In these Guidelines, unless there is anything repugnant to the subject or context-
(i) "Applicable Line Ministry" means the ministry of the People's Republic of Bangladesh which is mandated under the Rules of Business 1996 to deal with the subject proposed by the Original Proponent.
(ii) "Applicant" means the entity or a Consortium who submitted an Application in response to the Request for Qualification (RFQ) document. The term Applicant used herein shall apply to both a single entity and a Consortium.
(iii) "Application" means the application that contains the requirements of the Request for Qualification (RFQ) document which is submitted by the Applicants in order to be pre-qualified and thereafter shortlisted for the PPP Project.
(iv) "Approving Authority" means the Cabinet Committee on Economic Affairs (CCEA) which is mandated to provide In-Principle Approval and Final Approval for PPP Projects.
(v) "Bid" means the Bidder's written offer based on the covenants, terms and conditions as contained in the IFB for the PPP Project.
(vi) "Bidder" means the entity or Consortium of more than one entity who submits a Bid in response to the Invitation for Bid (IFB). The term Bidder used herein shall apply to both a single entity and a Consortium.
(vii) "Bidding Process" means any bidding process followed under the PPP Act.
(viii) "Concept Note" means the document submitted by the Original Proponent as detailed in Article 4 of these Guidelines.
(ix) "Consortium" is a group of entities coming together to submit an Application, Proposal or Bid (as applicable).
(x) "Consortium Member" means a member of a Consortium (including both Lead Member and Non-Lead Member).
(xi) "Contracting Authority" means a line ministry or division; or any office or directorate or corporation or statutory organization or local government or any similar organization under the line ministry or its division; or the PPP Authority, in the event that the PPP Authority is given the duty to carry out the functions from the time of taking up/initiating a PPP Project up until the execution of the PPP Contract and which proposes to enter into a PPP contract or other contractual agreement with the Preferred Bidder and/or the Project Company.
(xii) "Evaluation Committee" means a committee constituted under the Procurement Guidelines for PPP Projects, 2016 to evaluate the Applications, Proposals or Bids (as applicable).
(xiii) "Final Approval" means the approval provided by the CCEA for the Contracting Authority to enter into a contract with the Preferred Bidder and/or the Project Company, as the case may be.
(xiv) "Formal Government Request" means the publication by a Contracting Authority of a pre-qualification notice, registration of interest, an invitation for pre-qualification, Request for Qualification (RFQ), Request for Proposal (RFP) and/or Invitation for Bid (IFB).
(xv) "Government" means the government of the People's Republic of Bangladesh.
(xvi) "IFB" means the Invitation for Bid issued by the Contracting Authority to request information from prospective Bidders participating in the bidding process for a PPP Project, and it refers to the document which contains the detailed information and instructions required to submit a Bid.
(xvii) "In-Principle Approval" means the initial approval provided by the CCEA to select a Project for development on a PPP basis.
(xviii) "Lead Member" with respect to a Consortium means the Consortium Member:
a) who has provided a memorandum of understanding or letter of intent with the remaining Consortium Members and agreed to have at least 26% equity shareholding in the Project Company;
b) who will be the largest shareholder in the Project Company; and
c) who is authorized by all other Consortium Members to be responsible for the bidding process on behalf of the Consortium.
(xix) "Non-Lead Member" means a Consortium Member who has provided a memorandum of understanding or letter of intent with the remaining Consortium Members to subscribe to at least 10% of the equity in the Project Company.
(xx) "Original Proponent" means the person or entity who has submitted the first Unsolicited Proposal for a particular proposed PPP Project.
(xxi) "PPP" means Public Private Partnership.
(xxii) "PPP Act" means the Bangladesh Public-Private Partnership Act, 2015.
(xxiii) "PPP Authority" means the Public Private Partnership Authority established under the PPP Act.
(xxiv) "PPP Contract" means the contract signed between the Contracting Authority and the Preferred Bidder and/or the Project Company, as the case may be, for implementation of the PPP Project.
(xxv) "PPP Project" means any public sector Project which will be implemented through a PPP basis.
(xxvi) "PPP Project Proposal" means the proposal for a Project submitted by the Contracting Authority.
(xxvii) "Preferred Bidder" means the Shortlisted Bidder or Bidder (as applicable) chosen by the Contracting Authority following evaluation of the Proposals submitted in response to the RFP or Bids submitted in response to the IFB (as applicable) based on the pre-established evaluation criteria.
(xxviii) "Private Partner" means the Preferred Bidder who has entered into the PPP Contract with the Contracting Authority and who has formed or will form the Project Company for implementation of the PPP Project.
(xxix) "Project" means any such actions or program or a combination of both by means of which the following plan or work is taken up for implementation:
a) construction and/or operation of any new infrastructure or a plan to construct and/or operate any new infrastructure;
b) plan to reconstruct1 any existing infrastructure;
c) plan to carry out the work specified in Sub-article (a) and (b) both; or
d) deliver any such goods or services which are not related to any infrastructure facility.
(xxx) "Project Company" means the special purpose company duly incorporated under the applicable laws of Bangladesh, either by the Preferred Bidder prior to execution of the PPP Contract or the Private Partner after execution of the PPP Contract (as applicable) for delivery of the PPP Project.
(xxxi) "Proposal" means the Shortlisted Bidder's written offer based on the covenants, terms and conditions as contained in the RFP for the PPP Project.
(xxxii) "Request for Proposal" or "RFP" means the request for proposal document issued by the Contracting Authority to request information from Shortlisted Bidders participating in the bidding process for a PPP Project, and it refers to the document which contains the detailed information and instructions required to submit a Proposal.
(xxxiii) "Request for Qualification" or "RFQ" means the request for qualification document issued by the Contracting Authority to request prescribed information from prospective Applicants participating in the pre-qualification proceedings for a PPP Project, and it refers to the document which contains the detailed information and instructions required to submit an Application.
(xxxiv) "Shortlisted Bidder" means an Applicant who has submitted an Application and has been pre-qualified and shortlisted by the Contracting Authority at the end of the RFQ stage of the bidding process.
(xxxv) "Unsolicited Bidder" means an Original Proponent who has submitted an Unsolicited Proposal for a particular proposed PPP Project which has received In-Principle Approval.
(xxxvi) "Unsolicited Proposal" means a written proposal for the implementation of a PPP Project submitted unilaterally by an Original Proponent on its own initiative and not in response to any Formal Government Request.
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1 The term "reconstruct" also includes re-creation, rehabilitation, modernization, reformation, expansion, enhancement, alteration or management of any existing infrastructure.