 31

7.3 Timetable for EOI phase 32

7.4 Registration 32

7.5 Registration process 32

7.6 Clarifications 32

7.7 Shortlisting 32

8 Procurement process – RFP phase 35

8.1 Changes to composition of Shortlisted Bidders 35

8.2 Indicative timetable for RFP phase and beyond 35

8.3 Proposal preparation 35

8.4 Proposals 36

8.5 Completion phase 36

9 Evaluation and requirements for EOI 39

9.1 Evaluation process 39

9.2 Evaluation criteria 39

9.3 Requirements for EOI 41

Contents


10 Probity and participation issues 4310.1 Probity Adviser 43

10.2 State Advisers 43

10.3 Participation by Team Members 44

10.4 Participation in Early and Enabling Works contracts 44

10.5 Related Members for Operator Franchise procurement 44

11 Terms and conditions of this Invitation 47

11.1 Conforming EOI 47

11.2 Respondent communications 47

11.3 Media and other communications 47

11.4 Variations to this Invitation 47

11.5 Addenda 47

11.6 Use of Invitation and information 48

11.7 Enquiries by Government 48

11.8 Treatment of information in EOIs 49

11.9 Right to Information 49

11.10 Collusive tendering 49

11.11 Influences 49

11.12 Compliance with National Code of Practice for the Construction Industry 50

11.13 Change in circumstances 50

11.14 Other Government rights 50

11.15 Conflicts of Interest 51

11.16 No legal relationship 51

11.17 No appeal 51

11.18 Prior agreement 51

11.19 Government not liable for costs 51

11.20 Governing law and jurisdiction 51

11.21 Severability 51

12 Definitions 53

Appendix A – Draft risk allocation 57

Appendix B – Respondent Details 60

Appendix C – Returnable Schedules 61Returnable Schedule 1 – Criteria A – General capacity to participate in procurement and delivery of the Project 61

Returnable Schedule 2 – Criteria B – Financial capacity 64

Returnable Schedule 3 – Criteria C – Demonstrated ability to operate and maintain a light rail system 65

Returnable Schedule 4 – Criteria D – Approach to managing an urban transport system 66

Returnable Schedule 5 – Criteria E – Ability to achieve whole of life outcomes 67

Returnable Schedule 6 – Criteria F – Approach to risk and responsibility allocation 68

Returnable Schedule 7 – Criteria G – Demonstrated ability to design, construct, install and commission a first class public transport system 69

Returnable Schedule 8 – Criteria H – Ability and approach to raising finance for major infrastructure PPP projects 71

Returnable Schedule 9 – Criteria I – Demonstrated ability to successfully manage impacts of major infrastructure projects 72

Returnable Schedule 10 – Criteria J – Strategic Operations Plan for the Project 73

AppendixD–ConfirmationLetter 74

Appendix E – Declaration of Compliance 76

AppendixF–Listofspecialevents 79

Registrants will receive access to the Appendices:


1

Introduction



1.1 A unique opportunity

This is a unique and long term opportunity for a global, highly professional entity or group (which may be a Consortium) to undertake the Operator Franchise Public Private Partnership (PPP) for the Project, which is Stage One of the Gold Coast Rapid Transit (GCRT) Network. This Invitation marks the commencement of the competitive procurement process for the Operator Franchise PPP.

The Project has received tri-government funding support from the Commonwealth of Australia, the State of Queensland and Gold Coast City Council. The Commonwealth of Australia is embarking on a Nation Building agenda to drive sustainable economic development and to lift levels of productivity and boost employment. One of the key Nation Building projects in Queensland is the Project.

For the State of Queensland and the Gold Coast City Council, the Project is the critical element in the strategic plan to address regional urban growth and expansion in the Gold Coast region. The Project is designed to be part of an integrated transport strategy involving light rail, buses, heavy rail and private vehicles.

The Operator Franchise PPP presents a truly unique opportunity for an entity, which includes a world class public transport operator, to work collaboratively with Government to build the Gold Coast’s reputation as an internationally significant tourism and business centre.

The Operator Franchise PPP will deliver an urban transit system integrated with the wider public transport network and city building activities that will substantially shape the city for the twenty-first century.

1.2 The Gold Coast at a glance

The Gold Coast is Queensland’s second largest city and is located approximately 70 kilometres (km) south east of Queensland’s capital, Brisbane (see

Figure 1.1). The Gold Coast is Australia’s fastest growing city and one of the country’s premier domestic and international tourism destinations. The city attracts more than 9.4 million visitors and more than 15 000 new residents each year. These numbers are represented by 5.2 million daytrippers, 3.2 million domestic overnight visitors and 800 000 international overnight visitors. These people are attracted by the Gold Coast’s relaxed outdoor lifestyle, beautiful environment, varied attractions and rapid economic growth. The Gold Coast International Airport, located 30 km south of the Project, has experienced rapid growth in international visitor numbers over the last 12 months. Future Stages of the GCRT Network may connect to this airport.

The Gold Coast is building on its tourism and events base, and transforming with the emergence of new knowledge based industries and significant infrastructure investment. In particular, the Gold Coast Health and

1 Introduction

Brisbane

Noosa Head

Rockhampton

Mackay

Townsville

Cairns

Mt Isa

Queensland

Gold Coast

0900

5v_1

4

Figure 1.1 Location map


INTRODUCTION

Knowledge precinct at the northern terminus of the Project is a centre for significant new investment and growth. This precinct is anchored by the new AUD$1.7B Gold Coast University Hospital and Griffith University which is planned to cater for more than 30 000 students.

1.3 The Project at a glance

The vision for the GCRT Network is to provide 40 km of light rail system serving the growing population of the Gold Coast (see Figure 1.2). This Invitation is for the Operator Franchise for the Project (being Stage One of the GCRT Network) which will deliver 13 kilometres of light rail system running primarily on-street and at-grade from Griffith University south to Broadbeach via the iconic Surfers Paradise. It will connect a number of the key activity centres within the Gold Coast including Griffith University and Gold Coast University Hospital, Southport, Surfers Paradise and Broadbeach.

The Project corridor passes through more than 20% of the Gold Coast’s total employment opportunities. Additionally, the Project corridor is within walking distance of 20% of the city’s residents and the

majority of the up to 60 000 visitors who stay on the Gold Coast on any given night.

Future Stages of the GCRT Network may connect the Project to Helensvale heavy rail station in the north of the city and to Coolangatta (via the Gold Coast International Airport) in the south. Further relevant information is provided at section 2.4 of this Invitation.

A unique characteristic of the Gold Coast is its historic development around discrete coastal villages and its recent rapid growth into a consolidated urban area with high density residential urban form. The urban land use strategy for the Gold Coast is highly conducive to light rail as is the extensive program of major events which bring over 100 000 visitors to the Gold Coast at any one time (see further at section 4.3.3 of this Invitation).

1.4 Purpose of this Invitation

The purposes of this Invitation are to:

invite suitably qualified entities (which may • include Consortia) to submit an Expression of Interest (EOI) to undertake the Operator Franchise PPP, so that the State can select a shortlist to whom it intends to issue the Request for Proposals (RFP);

provide details of the evaluation criteria and • process which will be used in selecting the Shortlisted Bidders;

provide details of the procurement process for • the Operator Franchise; and

provide information about the GCRT Network, • the Project and the Operator Franchise, including information about the scope and proposed commercial framework for the Operator Franchise.

This Invitation is issued by the State of Queensland acting through the Department of Transport and Main Roads (the State). The State is leading and is responsible for managing procurement of the Project. For the purposes of this Invitation, Government comprises the three levels of Australian government being:

the State; •

the Commonwealth of Australia acting through • the Department of Infrastructure, Transport, Regional Development and Local Government; and

Gold Coast City Council. •

The Project’s public funding is to be provided by these three levels of Government. Further relevant details, including information on how a single point of contract and responsibility for procurement will be maintained, are provided at section 2.2 and section 3.

Figure 1.2 Gold Coast key facts

PoPuLAtionCurrently 507 439* • Projected to be 800 000 by 2026 • Australia’s sixth largest city• 20% of population lives within walking • distance of the Project (Stage One of the GCRT Network)Typically 50 000–60 000 overnight visitors • each day, most of whom stay within walking distance of the Project

DEMOGRAPhICSAged 17 and under: 20%• Aged 18–49: 46%• Aged 50–69: 23%• Aged 60 and over: 11%•

KeyemPLoymentinDustriesTourism, construction, retail, health, • education, marine, sporting

GEOGRAPhyTotal area 1400 square km• Linear city with total coastline length of 70 kms•

CLimAteSubtropical • Average temperature: 25 degrees celsius• Average humidity level: 67%• Average number of rain days per year: 93•

*2006 Census (Australian Bureau of Statistics)


INTRODUCTION

NSW

QLD

Tugun

Miami

Robina

Nerang

Southport

Broadbeach

Helensvale

Coolangatta

Tallebudgera

Varsity Lakes

Burleigh Heads

Surfers Paradise

GriffithUniversity

A

0 2 4 6 8km

Tugun

Miami

Robina

Nerang

Elanora

Southport

Broadbeach

Helensvale

Coolangatta

Tallebudgera

Varsity Lakes

Burleigh Heads

Surfers Paradise

GriffithUniversity

0 2 4 6 8km

GOLD COASTAIRPORT

GOLD COASTAIRPORT

Figure 1.3 The Project and potential Future Stages of the GCRT Network

1.5 Overview of structure of the Operator Franchise

The Project will be procured through the Operator Franchise with supporting early works to be separately procured as Early and Enabling Works. Information on the scope of the Operator Franchise and the Early and Enabling Works is provided at section 4.1 of this Invitation. The State’s position on participation in Early and Enabling Works procurement by entities also participating in procurement of the Operator Franchise is provided at section 10.4 of this Invitation.

The Operator Franchise will be delivered as a PPP based on a service payment with potential for a

State contribution. The Operator Franchise will be procured in accordance with the National PPP Guidelines and the Queensland-specific requirements which are contained in the Value for Money Framework. The National PPP Guidelines are published by Infrastructure Australia (http://www.infrastructureaustralia. gov.au) and the Value for Money Framework is published by the Queensland Department of Infrastructure and Planning (http://www.dip.qld.gov.au). The entity who will deliver the Operator Franchise is referred to as PPP Co in this Invitation.

The State’s present position in relation to PPP Co’s role in Future Stages is described at section 6.9 of this Invitation.

KeyStage One

Future Stages

Proposed rapid transit corridor

Existing heavy rail line

Proposed heavy rail line extension

Option H1 – Helensvale via Harbour Town

Option H2 – Helensvale via Parkwood


Background and objectives of the Project



2.1 Current public transport services on the Gold Coast

The Gold Coast’s rapid growth has led to increased pressure on an already heavily utilised road network, particularly along the densely populated coastal corridor. Traffic demand on a number of key Gold Coast roads is already exceeding capacity and there is limited space to widen the existing road corridor.

The Gold Coast public transport network, managed by the TransLink Transit Authority (TTA), consists of:

a local bus service operating throughout • the city (currently privately operated by Surfside Buslines under a service contract administered by the TTA); and

a heavy rail system which operates along the • city’s western spine, connecting Robina to Brisbane (currently operated by QR Limited, a State-owned entity, under a service contract administered by the TTA).

In many respects, the Gold Coast is well placed to achieve high levels of public transport use. The city is comprised of a series of key activity centres and destinations and has a diverse demographic base and sizeable tourist population that offers a continuous (as opposed to peak) transport demand profile. However, the current public transport network is insufficient to meet the needs of the Gold Coast’s growing population. Public transport mode share is currently 4% (the lowest of any major city in Australia). A key constraint on the network is traffic congestion on many major roads which result in late running and overcrowding on buses, particularly on the coastal corridor between Southport and Tweed Heads. In addition, congestion results in some coordinated bus services missing their connections with trains or other buses.

2.2 Process of development of the Project

For many years, Government has recognised a need to expand the Gold Coast’s public transport network and to provide more sustainable forms of transport. The State and Gold Coast City Council have been involved in various feasibility assessments and planning for the GCRT Network for over a decade.

Development of the Project has taken place in the context of a unique collaboration between the State, Gold Coast City Council and, since May 2009, the Commonwealth of Australia. As a result of this collaboration, the Project has been developed to respond to the unique challenges of urban growth and to maximise wider city building outcomes.

As Figure 2.1 indicates, preparation of the Concept Design and Impact Management Plan (CDIMP) has been a key part of the development of the Project. The CDIMP was developed over a two year period from 2006 to 2008 and:

is a document developed by the State for • major infrastructure projects that do not require a formal impact assessment study under State or Commonwealth legislation;

as noted at section 4 of this Invitation, • provides the State’s concept design for the Project; and

is available on the Project’s website • (http://www.goldcoastrapidtransit.qld.gov.au) and via the electronic data room described at section 7 of this Invitation.

Since completion of the CDIMP in early 2009, further development of the Project has been undertaken to confirm the scope, technical requirements and the proposed commercial framework for the Operator Franchise which are outlined in sections 4, 5 and 6 of this Invitation.

2 Background and objectives of the Project


2011

Commencement of Operator Franchise.

BACKGROUND AND OBJECTIVES OF THE PROJECT

Figure 2.1 Overview of the process of development of GCRT Network and the Project

2005

The South East Queensland Infrastructure Plan and Program identified the need for a line haul public transport system for the Gold Coast.

June 2006

State Cabinet approved the development of the Concept Design and Impact Management Plan (CDIMP) and Business Case under the Value for Money Framework.

October 2006

Heads of Agreement and Memorandum of Understanding between the State and Gold Coast City Council was signed.

november2006

Gold Coast Rapid Transit Project team was established, and engineering consultants were engaged.

October 2006 – September 2008

The CDIMP and Business Case were prepared, and comprehensive community consultation began.

August 2008

The State and Gold Coast City Council confirmed their preference for light rail, and determined that the priority corridor for delivery would be the 13 kilometre (km) corridor from Griffith University to Broadbeach (Stage One of the GCRT Network).

1997-2005

Numerous transport studies took place, including the 1997 Integrated Regional Transport Plan for South East Queensland, the 1998 Line Haul Public Transport Foundation and Feasibility Study, and the Gold Coast Light Rail Feasibility Study 2004.

2009

Commencement of procurement and initial property acquisition.

July 2009

Three levels of Government (the Commonwealth of Australia, the State and Gold Coast City Council) signed the historic ‘Heads of Agreement’ to work in partnership to deliver the Project.

The Industry Briefing event was held, and was attended by more than 700 industry representatives on the Gold Coast.

June 2009

The State committed AUD$464 million to the delivery of the Project.

May 2009

The Commonwealth of Australia announced a funding commitment of AUD$365 million to the Project in the 2009–10 Federal Budget.

September 2008

Gold Coast City Council committed AUD$120 million to the delivery of the Project (Stage One of the GCRT Network). A further AUD$30 million was committed for Future Stages.

October 2008

The CDIMP was published and made available for community and stakeholder review.

January 2009

The CDIMP was finalised, with minor refinements made to the design as a result of community and stakeholder review.



2.3 Project objectives

A number of objectives for the Project have been identified during its development. They include:

Integrated transport network

To deliver a recognisable, accessible light rail system which significantly enhances the transport network for the Gold Coast by:

providing a high capacity transit system • between significant activity centres along the Gold Coast which could be enhanced by the delivery of Future Stages of the GCRT Network;

combining with existing and future bus and • rail services to provide whole of network public transport outcomes; and

encouraging patronage growth and increasing • mode shift to public transport, which could be continued through the delivery of Future Stages of the GCRT Network.

Sustainability

To provide a transit system with consistently high levels of service, comfort and reliability that will motivate people to use it as an alternative to car travel to reduce congestion and enhance the quality of life for future generations of the Gold Coast.

City changing system

To deliver a system which integrates with and enhances the urban environment, supporting urban regeneration and sustainable development.

Support the city’s competitiveness

To provide a system which will improve accessibility to key activity centres for residents and visitors, contribute to economic growth and maintain the Gold Coast’s competitive advantage as a centre for tourism and emerging high value industries.

Value for money and affordability

To deliver Government and users of the system with value for money through a whole of life approach to delivery, optimum risk allocation and innovative solutions for the Project which are affordable for Government.

Partnership

To create a partnership relationship which will benefit and enhance the reputation of the private sector and all three levels of Government and which could be expanded through the delivery of Future Stages of the GCRT Network.

Sundale Bridge



2.4 Creating a public transport solution

The Project and the GCRT Network form the core component of an integrated transport and urban strategy for the Gold Coast. This strategy is directed at overcoming the challenges facing the current public transport system and the road network on the Gold Coast. Creating a public transport solution to address these challenges will support the continued and sustainable growth of the city into the future.

Patronage modelling undertaken for the CDIMP and Business Case has identified that the Project has the capacity, by 2026, to substantially increase public transport mode share and to make a significant contribution to relieving urban congestion. The CDIMP also confirmed that light rail would be the most suitable form of new public transport for the Gold Coast, including on the basis of consistently strong community and business support.

The work undertaken in developing the CDIMP and Business Case identified that undertaking the entire GCRT Network is highly desirable to facilitate optimum public transport outcomes, but found the Project to be the highest delivery priority for the GCRT Network. That work also identified that the likely next Future Stage(s) would be either or both of:

an extension north to the heavy rail station • at Helensvale; and / or

an extension south to Burleigh Heads. •

The State is presently determining which of these extensions should be the next priority for delivery after the Project. The GCRT Network may ultimately include Future Stages which have not yet been identified.

The importance of the GCRT Network and the Project as a transport solution is also recognised in the TTA’s Ten Year Network Plan, which places the Project as the centrepiece of public transport planning for the Gold Coast. This plan is available at http://download.translink.com.au/networkplan/complete.pdf and via the electronic data room described at section 7.

In keeping with the vision described in section 1 of this Invitation, the Network Plan envisages that the Project will provide the catalyst for the development of an integrated and sophisticated public transport network for the city. The TTA is also planning a significantly expanded bus service network which will include interchanges with the Project and provide better services to areas inland of the GCRT Network. This expansion, together with actions such as incorporation of the Gold Coast into the regional integrated ticketing and smartcard system, is another means through which the current public transport situation described in section 2.1 of this Invitation is being addressed to achieve the vision for the Gold Coast.




3

Governance and Interested Parties



As noted at section 1.4, the State is leading and managing the procurement process through the State’s Department of Transport and Main Roads (DTMR).

3.1 Responsible entity

It is the State’s present intention that the Project Deed, and other relevant documentation with PPP Co, will be entered into by either of:

an entity created and supported by • Government; or

the State acting through DTMR. •

In either circumstance, it is Government’s present intention that the TTA will be involved in the administration of the Project Deed.

The State will provide full details of the responsible entity and contract administration arrangements with the RFP.

3.2 Governance during procurement

The Project has adopted a governance framework that reflects the respective contributions of all three levels of Government. The Project Executive Group is the forum through which the three levels of Government coordinate their decision-making for the Project. It is comprised of representatives of all three levels of Government and is chaired by the General Manager, Portfolio Investment Division of DTMR.

The Project Director reports to the Project Executive Group and leads the Project team. The Project team is the means through which the State will manage the procurement of the Project. The Project team is composed of employees of DTMR, Gold Coast City Council and TTA as well as specialist representatives from the State Advisers.

3.3 Requirements of Government

Given their interest in the successful procurement and delivery of the Project, the three levels of Government (including TTA as a statutory authority of the State) are the Project’s key stakeholders who have certain requirements for the Project.

The requirements and interests of all three levels of Government will be managed by the Project team

on behalf of the State and communicated in the information and documentation (including this Invitation) provided during the procurement process. It is the State’s intention that Respondents, and particularly Shortlisted Bidders during the RFP process, will seek to address these requirements in appropriate and innovative ways.

3.4 Interested Parties

In addition to Government there are a range of parties who will be affected by the procurement and delivery of the Project. These Interested Parties include:

the residents of the Gold Coast and visitors • to the city, particularly those residing or working along the corridor for the Project;

impacted land owners along the corridor • for the Project;

the local business community, including the • significant Gold Coast tourism industry and those members of the community located in Southport, Surfers Paradise and Broadbeach;

the responsible entities for and users of • facilities located along the corridor for the Project, including:

° the existing Gold Coast Hospital (located at Southport);

° the future Gold Coast University Hospital (to be located at Parklands);

° Griffith University (located at Parklands);

° existing event venues such as the Gold Coast Convention Centre and Jupiters Casino (located at Broadbeach); and

° existing major retail centres (including those located at Southport and Broadbeach).

In managing procurement of the Operator Franchise, the Project team on behalf of the State will consider the requirements and interests of the Interested Parties. The State also intends for PPP Co to proactively engage with Interested Parties during the Term of the Operator Franchise. The State therefore expects that Shortlisted Bidders will develop their Proposals to provide scope to address the requirements and interests of Interested Parties in appropriate and innovative ways.

3 Governance and Interested Parties


The Project



The Project will deliver 13 km of light rail system through the Operator Franchise supported by the Early and Enabling Works.

The CDIMP provides a concept design for the Project. This concept design, subject to any final refinements which the Project team is currently considering, will be provided to Shortlisted Bidders as the Reference Design with the RFP. Shortlisted Bidders will be required to develop their Proposals on the basis of the Reference Design and in accordance with the RFP.

The corridor for the Project and the station locations included in the concept design for the CDIMP are shown in Figure 4.1 of this Invitation.

4.1 Operator Franchise and the overall Project

The Project will be delivered through the Operator Franchise subject to the exclusions outlined at section 4.1.2 of this Invitation.

Respondents should note that:

certain elements of the Operator Franchise • may be the subject of a State contribution and / or may be returned works; and

the exact scope of the Operator Franchise (and • consequently the exclusions from the Operator Franchise outlined at section 4.1.2) will be settled and communicated prior to release of the RFP. Respondents should note that this may result in some refinements to the scope of the Operator Franchise.

Sections 4.1.1 and 4.1.2 should be read as subject to these matters.

4.1.1 Present Operator Franchise scope

PPP Co will be required to:

design, construct, finance and maintain the • System, which will comprise:

° depot and associated facilities;

° track and track slab;

° substations and associated power supply componentry;

° specified information technology systems (including a real time passenger information system);

° suitable vehicles;

° track lighting, corridor furniture;

° landscaping and directional signage;

° stations including fit out of the Parklands Drive station;

° Broadbeach south interchange;

° bridge and viaduct structures along the corridor for the System; and

° associated supporting urban design;

deliver, procure and finance:•

° roadworks (being key intersection upgrades, road widening and some associated works) at identified points along the alignment; and

° protection and / or relocation of public utilities which are located in or around the depot site or the roadworks undertaken in accordance with the Project Deed;

undertake testing and commissioning of the • System (including obtaining accreditation to operate the System);

recruit and mobilise an appropriate workforce • for the Operations Phase;

operate the System for the Operations Phase;•

4 The Project


THE PROJECT

GOLD COAST RAPID TRANSIT PRIORITY ROUTE

Griffith UniversityDistrict Station

Wardoo StreetLocal Station

SouthportRegional Station

Southport SouthLocal Station

Gold Coast HospitalLocal Station

Main BeachLocal Station

Paradise WatersLocal Station

Surfers ParadiseLocal Station

NorthcliffeLocal Station

Florida GardensLocal Station

Broadbeach NorthDistrict Station

Broadbeach SouthDistrict Station

Cypress AvenueDistrict Station

Broadwater ParklandsLocal Station

University HospitalDistrict Station

Depot location

Original locationof station at SouthportState School (nowrelocated to WardooStreet)

Cavill AvenueDistrict Station

Key

Priority route – Griffith Universityto Broadbeach.

Station locations.

0 150 300 600M

Figure 4.1 Project (Stage One of the GCRT Network) corridor and station locations


THE PROJECT

assist in network planning and other public • transport strategies; and

hand over the System as described in section • 6.3.1 of this Invitation.

PPP Co’s responsibilities may include operation and maintenance of Future Stages as described in section 6.9 of this Invitation.

4.1.2 Exclusions from Operator Franchise scope

There are certain components of the Project which may be procured outside of the scope of the Operator Franchise.

4.1.2.1 Early and Enabling Works

Certain time critical infrastructure will be delivered as Early and Enabling Works. These will be undertaken through several contracts which the State will procure and manage. The State intends for most works under these contracts to be completed prior to the commencement of the Term of the Operator Franchise.

Maintenance of certain Early and Enabling Works will likely be a responsibility of PPP Co (see further at section 5.1 regarding this interface). Such Early and Enabling Works will form part of the System upon their handover to PPP Co.

4.1.2.2 Works or activities retained by the State

The State may retain responsibility for certain activities such as revenue collection and protection.

Further, as the Project will be part of a public transport network which involves integrated ticketing, there are certain supply and maintenance obligations which the State may retain. These are expected to include supply of all ticketing equipment.

Full details on any works and activities retained by the State (including associated rights and obligations of PPP Co) will be provided with the RFP.

4.2 Government’s facilitation of the Project

Government has or is undertaking a range of activities to facilitate the Project.

4.2.1 Landacquisition

The State will undertake the acquisition of land required to deliver the Project in accordance with PPP Co’s design as agreed to at financial close. It is the State’s intention to provide possession of this land to PPP Co on a staged or whole of corridor basis prior to commencement of construction.

The CDIMP outlines the anticipated land impacts based on the concept design. It should be noted that the State does not presently intend to facilitate location of stations for the Project other than in accordance with the concept design.

4.2.2 Tenure for the corridor

The State is currently finalising the tenure scheme for the corridor. The State currently envisages that amendments to the Transport Infrastructure Act 1994 (Qld) will be required to facilitate the tenure scheme. Any such legislative amendments would be the responsibility of the State.

Detailed information on the land tenure arrangements, as well as the status and timing of legislative amendments, will be provided with the RFP and during the procurement process.

4.2.3 Approvals

The Project will require a range of approvals to be secured in order for construction to commence. This section 4.2.3 outlines the responsibility for and current status of some of these approvals.

4.2.3.1 Commonwealth approvals

A referral under the Environmental Protection and Biodiversity Conservation Act 1999 (Cth) (EPBC Act) was submitted for the Project in 2008. Since that time the Project team has been in ongoing consultation with the Commonwealth regarding the referral. Due to changes to the Project scope since 2008, a new referral has recently been submitted for the Project. Approval under the EPBC Act on the basis of this new referral is expected to be received by early 2010.

4.2.3.2 State approvals

PPP Co will be responsible for obtaining all State approvals applicable to the D&C Phase and Operations Phase activities undertaken by PPP Co. As examples, State approvals are likely to be required for construction of bridges and for environmentally relevant activities (e.g. storage of chemicals on the depot site).

4.2.3.3Localgovernmentplanningapprovals

Gold Coast City Council has endorsed amendments to the Gold Coast Planning Scheme to enable the Project to be developed as an exempt development for planning purposes. Whilst the State intends for PPP Co to bear most approvals risk, it does not envisage a need for PPP Co to obtain local government planning approvals in order to proceed with the works, assuming no substantial departures by PPP Co from the Reference Design.


THE PROJECT

4.2.4 Cultural heritage

The State is in the process of negotiating a Cultural Heritage Management Plan (ChMP) with local indigenous groups which will relate to areas of the Project. PPP Co will be required to comply with provisions of the approved CHMP. It is anticipated that the completed CHMP will be provided to Shortlisted Bidders during the RFP phase. PPP Co will be required to manage cultural heritage in accordance with the CHMP during the D&C Phase and the Operations Phase.

4.3 Impacts of the Project

As a primarily on-street and at-grade system that passes through heavily urbanised areas, the Project will have significant physical, social, environmental and economic impacts during both the D&C Phase and Operations Phase. These impacts are both positive and negative for the Gold Coast environment and community. The CDIMP for the Project provides detail of the likely impacts of the Project on the Gold Coast, particularly on the area surrounding the corridor.

4.3.1 Key impacts requiring mitigation

PPP Co will be required to manage impacts, including through appropriate mitigation measures, during both the D&C Phase and the Operations Phase. Key areas requiring careful management and mitigation of impacts include:

general construction impacts• including effects on traffic (including pedestrian and cyclist) movements, existing public bus services, local residents and businesses and urban amenity;

• noise and vibration impacts including impacts on sensitive precincts (e.g. medical and educational) which the corridor passes through or near as well as impacts on local residents and businesses along the corridor;

• environmental impacts particularly on vegetation, habitat, air quality, water quality and waterways along the corridor; and

social and community impacts• including loss of accessibility and disruptions during the D&C Phase.

4.3.2 Other key impacts

4.3.2.1 Contribution to the urban fabric of the Gold Coast

As noted at sections 1 and 2, the Project has been planned to maximise urban regeneration

and sustainable development. The State envisages that the Project (and Future Stages of the GCRT Network) will provide attractive, accessible connections to new and revitalised urban spaces along the corridor. While Respondents should note the provisions of section 6.7 of this Invitation, the State expects that PPP Co will make a significant contribution to positive land use outcomes and improved urban character. In particular, there will be a need for innovative station and interchange design to enable effective integration with other modes of transport and with other major infrastructure (including the Gold Coast University Hospital).

4.3.2.2 Employment and local industry

Both the Operator Franchise and the Early and Enabling Works are expected to provide a significant source of employment, training and industry development. It should be noted that the construction industry in Queensland is generally sufficiently developed in terms of the necessary skills to construct the Project, subject to certain specialist requirements.

In accordance with Government requirements, local and Australian industry participation policies will apply to the Operator Franchise (as well as to the Early and Enabling Works). Shortlisted Bidders will be required to develop industry participation plans as part of their Proposals. The State also intends to establish and maintain a database of local contractors who may have the capability to provide services to the Project. Government envisages that this may assist Shortlisted Bidders in development of local industry participation plans. Further details will be provided with the RFP.

Given the service focus and length of the Term of the Operator Franchise, the State expects that PPP Co will implement high quality training and up-skilling programs for staff during the Operations Phase. PPP Co will be required to provide a positive work environment for all staff which accords with all relevant legislation, government policy and terms of the Project Deed.

The National Code of Practice for the Construction Industry (the Code), in accordance with the Australian Government Implementation Guidelines for the National Code of Practice for the Construction Industry (the Guidelines), August 2009, applies to the Project. The Code and Guidelines can be viewed on the Commonwealth Government website at http://www.deewhr.gov.au/building. It is a condition of this Invitation that Respondents


THE PROJECT

and their other Consortium Members (if any):

comply with the Code and Guidelines in • submitting their EOI; and

submit the Declaration of Compliance • contained at Appendix E.

Respondents should note the provisions of section 11.12 of this Invitation in this regard.

4.3.3 The Project and special events

The Project is expected to both have an impact on and be impacted by the range of special events hosted annually by the Gold Coast, as well as the prolonged holiday periods (particularly centred around the school holiday periods of the various Australian States) which contribute to the Gold Coast’s sizeable tourism industry. A list of major special events occurring on the Gold Coast (as known at the date of this Invitation) has been included for the Respondent’s reference at Appendix F.

During the D&C Phase, special events may impact the Operator Franchise including in respect of the sequencing of works and the construction methods adopted by PPP Co. It is the State’s expectation that Shortlisted Bidders will develop their Proposals to appropriately mitigate and address such impacts, as well as to mitigate any impacts on special events caused by construction. During the Operations Phase, it is the State’s expectation that the Project will have a positive impact on special events by providing a key transport service for these events (including by providing a transport service to bus connections for events which are not in proximity to the Project). This will require a significant level of operational management and collaboration and requirements in this regard will be documented in the Project Deed.


Key interfaces



The Project will run primarily on-street and at-grade through a heavily urbanised environment. It will form part of an integrated, multi-modal public transport network. As noted at section 4.1, the System will also interface with infrastructure delivered as Early and Enabling Works and works and activities which may be retained by the State.

The State therefore recognises that effective allocation of risks for and appropriate treatment of interfaces will be critical to the Project’s success.

5.1 D&C Phase interfaces

Key D&C Phase interfaces will likely include:

interfaces with infrastructure delivered as • Early and Enabling Works – in respect of these interfaces and depending on the scope of the particular Early and Enabling Works contract, the State intends to:

° require Early and Enabling Works contractors to comply with certain standards in design and construction; and

° facilitate independent review of the design and construction of Early and Enabling Works before their acceptance by and handover to PPP Co;

interfaces with the surrounding road network • – in respect of these interfaces, the State intends for PPP Co to take primary responsibility for management of these interfaces; and

interfaces with delivery of any components • retained by the State – in respect of these interfaces, obligations and rights will be documented in the Project Deed.

The State will provide details in relation to the treatment of these and other D&C Phase interfaces with the RFP.

5.2 Operations Phase interfaces

Operation of the Project, including its integration within the road and public transport network of the Gold Coast, will require interface issues between numerous parties to be appropriately addressed. In particular, PPP Co’s operation and maintenance of the Project within the existing road environment (including through signalised and unsignalised intersections) will need to seamlessly integrate with the obligations of other relevant parties including DTMR, Gold Coast City Council, other infrastructure providers and emergency services authorities.

Addressing these interfaces will likely result in a range of agreements, some of which PPP Co may be a party to. The State also expects that Shortlisted Bidders will develop Proposals which include innovative strategies for effective interface management.

The State is developing a strategy and specific arrangements to address Operations Phase interfaces and will provide further details (including relevant draft documentation) with the RFP as noted at section 6.3.

5 Key interfaces


Commercial framework



The RFP will invite Shortlisted Bidders to submit Proposals setting out their approach to the Operator Franchise within the State’s commercial framework. This section sets out the proposed commercial framework which will be further developed prior to release of the RFP.

6.1 Contractual framework

The State expects PPP Co will be a single legal entity (which may be an entity created from a Consortium). The State’s present intentions in relation to contracting with PPP Co are described at section 3.1 of this Invitation.

The primary document governing the relationship between the State and PPP Co will be the Project Deed. In addition, the State will likely be a party to agreements of the following nature:

side deeds with PPP Co’s key subcontractors • (including for example the vehicle supplier), providing the State with direct rights in respect of their performance;

State security documentation, including a • debt finance side deed with PPP Co and its financiers;

site access agreements and leases / licences • with PPP Co; and

an agreement with PPP Co and the • independent verifier for the System.

It is envisaged that PPP Co will be party to a range of other agreements, including with its subcontractors and financiers. In addition, as outlined at section 5 of this Invitation, the Project will likely involve a range of interface arrangements, some of which PPP Co may be party to.

6.2 Financing

It is envisaged that finance for the Operator Franchise will be provided through a combination of debt and equity procured by PPP Co.

The State may determine that it will make a State contribution to the Operator Franchise. Such a contribution may be made periodically during the D&C Phase, on completion of the D&C Phase or during the Operations Phase.

6.3 Project Deed

The Project Deed will require PPP Co to undertake the Project in accordance with the Operator Franchise scope (outlined at section 4.1.1) for the duration of the Term. The State intends to release the Project Deed and related agreements to Shortlisted Bidders with the RFP.

6.3.1 Term and handover

The Term will comprise the D&C Phase and the Operations Phase. The Operations Phase is expected to be between 25 and 30 years (unless terminated earlier in accordance with the Project Deed).

At the end of the Term, PPP Co will be required to hand over the Project to the responsible entity at no cost in accordance with the Project Deed. The Project Deed will include specified requirements for the condition of the System and its residual design life on handover.

6.4 Draft risk allocation

The Project Deed and associated documentation will be based on the risk allocation developed by the State for the Operator Franchise. A draft risk allocation matrix indicating the State’s present position on key issues is included at Appendix A of this Invitation. The risk allocation will be further developed prior to release of the RFP.

6 Commercial framework


6.5 Service obligations

PPP Co will be required to comply with a range of service obligations. These are likely to include:

operation and maintenance of the System to • an agreed standard and in accordance with a performance regime (including to meet requirements for standards of customer service);

operation and maintenance of the System in • accordance with certain interface obligations (see section 5.2 of this Invitation in this regard);

obtaining and maintaining accreditation to • operate the System (further detail in this regard is provided at section 6.8 of this Invitation); and

assistance in network planning and • potentially other public transport strategies.

PPP Co will also be required to comply with a range of management obligations (including safety, environmental and workplace relations) and requirements under applicable approvals, laws, policies and guidelines.

6.6 Payment mechanism

PPP Co will generate its primary revenue through service payments made by the responsible entity during the Operations Phase in return for performance by PPP Co of its service obligations (as outlined at section 6.5) in accordance with the performance regime. The service payments will commence when the Project achieves service commencement (that is, operation of passenger services in accordance with the Project Deed). It is expected that the service payments will be sufficient to allow for repayment of the capital cost of construction and vehicle acquisition, financing costs and operating and maintenance costs.

The payment mechanism will be based on the performance regime and its key performance indicators will be formulated to incentivise PPP Co to achieve exceptional standards of customer service and integrated transport outcomes. Consequently, there may be key performance indicators around areas such as:

customer satisfaction; •

service reliability; and •

cleanliness and presentation of vehicles • and stations.

Service payments will be at risk of abatement if specified key performance indicators are not met.

The State intends for the performance regime to provide flexibility over the Term of the Operator Franchise (for example, to anticipate increases in service levels and standards such as increased service frequencies necessary to support an expanded patronage base).

The payment mechanism may include incentive mechanisms (for example, in areas such as achievement of patronage growth of above a certain threshold) which would provide an upside revenue opportunity for PPP Co.

The State intends to require Shortlisted Bidders to competitively bid the level of service payment required for their Proposals.

6.7 Additional revenue opportunities

Separately from the payment mechanism, PPP Co may be permitted to generate revenue from other sources including advertising. It is the State’s present intention to:

seek Proposals which include details of • Shortlisted Bidders’ proposed treatment of these additional revenue opportunities; and

reserve its right to accept or reject some or all • of the portion of the preferred Proposal which provides for additional revenue opportunities.

The State is seeking Proposals which are focussed on fulfilling the objectives of the Project (see section 2.3). Therefore, the State currently does not intend to allow Proposals which include property development on land which is provided by the State (see section 4.2.1).

6.8 Accreditation

The current requirements for accreditation under the Transport Infrastructure Act 1994 (Qld) are to be superseded. It is expected that between now and financial close, the State will pass legislation endorsing the National Rail Safety Accreditation Package for Queensland.

Subject to this legislative change, PPP Co will be required to obtain accreditation for the System under the National Rail Safety Accreditation Package, which has been developed to provide a nationally consistent approach to rail safety accreditation.

COMMERCIAL FRAMEWORK


Accreditation under the National Rail Safety Accreditation Package is based on matters including:

a safety case in which a proponent • demonstrates that the complete system is safe;

demonstration of financial capacity; and •

demonstration of appropriate public liability • insurance arrangements.

6.9 Future Stages

The State’s present intentions with respect to undertaking Future Stages of the GCRT Network are noted at section 2.4.

It is the State’s present intention that PPP Co will be required to design and construct the System to facilitate integration with Future Stages and assist in planning for and integrating any Future Stages in accordance with the Project Deed.

PPP Co may also be invited to operate and maintain Future Stages subject to PPP Co’s performance and the State’s absolute discretion in this regard.

COMMERCIAL FRAMEWORK


Procurement process – EOI phase



7 Procurement process – EOI phase

7.1 Introduction to procurement process for the Operator Franchise

The procurement process for the Operator Franchise will consist of:

the EOI phase which: •

° commences with the issue of this Invitation;

° involves the evaluation process described at section 9 of this Invitation, including potential for interaction during evaluation as described at section 9.1.1 of this Invitation;

° concludes with announcement of Shortlisted Bidders;

the RFP phase, described at section 8 of this • Invitation, which:

° commences following the announcement of Shortlisted Bidders;

° continues from the time of release of the RFP throughout the development, submission and evaluation of Proposals; and

° concludes with the announcement of the final preferred proponent; and

the completion phase, described at section 8.5. •

Probity protocols will apply to the procurement process (see further at section 10 of this Invitation).

7.2 Composition for EOI and changes to composition

The State is seeking EOIs which demonstrate a long term, operationally focussed commitment to the Project.

The evaluation criteria provide scope for EOIs to be received both from:

Respondents who represent a Consortium • and who will therefore rely on the experience

of Consortium Members to address the criteria; and

Respondents who do not represent a • Consortium but who may rely on use of Providers or their other previous experience to address the criteria.

Consortium Members may not be Consortium Members of more than one Consortium. Providers may be nominated as Providers to more than one Respondent or Consortium.

Respondents should carefully note the definitions of ‘Consortium Members’ and ‘Providers’ at section 12 of this Invitation. This Invitation gives scope for Providers to be significant subcontractors or suppliers to the entity proposed as PPP Co.

7.2.1 Changes to composition following EOI submission

After submission of its EOI, and until the date of announcement of Shortlisted Bidders, a Respondent may only change its Consortium Members or Providers with the prior written permission of the State.

The State’s position on changes to composition of Shortlisted Bidders is provided at section 8.1.

7.2.2 Composition and basis of evaluation

All EOIs will be evaluated, and Shortlisted Bidders selected, based on:

the Respondent, Consortium Members • and Providers (as relevant) identified in the Respondent’s EOI; and

any changes to Consortium Members • or Providers made in accordance with section 7.2.1.

The evaluation process is further described at section 9.1.


7.3 Timetable for EOI phase

DATE/PERIOD DesCriPtion

11 December 2009 Release of this Invitation

5 March 2010 (2 pm AEST)

Deadline for submission of EOIs

May 2010 Announcement of Shortlisted Bidders

The requirements for EOIs and their submission are contained at section 9.3 of this Invitation.

7.4 Registration

In order to submit an EOI, a Respondent must either have registered in its own right or, where the Respondent represents a Consortium, have at least one of its Consortium Members registered in accordance with section 7.5 of this Invitation.

Registrants will receive access to the electronic data room for the EOI phase, including access to:

this Invitation (including all Appendices); •

any requests for clarification and clarifications • issued in accordance with section 7.6 of this Invitation; and

any addenda which the State may issue in • accordance with section 11.5 of this Invitation.

This Invitation excluding the Appendices will be made publicly available on the Project’s website and may therefore be viewed by entities who have not registered.

7.5 Registration process

Entities have until 24 February 2010 to register.

To register, an entity must:

complete the Operator Franchise registration • process on the Project’s website (http://www.goldcoastrapidtransit.qld.gov.au); and

submit its registration payment of AUD$5500 • (GST inclusive) in accordance with the requirements contained on the Project’s website.

The State may in its absolute discretion permit an entity to register after 24 February 2010.

7.6 Clarifications

A Registrant may seek clarification in respect of any aspect of this Invitation by submitting a written request for clarification through the process provided for in the electronic data room. Clarifications must be submitted at least 10 calendar days prior to the deadline for submission of EOIs.

The State will have absolute discretion in determining whether to respond to a request for clarification. Where it does respond, the State

may respond by notice to the Registrant who submitted the request or to all Registrants (together with the request itself on a non-attributable basis). A Registrant may request that any request and clarification not be disclosed to other Registrants, but the State will have absolute discretion in determining whether it will disclose the request and clarification to other Registrants. If the State decides that it will disclose the request and clarification to other Registrants, the Registrant will first be given the opportunity to withdraw the request for clarification.

While the State expects that most requests for clarification will be submitted through the procedure outlined above, where a Registrant has a query of an urgent nature, the Registrant may direct its query to: Louise Maley (as point of contact for the Project team) Phone: +61 412 917 458.

Registrants should note the provisions of section 11.2 of this Invitation in relation to communications and contact.

7.7 Shortlisting

The State will evaluate EOIs and will make a decision on which Respondents it wishes to shortlist in accordance with section 9. The State is not required to release any details regarding the evaluation process.

It is the State’s intention to shortlist no more than three Respondents.

For the avoidance of doubt, where the State shortlists a Respondent which represents a Consortium, the Consortium which it represents will become the Shortlisted Bidder.

7.7.1 Probity and Process Deed

In accordance with the Confirmation Letter contained at Appendix D, the State will require any Respondent (and where relevant, any Consortium which it represents) as a condition precedent to becoming a Shortlisted Bidder to execute the Probity and Process Deed.

The Probity and Process Deed will require Shortlisted Bidders prior to release of the RFP to provide a deed of accession to the Probity and Process Deed (in a nominated form) executed by each and every Consortium Member and Provider who is intended to participate with the Respondent for the duration of the Procurement Phase and during the Term. Respondents should note the provisions of section 8.1 of this Invitation in this respect.

PROCUREMENT PROCESS – EOI PHASE


PROCUREMENT PROCESS – EOI PHASE

7.7.2 Bid bond

The Probity and Process Deed may require any Respondent (and where relevant, any Consortium which it represents) as a condition precedent to becoming a Shortlisted Bidder to deliver a bid bond, in an amount to be determined but which may be up to AUD$5 million. The purpose of the bid bond is to provide the State with an assurance of the Respondent’s ability and intention to participate in the procurement process through to its conclusion, including its ability and intention to comply with the Probity and Process Deed.


Procurement process – RFP phase



8.1 Changes to composition of Shortlisted Bidders

Until the required date for provision of the deed of accession described in section 7.7.1 of this Invitation, changes to the composition of Shortlisted Bidders and changes to Providers may only be made with the State’s prior written permission with the exception that a Respondent may:

add a Provider as a Consortium Member by • written notification to the State; and / or

where the Respondent has, for the purposes • of Returnable Schedule 7A, relied on its experience procuring expertise to deliver elements, add a new Provider or Consortium Member to deliver those elements by written notification to the State.

Following the required date for provision of the deed of accession described in section 7.7.1, and for the duration of the RFP phase, changes to the composition of Shortlisted Bidders and changes to Providers may only be made with the State’s prior written permission.

8.2 Indicative timetable for RFP phase and beyond

DATE/PERIOD DesCriPtion

June 2010 Release of RFP

November 2010 Deadline for submission of Proposals

March 2011 Announcement of preferred proponent(s)

May 2011 Financial close

May 2011 Commencement of Operator Franchise

Early 2014 Service commencement

8.3 Proposal preparation

8.3.1 Interactive process

The State recognises that an interactive process can assist both Shortlisted Bidders and Government by aiding the development of high quality, well considered Proposals.

The State therefore intends to conduct a structured interactive process commencing from the release of RFP. This process is likely to include regular meetings between the State and individual Shortlisted Bidders during the RFP phase. All aspects of the interactive process will be conducted within an appropriate probity framework.

Shortlisted Bidders will be encouraged to use the interactive process to test the acceptability of their technical and commercial solutions and to seek maximum understanding of the State’s requirements as expressed in the RFP documentation.

8.3.2 Information provided by the State

The State will provide a range of technical and commercial information to Shortlisted Bidders during the RFP process through an electronic data room. This information will include design information (including as built drawings) for infrastructure procured under Early and Enabling Works contracts. The data room will also include the Reference Design.

8.3.3 Costs

The State does not currently intend to make any reimbursement or contribution for costs incurred by Shortlisted Bidders during the RFP phase.

8 Procurement process – RFP phase


PROCUREMENT PROCESS – RFP PHASE

8.4 Proposals

8.4.1 Requirements for submission

The State will require Shortlisted Bidders to submit a complying Proposal in order for their Proposal to be evaluated. The State may in its absolute discretion also:

provide Shortlisted Bidders with the • opportunity to submit non-complying Proposal(s); and

require Shortlisted Bidders to submit variant • Proposal(s).

The State considers that this is a means by which it can provide scope for Shortlisted Bidders to propose innovative solutions which maximise whole of life outcomes for the Project.

8.4.2 Levelofcommitment

The State intends to require Proposals to include fixed and final pricing for the Operator Franchise.

8.4.3 Process

The State expects that Proposals when submitted will be Shortlisted Bidders’ best and final offers which will be sufficiently complete and final to permit selection of preferred proponent(s) without the need for an additional offer process.

The State will reserve its right to select two prefered proponents and to require complete and final documentation from each before selecting a final preferred proponent. In this event, it would be the State’s intention that announcement of the final preferred proponent and contractual close would occur on or around the same date.

8.5 Completion phase

The following activities will take place following announcement of the final preferred proponent:

execution of the Project Deed and related • agreements; and

completion of all requirements necessary for • financial close to the satisfaction of the State.


PROCUREMENT PROCESS – RFP PHASE


Evaluation and requirements for EOI



The objective of the evaluation process is to select the Shortlisted Bidders to whom the State intends to issue the RFP.

9.1 Evaluation process

The evaluation process will involve three stages:

STAGE DesCriPtion

1 Conformance checklist

A review to determine whether the Respondent has provided a conforming EOI.

2 Mandatory evaluation

An evaluation of conforming EOIs against the mandatory evaluation criteria.

3 Comparative evaluation

An evaluation of conforming EOIs which have met the mandatory evaluation criteria against the comparative evaluation criteria.

All EOIs will be evaluated, and Shortlisted Bidders selected, based on:

the information contained in the • Respondent’s EOI;

any information obtained by the State as • contemplated at sections 9.1.1, 11.7, 11.14(a), 11.14(h) or 11.15 of this Invitation; and

the matters noted in section 7.2.2 of this • Invitation.

9.1.1 Interaction during evaluation

The State’s evaluation panel may (in its absolute discretion) conduct an interactive process with Respondents where the evaluation panel deems this necessary to assist in its evaluation of the comparative evaluation criteria (see section 9.2.2

of this Invitation) and decision on shortlisting. This interaction may involve activities provided for in section 11.7, including structured and confidential meetings with Respondents to discuss information provided in EOIs. Any such interaction will be conducted within the framework of the probity arrangements for the Project (which may include provision of further probity and confidentiality declarations prior to such interaction commencing).

9.2 Evaluation criteria

Appendix C to this Invitation contains the Returnable Schedules.

Each evaluation criterion is accompanied by a Returnable Schedule as noted at sections 9.2.1 and 9.2.2. Respondents should address each and every evaluation criterion by completing the relevant Returnable Schedule for each criterion.

In responding to evaluation criteria C to I (inclusive), the Respondent may refer to and rely on the experience of its Related Parties and / or the Related Parties of its Consortium Members where Returnable Schedule 1D and / or Returnable Schedule 2B identify that the Respondent or its Consortium Members propose to rely on the resources or obtain the support of those Related Parties.

9.2.1 Mandatory evaluation criteria

For mandatory evaluation criteria, the Respondent must demonstrate to the satisfaction of the State that it has the capacity to comply with the criteria. As noted at section 9.1, an EOI which does not demonstrate this capacity will not be considered for evaluation against the comparative evaluation criteria.

9 Evaluation and requirements for EOI


The mandatory evaluation criteria are:

CRITERIA AsPeCtBeinGeVALuAteD returnABLesCHeDuLe

A General capacity to participate in procurement and delivery of the Project including particulars of:

Corporate structure, scale and experience to • support long-term participation in the Operator Franchise PPP Procurement, D&C and Operations Phases

Competency to manage a public transport • system

Adherence to probity requirements and • sufficiency of corporate arrangements to address probity and participation issues

Schedule 1

B Financial capacity Financial strength and demonstrated ability to • raise finance sufficient to undertake the Operator Franchise

Schedule 2

C Demonstrated ability to operate and maintain a light rail system

Demonstrated experience• Schedule 3

9.2.2 Comparative evaluation criteria

For comparative evaluation criteria, the Respondent will be evaluated on the basis of its capability to fulfil the criteria.

The comparative evaluation criteria are:

CRITERIA AsPeCtBeinGeVALuAteD returnABLesCHeDuLe

D Approach to managing an urban transport system

Approach to managing a light rail system and to • working cooperatively in public transport projects

Schedule 4

E Ability to achieve whole of life outcomes

Demonstrated experience•

Understanding of whole of life issues•

Schedule 5

F Approach to risk and responsibility allocation

Approach to risk allocation for the Project•

Approach to consortium arrangements for the • Project

Schedule 6

G Demonstrated ability to design, construct, install and commission a first class public transport system


Understanding of issues relevant to the Project•

Approach to design, construction, installation • and commissioning for the Project

Schedule 7

H Ability and approach to raising finance for major infrastructure PPP projects


Approach to raising finance for the Project•

Schedule 8

I Demonstrated ability to successfully manage impacts of major infrastructure projects


Approach to impact management for the Project•

Schedule 9

J Strategic Operations Plan for the Project

Understanding of issues relevant to the Project •

Approach to operations and maintenance for • the Project

Schedule 10

EVALUATION AND REQUIREMENTS FOR EOI


9.3 Requirements for EOI

9.3.1 Inclusions and format

An EOI should include:

the Respondent Details completed in • accordance with Appendix B;

all Returnable Schedules completed in • accordance with Appendix C and this section 9.3.1;

the Confirmation Letter completed in • accordance with Appendix D; and

the Declaration of Compliance completed • in accordance with Appendix E.

The completed Returnable Schedules should:

for Returnable Schedules 1 – 9, comprise no • more than 70 A4 pages of no less than Arial size 10 font (for the avoidance of doubt, double sided pages will be considered as two pages);

separately for Returnable Schedule 10, • comprise no more than 30 A4 pages of no less than Arial size 10 font (for the avoidance of doubt, double sided pages will be considered as two pages);

each be clearly marked so that the evaluation • panel can identify which Schedule and Item the Respondent is addressing; and

be provided without any attachments or hard • copies of additional information, unless the relevant Item in the Returnable Schedule specifically notes that attachments or hard copies of additional information may be provided.

9.3.2 Submission

The Respondent should submit five bound hard copies, two unbound hard copies and two electronic copies (on separate CDs formatted to Microsoft Office 2003) of its EOI in a sealed package or packages marked ‘Strictly Private and Confidential – GCRT Operator Franchise’ by hand delivery to the GCRT Project Office tender box located at:

Level 6, Southport Central Tower 1 56 Scarborough Street Southport Queensland 4215 Australia

Any change in this location will be notified to Respondents.

The deadline for submission of EOIs is 2 pm Australian Eastern Standard Time (AEST) on Friday 5 March 2010, unless the State determines in its sole discretion that it will accept the EOI where it has been submitted after the deadline.

EVALUATION AND REQUIREMENTS FOR EOI


Probity and participation issues



10.1 Probity Adviser

The Probity Adviser is BDO Kendalls. The Probity Adviser’s role in the EOI process includes:

advising in respect of the procedures • adopted in the receipt and evaluation of EOIs, monitoring the EOI phase (including evaluation and any interaction) and providing independent validation of this to the State;

providing guidance to the State as to how • probity issues can be resolved; and

monitoring communications and interaction • that occur between Registrants or Respondents and any representatives of the State in respect of the Project during the EOI phase.

The Probity Adviser is not part of the evaluation panel but an independent observer of the evaluation process and will not be involved in the evaluation of any EOI.

Registrants who have any concerns about the probity of the procurement process should promptly bring their concerns to the attention of the Probity Adviser. The Probity Adviser’s contact details are as follows:

Mr Zoran Radosevic Partner BDO Kendalls Level 18 300 Queen Street Brisbane Queensland 4000

Telephone: +61 7 3237 5799 Fax: +61 7 3221 9227 Email: [email protected]

10.2 State Advisers

In addition to the Probity Adviser, the following advisers have been appointed to assist the State in relation to the Project:

CAPACITy ADVISER

Commercial and Financial Adviser

Pricewaterhouse Coopers

Legal Adviser Corrs Chambers Westgarth

Transaction Management Adviser

Coffey Commercial Advisory

Operations Adviser Interfleet

Technical and Engineering Adviser

Aurecon

Embedded Project Team Members

Manidis Roberts, Ranbury Management Group and Sturgeon Consulting

Transport Modelling and Future Stages Corridor Planning Advisers

MWH

Respondents, Consortium Members and Providers may not engage any State Adviser for any part of their EOI or in any other capacity in relation to the Project.

Respondents must identify any existing relationship they, their Consortium Members or their Providers have with any State Adviser in its Returnable Schedule 1F. Depending on the nature of the relationship, the State may require arrangements (such as separation protocols) to be implemented by a Respondent prior to any such Respondent becoming a Shortlisted Bidder.

In addition, there are a small number of persons who have previously been engaged by the State in relation to the Project who may either be restricted from further participation in the Project (including as a Respondent, Consortium Member, Provider or Team Member) or who may require approval of the State for such participation. The State has informed these persons of these

10 Probity and participation issues


PROBITY AND PARTICIPATION ISSUES

requirements. Respondents must make their own enquiries in relation to any previous participation and restrictions or conditions of future participation in the Project.

Any previous participation in the Project by a person who is a Respondent, Consortium Member, Provider or Team Member constitutes a potential conflict of interest which must be disclosed in accordance with the provisions of section 11.15.

10.3 Participation by Team Members

No individual may be a Team Member for more than one Respondent (including for its Consortium Members individually).

No individual who is currently engaged by or on behalf of Government in connection with the Project may be a Team Member for any Respondent.

A Respondent must identify in its Returnable Schedule 1F any of its Team Members who have been engaged at any time (in an individual, employed or engaged capacity) by or on behalf of Government (including any of its agencies and including the Project team) in connection with the Project. The State will consider the involvement of the relevant Team Members in the RFP phase (in the event that the Respondent were to become a Shortlisted Bidder) on a case by case basis, including with regard to the relevant Respondent’s Returnable Schedule 1F in relation to the relevant Team Members.

10.4 Participation in Early and Enabling Works contracts

The State’s present position is that Respondents, their Consortium Members individually and / or their Providers may participate in procurement for or delivery of Early and Enabling Works contracts in addition to participating in procurement for or delivery of the Operator Franchise.

The State does not currently require probity measures such as separation protocols or separate teams to be established by the Respondent, any of its Consortium Members or Providers or their Related Parties or Team Members in respect of the Early and Enabling Works contracts. However, the State reserves the right to require implementation of such measures, including in the Probity and Process Deed.

A Respondent must identify in its Returnable Schedule 1F:

whether it, any of its Consortium Members or • any of its Providers are participating or intend to participate in procurement for Early and Enabling Works;

whether any Related Party of itself or any of • its Consortium Members is participating or intends to participate in procurement for Early and Enabling Works contract(s); and

where any such participation or intention • to participate has been identified, a brief description of how such participation would be managed concurrently with the Operator Franchise procurement process.

Respondents should note that the definition of ‘Related Party’ appears at section 12.

10.5 Related Members for Operator Franchise procurement

The definition of ‘Related Member’ appears at section 12.

The State will consider the involvement of Related Members in the procurement process for the Operator Franchise on a case by case basis, including with regard to the Respondent’s Returnable Schedule 1F.

10.5.1 Related Members and Team Members

An individual may not be a Team Member for Related Members. The State may require Team Members, executive managers and board members of Related Members to sign acknowledgements or undertakings relating to compliance with obligations under the Probity and Process Deed.

10.5.2 holding Company of Related Members

A Respondent must identify in its Returnable Schedule 1F whether a Related Member’s corporate policy requires approval of the Respondent’s EOI or Proposal at a holding company (or other board level e.g. ultimate parent level). For the avoidance of doubt, where the Respondent represents a Consortium, this information must be provided in relation to each Consortium Member.

If the Related Member’s corporate policy requires approval of the EOI or Proposal at a holding company level (or other board level e.g. ultimate parent level), the holding company (or parent company as the case may be) must establish a


PROBITY AND PARTICIPATION ISSUES

board sub-committee for each Related Member, with authority to make final decisions. Where a board sub-committee is required to be established, then the full board cannot be shown any information of any individual EOI or Proposal.

No person can be a member of more than one board sub-committee. All holding company board members (whether members of a board sub-committee or not) and executive managers may be required to sign confidentiality acknowledgments at any stage in the procurement process.

The holding company is to have all required measures in place to prevent access to confidential information relating to an EOI or Proposal by any person who is not a Team Member or a member of the board sub-committee for the relevant bidder.

Government may appoint an independent probity auditor for the holding company. The probity auditor will report regularly to the State. These probity auditor costs will be met by the holding company.

As a condition precedent to a Respondent or the Consortium it represents becoming a Shortlisted Bidder, the State may require the relevant holding company to enter into a probity and process agreement satisfactory to the State. The probity and process agreement will include detailed commitments from the holding company to ensure compliance with the principles expressed in this section 10.5.2. The Probity and Process Deed may provide for disqualification of a Shortlisted Bidder (without compensation) from the RFP phase and / or calling in all or some of the bid bond provided by a Shortlisted Bidder where the holding company breaches the agreement executed by it.


Terms and conditions of this Invitation



11.1 Conforming EOI

To be treated as conforming, an EOI should:

(a) be completed in accordance with section 9.3.1;

(b) be submitted in accordance with section 9.3.2; and

(c) comply with the matters noted in section 11.12.

Without prejudice to any other provision of this Invitation, the State in its absolute discretion may evaluate, reject or not evaluate any EOI which it deems to be non-conforming. The State in its absolute discretion may inform a Respondent that its EOI is deemed to be non-conforming and may invite that Respondent to submit a conforming EOI within a nominated timeframe.

11.2 Respondent communications

Other than as provided for at section 7.6 and section 10.1, Registrants, Respondents, Consortium Members and Providers shall not contact:

(a) Government (including, for the avoidance of doubt, the State);

(b) any of Government’s authorities (including TTA), agencies, officers, employees, agents or advisers (including the State Advisers); or

(c) any elected representative of Government,

to discuss this Invitation, their preparation of an EOI or any other element of their participation in the procurement process for the Operator Franchise in any way.

If a Registrant, Respondent, any of its Consortium Members or any of its Providers wishes to obtain information or other input from Government in relation to this Invitation or its preparation of an EOI, it must direct its query (clearly identifying the information or other input

it is seeking) through the procedure provided for in section 7.6 of this Invitation.

At the sole discretion of the State, any breach of this section 11.2 may lead to exclusion from the procurement process for the Operator Franchise.

11.3 Media and other communications

Registrants, Respondents, Consortium Members and Providers acknowledge and agree that they must not use any media or any other similar communication channels:

(a) in a way which may reflect adversely on the Project or Government in relation to the Project; or

(b) to comment about matters associated with the EOI phase.

If a Registrant considers that it must make a public or media statement in relation to or connection with the Project, it must first to the extent reasonably possible discuss the content of such statement with the State and comply with any requirements which the State may express in relation to the statement.

11.4 Variations to this Invitation

The State reserves the right, in its absolute discretion, to issue additional information in relation to this Invitation at any time until the announcement of Shortlisted Bidders, including information which varies the terms, procedures, evaluation criteria or any other provision of this Invitation. The State is not obliged to give any reasons for the issue of such additional information.

11.5 Addenda

Where the State:

(a) issues information in accordance with section 11.4; or

(b) otherwise issues any further written information

11 Terms and conditions of this Invitation


TERMS AND CONDITIONS OF THIS INVITATION

in relation to this Invitation (other than information which is made publicly available by Government);

the State will issue such information as addenda to this Invitation and will release such addenda through the electronic data room established for the EOI phase. Such addenda will upon issue in the data room by the State become part of this Invitation. The State may also in its discretion issue information issued in accordance with section 7.6 as addenda.

11.6 Use of Invitation and information

This Invitation is made available only in connection with the EOI process and may not be used other than for the purposes of the Registrant or a Consortium for which the Registrant is a Consortium Member preparing an EOI.

Registrants, Respondents, Consortium Members and Providers acknowledge and agree that:

(a) Government (including for the avoidance of doubt its members individually) and its authorities (including TTA), agencies, officers, employees, agents and advisers (including the State Advisers) do not give any warranty, or make any representation, as to the completeness or accuracy of this Invitation, any information referred to in this Invitation or any information subsequently provided by or on behalf of Government (including by the State and including for the avoidance of doubt by or on behalf of the State Advisers) in relation to this Invitation;

(b) Government (including for the avoidance of doubt its members individually) and its authorities (including TTA), agencies, officers, employees, agents and advisers (including the State Advisers) do not give any warranty, or make any representation, as to the occurrence or timing of any events which are projected or proposed in this Invitation or any information subsequently provided by or on behalf of Government (including by the State and including for the avoidance of doubt by or on behalf of the State Advisers) in relation to this Invitation (including for the avoidance of doubt and without limitation the undertaking of any Future Stages or any legislative change);

(c) Government (including for the avoidance of doubt its members individually) and its authorities (including TTA), agencies, officers, employees, agents and advisers (including the State Advisers) do not owe any duty of care or other responsibility to any Registrant,

Respondent, Consortium Member or Provider in relation to this Invitation or any information subsequently provided by or on behalf of Government (including by the State and including for the avoidance of doubt by or on behalf of the State Advisers) in relation to this Invitation or to any part of the procurement of the Operator Franchise;

(d) they must make their own enquiries and assessment of this Invitation, any information referred to in this Invitation or any information subsequently provided by or on behalf of Government (including by the State and including for the avoidance of doubt by or on behalf of the State Advisers) in relation to this Invitation;

(e) they must make their own enquiries and assessments of the requirements of applicable legislation and government policy, including but not limited to the requirements of the Foreign Acquisition and Takeovers Act 1975 (Cth) in relation to participation in the Project; and

(f) they have no claim of any kind whatsoever against Government (including for the avoidance of doubt its members individually) and its authorities (including TTA), agencies, officers, employees, agents and advisers (including the State Advisers) in relation to this Invitation or any information subsequently made available by Government (including by the State) in relation to this Invitation.

11.7 Enquiries by Government

The State may seek clarification from a Respondent in relation to any aspect of its EOI. Government will direct such enquiries to the principal representative(s) of the Respondent nominated in the Respondent Details form (contained at Appendix B). Respondents are required to respond promptly, in writing, to all requests for clarification received from the State.

The State may make any enquiries of any persons which it deems necessary in order to verify or obtain further details on any information provided by a Respondent in its EOI. This may include (but is not limited to) the State:

(a) conducting structured and confidential interviews or meetings with Respondents in relation to information provided in their Returnable Schedules;

(b) conducting any reference checks it deems necessary in relation to any prior experience which a Respondent refers to in its EOI



including for the avoidance of doubt any project identified in a Returnable Schedule; and

(c) conducting its own verification of any prior experience which a Respondent refers to in its EOI including for the avoidance of doubt any project identified in a Returnable Schedule.

In its evaluation of a Respondent’s EOI, the State may have regard to any information which it has obtained in accordance with this section 11.7.

11.8 Treatment of information in EOIs

EOIs become the property of the State upon submission, and will not be returned to Respondents.

The State will treat all EOIs as confidential.

Subject to any other provision of this Invitation, any intellectual property rights contained in an EOI will remain the property of the Respondent. A Respondent must clearly identify any information in its EOI which it considers to be subject to intellectual property rights in favour of the Respondent.

Without limitation, Respondents, Consortium Members and Providers authorise the State to use, copy, adapt and reproduce the whole or any portion of their EOIs for the purposes of evaluation.

11.9 Right to Information

The Right to Information Act 2009 (Qld) (RTI Act) may apply to information provided in EOIs. The RTI Act provides members of the public with a legally enforceable right to access documents held by the State and its agencies. All or part of the information contained in an EOI may be disclosed to third parties if there is a requirement to do so under the provisions of the RTI Act.

If disclosure under the RTI Act, and / or general disclosure of information provided by the Respondent, Consortium Members or Providers (as relevant) would be of substantial concern to the Respondent, Consortium Members or Providers (as relevant), because it would disclose:

(a) trade secrets;

(b) information of commercial value;

(c) the purpose or results of research; or

(d) other information of a confidential nature,

then the information should be marked as follows:

“RTI Act – Sensitive Business Information

Confidential to [entity name]

Refer to [name and title of the entity who is claiming exemption]

Telephone [direct telephone number]”

Marking information in the manner stated above will not necessarily prevent disclosure of that information in accordance with the RTI Act. Any decision to release information will be determined by the requirements of the RTI Act. Respondents, Consortium Members and Providers are not entitled to make any claim in relation to any actions taken or which may be taken under or in relation to the RTI Act.

11.10 Collusive tendering

Registrants, Respondents, Consortium Members and Providers acknowledge and agree that they must not engage in any collusive tendering, anti-competitive conduct or any other similar conduct with any other Respondent or any other person in relation to the preparation or submission of an EOI. Evidence of such conduct may lead to the rejection of the EOIs of all Respondents, Consortium Members and Providers involved.

11.11 influences

Without limitation to any other provision of this Invitation, Registrants, Respondents, Consortium Members and Providers acknowledge and agree that they must not seek to influence any of:

(a) Government (including, for the avoidance of doubt, the State);

(b) any of Government’s authorities (including TTA), agencies, officers, employees, agents or advisers; or

(c) any elected representative of Government,

in relation to the procurement process for the Operator Franchise in any way (including but not limited to the offering or provision of favours, gifts, entertainment or other acts which could be construed as special treatment).

At the sole discretion of the State any breach of this section 11.11 may lead to exclusion from the procurement process for the Operator Franchise.


11.12CompliancewithnationalCodeofPractice for the Construction Industry

(a) It is a condition of participation in the procurement process for the Operator Franchise that Respondents and all and any of their Consortium Members comply with the National Code of Practice for the Construction Industry (Code) and the Australian Government Implementation Guidelines, August 2009 (Guidelines).

(b) By submitting an EOI to undertake the Project, the Respondent and all and any of its Consortium Members:

(i) will be deemed to have read; and

(ii) agree that it must comply with, the Code and Guidelines.

(c) To submit a conforming EOI, the Respondent and all and any of its Consortium Members must not be, at the time of submission of the EOI:

(i) precluded from tendering for Commonwealth Government funded work; or

(ii) subject to a judicial decision against them relating to employee entitlements, not including decisions under appeal, and have not paid the claim.

(d) A failure to comply with section 11.12(c) will mean that the Respondent may be automatically excluded from the procurement process for the Operator Franchise.

(e) Notwithstanding any other provisions of this Invitation, Respondents and all and any of their Consortium Members hereby consent to the disclosure of information concerning compliance with the Code and Guidelines, including details of whether or not a sanction (see section 8.2 of the Guidelines) has been imposed. This consent extends to disclosure by the Commonwealth, its agencies and ministers, and disclosure to others for the purposes of facilitating compliance with the Code and Guidelines and the exercise of their statutory and portfolio responsibilities. Respondents must ensure that their proposed subcontractors and consultants are also aware of, and agree to comply with, these rights of use and disclosure.

(f) Respondents and all and any of their Consortium Members should be aware that the Code and Guidelines apply to:

(i) the Project; and

(ii) all construction building work undertaken by the Respondent and all and any of its Consortium Members and its related entities thereafter as defined in the Guidelines, including work on all new privately funded construction projects in Australia. For further information on the definition of privately funded construction projects, see section 3.4 of the Guidelines.

(g) It is a condition of this Invitation that Respondents and all and any of their Consortium Members comply with the Code and Guidelines. As part of its EOI, Respondents and all and any of their Consortium Members must submit the Declaration of Compliance which is contained at Appendix E to this Invitation.

(h) Respondents should note that when assessing EOIs, preference may be given to EOIs that demonstrate a commitment to:

(i) adding and / or retaining trainees and apprentices; and / or

(ii) increasing the participation of women in all aspects of the industry.

11.13 Change in circumstances

Without limitation to any other provision of this Invitation, each Respondent must inform the State promptly in writing of any material change to any of the information contained in the Respondent’s EOI, and of any material change in circumstance which may affect the completeness or accuracy of any information provided in, or in connection with, the EOI.

The State may also require Respondents to confirm in writing that no such material change has occurred.

11.14 Other Government rights

Without limitation, the State reserves the right, in its absolute discretion at any stage of the procurement process to:

(a) require additional information from a Respondent;

(b) cancel or suspend the procurement process;

(c) terminate further participation in the procurement process by a Respondent or Registrant;

(d) change the basis on which Respondents or Registrants may be, or are required to, participate in the procurement process;




(e) reject any or all EOIs at any time for any reason;

(f) reject late EOIs;

(g) publish the names of Registrants, Respondents, their Consortium Members and Providers and / or Shortlisted Bidders;

(h) rely on publicly available information relating to Respondents as part of the evaluation process;

(i) change the scope of the Project (including the Operator Franchise); and

(j) not proceed with all or any part of the Project (including the Operator Franchise).

To the extent permitted by law, Registrants, Respondents, Consortium Members and Providers will have no claim against the State arising out of the State’s exercise, or failure to exercise, any rights under this Invitation.

11.15Conflictsofinterest

Respondents must make full, frank and prompt disclosure of:

(a) any actual or potential conflict of interest (in relation to themselves, any of their Consortium Members and any of their Providers) in their Confirmation Letter contained at Appendix D; and

(b) any actual or potential conflict of interest (in relation to themselves, any of their Consortium Members and any of their Providers) which may arise after submission of their EOI in writing to the State.

In determining whether an actual or potential conflict of interest may exist, Respondents must have regard to the provisions of section 10 of this Invitation.

The State reserves the right, in its absolute discretion, at any stage of the EOI phase, to undertake investigations to satisfy itself that there are no conflicts of interest or potential conflicts of interest which may preclude a Respondent or any of its Consortium Members from becoming a Shortlisted Bidder.

11.16nolegalrelationship

This Invitation is not an offer.

The submission of an EOI will not result in any legal or other obligation arising between any Registrant, Respondent, Consortium Members or Providers and Government (including the State individually) and its authorities (including TTA), agencies, officers, employees, agents and advisers (including the State Advisers). For the avoidance of doubt, the State will have no legal or other obligation to any Registrant,

Respondent, Consortium Members or Providers in relation to the consideration, evaluation, acceptance or rejection of any EOI or the failure to consider, evaluate or accept any EOI.

11.17noappeal

Registrants, Respondents, Consortium Members and Providers will not have a right to appeal against any decisions arising from the EOI process.

11.18 Prior agreement

The terms and conditions of the Invitation are additional to and do not limit the terms of any prior agreement (including without limitation a Registrant’s acceptance of the terms and conditions of registration for the EOI process) between the State and a Registrant, Respondent, Consortium Member or Provider in relation to any aspect of the Project.

To the extent of any inconsistency between the terms and conditions of this Invitation and the terms of any prior agreement, the terms and conditions of this Invitation prevail.

11.19 Government not liable for costs

The State will not be responsible or liable for payment or reimbursement of any costs, expenses or loss which may be incurred by any Registrant, Respondent, Consortium Member or Provider in the preparation of an EOI or otherwise in connection with the EOI process (including for the avoidance of doubt any interactive process which the State may undertake in accordance with section 9.1.1).

11.20 Governing law and jurisdiction

This Invitation is governed by and is to be construed in accordance with the laws applicable in the State of Queensland, Australia.

The Respondent, its Consortium Members and any of their Providers irrevocably and unconditionally submit to the non exclusive jurisdiction of the courts exercising jurisdiction in the State of Queensland, Australia and any courts which have jurisdiction to hear appeals from any of those courts and waives any right to object to any proceedings being brought in those courts.

11.21 Severability

If a provision of this Invitation is illegal or unenforceable in any relevant jurisdiction, it may be severed for the purposes of that jurisdiction without affecting the enforceability of the other provisions of this Invitation.

52

SECTION NAME

Gold Coast Rapid Transit, Operator Franchise PPP, Invitation for Expressions of Interest – December 2009

Definitions


12


12 Definitions

TERM meAninG

AEST Australian Eastern Standard Time.

CDIMP The Concept Design and Impact Management Plan for the Project noted in section 2.2.

Consortium A group of persons who together intend to form a single legal entity which would become PPP Co to deliver the Operator Franchise.

Consortium Member A person who is a member of a Consortium.

D&C Phase The period of the Operator Franchise from commencement of the Term to the date of service commencement.

Early and Enabling Works The series of Government-funded contracts which the State will procure and which will deliver works which will form part of the Project, the scope of these contracts being outlined in section 4.1.2.1.

Expression of Interest (EOI) A Respondent’s response to this Invitation, being the Respondent’s expression of interest to deliver the Operator Franchise.

Future Stages Any portions of the light rail system on the Gold Coast which may be undertaken having a connection directly or through another Future Stage with the Project.

GCRT Network The Project and any Future Stages.

Government The Commonwealth of Australia, the State and Gold Coast City Council in their capacities as funding agencies for the Project and where the context permits, means those entities separately and individually.

Interested Parties The entities and groups identified in section 3.4.

Invitation This document including its Appendices.

National PPP Guidelines Australia’s national public private partnership policy published by Infrastructure Australia and available at http://www.infrastructureaustralia.gov.au/.

Operations Phase The period of the Operator Franchise from the date of service commencement to the end of the Term.

PPP Co The entity responsible for undertaking the Operator Franchise in accordance with the Project Deed.

Probity and Process Deed A deed provided by the State which Respondents and any of their Consortium Members will be required to execute in order to become Shortlisted Bidders.

Procurement Phase The period encompassing the entirety of the procurement process for the Operator Franchise which is described at sections 7 and 8.


DEFINITIONS

TERM meAninG

Project Stage One of the GCRT Network and which will be delivered through the Operator Franchise and the Early and Enabling Works contracts and in respect of which PPP Co will have obligations in the Project Deed.

Project Deed The deed which will be entered into by the responsible entity as noted in section 3.1 and PPP Co for delivery of the Operator Franchise.

Proposal A Shortlisted Bidder’s response to the RFP.

Provider A person who is identified as a key supplier or subcontractor to a Respondent or to a Consortium represented by a Respondent for the Operator Franchise, but who is not itself a Consortium Member.

Reference Design The State’s design provided with the RFP.

Registrant A person who participates in the EOI process after registering in accordance with section 7.5.

Related Member Each Respondent or Consortium Member who is a Related Party of any other Respondent or Consortium Member of any other Respondent.

Related Party In relation to a Respondent or Consortium Member, a person (which may or may not be a person formed or carrying on business within Australia) which is a related body corporate as defined by sections 9 and 50 of the Corporations Act 2001 (Cth) of that Respondent or Consortium Member and includes an associate as defined by sections 10 to 17 of the Corporations Act 2001 (Cth).

Request for Proposal (RFP) The documentation which the State intends to issue to Shortlisted Bidders seeking detailed proposals to undertake the Operator Franchise.

Respondent A person who submits an EOI in response to this Invitation, and for the avoidance of doubt may be:

(a) a single legal entity; or

(b) a Consortium Member who represents a Consortium and any Providers for the purposes of submitting an EOI.

Shortlisted Bidder A Respondent or Consortium represented by a Respondent who is selected to submit a Proposal.

State The State of Queensland, acting through the Department of Transport and Main Roads.

State Adviser An adviser noted at section 10.2.

System The light rail system (including for the avoidance of doubt the light rail vehicles) which the PPP Co will deliver (including for the avoidance of doubt operate and maintain) in accordance with the scope outlined at section 4.1.

Team Member An individual who is an employee, agent or adviser of a Respondent (including for any of its Consortium Members individually) or a Respondent’s Provider who is directly involved in the preparation of the EOI for that Respondent.

Term Has the meaning given to it in section 6.3.1.

TransLink Transit Authority (TTA)

The statutory authority of the State responsible for the urban public transport network in south east Queensland.

Value for Money Framework The State’s public private partnership policy published by the Queensland Department of Infrastructure and Planning and available at http://www.dip.qld.gov.au/.


DEFINITIONS


Date post:	30-Jul-2020
Category:	Documents
Upload:	others
View:	0 times
Download:	0 times

Operator Franchise PPP Invitation for Expressions of Interest · Broadbeach via the iconic Surfers...

Documents