CALL FOR TENDERS

for the provision of EVENT MANAGEMENT SERVICES IN NORTH MACEDONIA

2023/AO/58

Object of the procurement procedure

Event management services in North Macedonia

Project

Council of Europe Programme Office in Skopje

Organisation and buying entity

Council of Europe

Council of Europe Programme Office in Skopje

North Macedonia

Type of contract

Framework Agreement

Duration

   Until 31 August 2027

Expected starting date

 2 October 2023

Tender Notice Issuance date

 30 June 2023

Deadline for tendering

20 August 2023


TABLE OF CONTENTS

This Tender File contains:

·       The TERMS OF REFERENCE. 3

The TERMS OF REFERENCE describe what will be expected from the selected Providers.

·       The TENDER RULES. 6

The TENDER RULES explain the procedure through which the tenders will be submitted by the tenderers and assessed by the Council of Europe.

·       The ACT OF ENGAGEMENT(See Document attached) is the document formalising the consent of the Parties to be bound by the LEGAL CONDITIONS, which are the legal provisions which will be applicable between the Council of Europe and the selected Providers throughout the duration of the agreement.

HOW DOES A FRAMEWORK AGREEMENT WORK?
STAGE 1: 
PRE-SELECTION of qualified Providers through a call for tenders and signature of a framework agreement with all the pre-selected Providers.
STAGE 2:
COMPETITIVE PROCEDURES (CALL-OFFS) are organised among the pre-selected Providers each time a need arises.
EXECUTION as from the date of signature of each Call-off, unless the Call-off concerned provides otherwise.
HOW TO SUBMIT A TENDER?

STEP 1: Read the TENDER FILE

STEP 2: Complete the ACT OF ENGAGEMENT and collect the required SUPPORTING DOCUMENTS, as listed in section F of the terms of reference (below).

STEP 3: Send your TENDER, in accordance with the Tender Rules (see below)



PART I –TERMS OF REFERENCE

CALL FOR TENDERS

for the provision of EVENT MANAGEMENT SERVICES IN NORTH MACEDONIA

2023/AO/58

A.  Background

The Council of Europe[1] (hereinafter “the Council” or “CoE”) is an international organisation, based in Strasbourg and encompasses 46 European States. It was set up on 5 May 1949 to promote democracy, human rights and the rule of law, and to develop common responses to political, social, cultural and legal challenges in its member States.

The Council of Europe Programme Office in Skopje (North Macedonia) is implementing several joint programmes, including the actions co-funded by the European Union and the Council of Europe under the Horizontal Facility for the Western Balkans and Türkiye – Phase III; other joint programmes of the European Union and the Council of Europe, as well as the actions funded by the voluntary contributions, such as the Project “Quality Education for All – North Macedonia”, implemented by the Council of Europe. The projects that can refer to the Framework Agreement concluded following the present call for tenders are not limited to those mentioned above. The implemented actions pursued objectives related to strengthening justice, fighting corruption and economic crime, promoting anti-discrimination and protection of the rights of vulnerable groups, as well as promoting and protecting freedom of expression and media.

The events shall take place in Skopje, as well as other locations in North Macedonia; occasionally, there will be events held outside North Macedonia, such as study trips or regional meetings. These events consist in public events (e.g. conferences, high level meetings) or technical or expert meetings (e.g. seminars, trainings, workshops) all aimed at supporting the implementation of the projects in North Macedonia. They may involve 10-50 people (small-scale seminars), 50-100 (medium conferences), 100-200 (large-scale conferences) and over 200, depending on the event and on the action. The precise requirements shall be stipulated during the call-off procedure (See Section VI below).

The Council of Europe is looking for at least (3) three and at the most 7 (seven) Provider(s) (provided enough tenders meet the criteria indicated below) in order to support the implementation of the actions, with a particular expertise in organisation and management of events.

This Agreement is currently estimated to cover around 300 events in the period September 2023 – August 2027 and the total amount of the object of present tender should in principle not exceed 1,000,000.00 Eurosfor the whole duration of the Framework Agreement. This estimate is for information only and shall not constitute any sort of contractual commitment on the part of the Council of Europe. The Agreement may potentially represent a higher or lower number of activities, depending on the evolving needs of the Organization.

The agreement shall be concluded until 31 August 2027.

B.  EXPECTED SERVICES

Throughout the duration of the Framework Agreement, pre-selected Providers may be asked to provide the following types of deliverables:

1.    Conference/meeting room and related materials and resources

The selected Provider(s) may be requested to provide the following services:

·         Conference/meeting rooms (from 10 to 200+ persons capacity);

·         Setting up the room, including:

o    setting up tables and chairs according to Council of Europe requirements (Conference Style, Auditorium Style, Banquet Style, Hollow Square Style, Classroom, U-Shape Style, Podium, Stage construction and Head Table);

·         Providing on-site technical and computer assistance at the event;

·         Cleaning the room and collecting and returning the remaining materials distributed to the participants to the Council of Europe office upon Council of Europe request;

·         Producing and installing rollup banners and other visibility elements/materials inside and outside of the conference room, no later than one hour before the event;

·         Distributing and assembling visibility items provided by the Council among participants and contributors;

·         Collection and distribution of the event related items, including hand-outs, folders, notebooks, pens, badges, leaflets, banners, brand walls (including their setting-up if requested), posters, souvenirs (such as USB keys or bags), diplomas/certificates’ frames and awards, or any other visibility items upon Council of Europe request, no later than one hour before the event;

·         Providing bottled water and cups no later than one hour before the event;

·         Preparing, printing and installing basic organisational material such as agendas, materials for participants, list of participants, signs/name tags with contributors’ names, certificates of attendance;

·         Providing a registration desk with the necessary personnel dealing with and following up registration of participants and contributors; providing attendance list and ensuring its signature by participants and contributors on each day of the event (please, note that the attendance list also serves as the proof of performance by the Provider, see Section IV below for more information);

·         Providing high-quality photographic services upon Council of Europe request. Abiding to all health and safety regulations at the event site. Sending out invitations: in coordination with the CoE staff arranging the printing and dispatching the invitations. Providing support and presence of its personnel during the event, which may include additional personnel, for the proper organisation of the event upon Council of Europe request.

·         Providing and installing furniture for event venue(s) upon Council of Europe request.

The Council reserves the right to request deliverables not explicitly mentioned in the above list of expected services, but related to them and necessary for the smooth and successful running of the event.


2.    Accommodation

The selected Providers may be requested to provide the following services:

·         Providing accommodation for attendees and contributors according to Council of Europe needs and requirements (i.e. single, double, standard, business rooms and others, half board and full board packages). Accommodation should be provided preferably either in the same premises, where the event takes place, or within walking distance from those premises. Specific requirements to the hotel rooms, if any, will be provided during the call-off procedure.

3.    Catering

The selected Providers may be requested to provide the following services:

·         Organising and/or providing catering services for lunches, coffee breaks and/or dinners according to Council of Europe needs and requirements (standard, premium, seated, standing and other), including waitress services and invitations if necessary. Upon Council of Europe request, these services should be provided either a) in co-ordination with the restaurant situated in the premises were the event takes place or b) by delivering quality catering services.

The selected Provider shall ensure that Health and Safety and hygiene standards required by national legislation are strictly followed.

4.    Transfer/transport services

The selected Providers may be requested to provide the following services related to the subject events:

·         Providing transfer services for individuals and groups;

·         Providing vehicles, including cars/minivans/buses, with drivers prior, during and after the event upon Council of Europe request (price to be calculated per h/km);

The selected Provider or its sub-contractor should be able to provide on short notice replacements for vehicles or drivers in case technical failures, accidents, illness or similar unforeseen events prevent the agreed service delivery.

For more information about the Council of Europe security requirements during transfer/transportation, see below Section II. E.

5.    Security requirements

With respect to services to be provided under sections 1 (Conference/meeting room and related materials and resources) and 2 (Accommodation) above, the Provider shall be responsible for compliance with the following security standards in the implementation of all call-offs concluded under the framework agreement.

All premises, wherever located, where the Council organises events and/or accommodation, must comply with the following basic requirements, unless otherwise specified by the Council of Europe in a subsequent call-off:

-       Security staff on regular duty;

-       A CCTV system shall cover public areas of the premises (e.g. hotel);

-       A functioning fire alarm system;

-       At least one fire evacuation exit from the premises (e.g. hotel);

-       Clearly marked fire evacuation routes;

-       Smoke detectors installed in all premises (e.g. hotel) and conference rooms;

-       Fire extinguishers placed on all floors of the premises (e.g. hotel) and in public areas near conference rooms.   

Where the Provider or its sub-contractor provides an airport pick-up or other transportation service, the selection of the transportation company/drivers should not be done on an ad hoc basis. The Provider or its sub-contractor should have an established working relationship with the company/drivers and be able to rely on their services. In general, the requirements listed for transportation below shall be complied with. Any failure to comply with these standards shall be notified to the Council of Europe when tendering for call-offs and may lead to rejection of the offer.

If specific security concerns related to the organisation of an event have been identified by the Council of Europe, the national authorities, or the Provider, the Council may:

-       decline offers in response to call-offs on the basis of specific security concerns;

-       request Providers to submit offers of accommodation or conference facilities from a list of premises where the Council of Europe has conducted a security risk assessment. Where relevant, this list shall be provided to Providers at the time of the relevant call-off.

If an event is organised in premises separate to the accommodation, the above standards also apply to that specific event site.

If the Council of Europe requests Providers to submit offers for transportation services, then Providers must ensure the following requirements are met:

-       All passengers are insured in case of an accident by third party liability insurance (TPL), in compliance with domestic legislation;

-       All drivers shall have a valid driving licence for the respective vehicle class as prescribed by the applicable national legislation;

-       All drivers shall have at least 3 (three) years of professional driving experience;

-       The drivers are selected via a testing process by the relevant transportation companies;

-       The vehicles are not more than 7 (seven) years old and must have had annual technical check-ups;

-       Local legislation on limitations of drivers shall be applicable;

-       All drivers shall be aware of and observe professional ethics in dealing with clients.

In exceptional circumstances, the Council may accept a driver with less professional experience, or an older vehicle provided all other requirements are met, and the unavailability of services meeting the standard requirements has been explicitly brought to the attention of the Council of Europe prior to the performance of the services.

The Council of Europe can refuse the services of a particular driver if there is concern that his/her ability to carry out his/her duties safely may have been impaired, affected or influenced by illness, fatigue or injury or any other reason. The Council of Europe can refuse the services to be delivered by a particular vehicle if there is a concern that at the moment when the service needs to be delivered, the vehicle in question is not deemed fit for the purpose.

Where the Council considers necessary, it may request a higher or lower level of security than listed above. In such cases, the call-off for the relevant services will provide details of specific security measures valid only for the event(s) concerned. If no specific measures are provided in the call-off concerned, the above list remains valid.

6.    Reimbursement of expenses

Upon request of the Council of Europe, the Provider shall make cash payments to attendees of events to reimburse their travel expenses and daily allowance. The Provider shall make these payments directly to the attendees and shall be reimbursed these costs by the Council of Europe.

The amount of costs to be reimbursed shall correspond, for each event for which these services are requested, to the real costs indicated in the supporting documents to be submitted by the selected Provider and accepted by the Council (travel tickets or invoices collected by the selected Provider from the attendees). These expenses will be accepted by the Council subject to their conformity with the applicable rules of the Council of Europe.

For each event, the Provider shall submit to the Council a signed expense form, countersigned by the attendees who were reimbursed expenses, specifying for each person the expenses incurred and reimbursed (e.g. travel costs to and from the place where the event took place).

The expense form shall be accompanied by the corresponding invoices and, where applicable, further proof of actual expenditure of the expenses reimbursed (e.g. travel tickets issued to or submitted by the attendees). The aforementioned invoices and supporting documents shall be submitted in their original version. If for legal reasons the original supporting documents must be retained by the Provider, certified copies must be submitted.

7.    Miscellaneous

The above services are not exhaustive, and the Council of Europe may request other related services (among others, organising social events for attendees) to be provided in the context of events organised under the scope of this framework agreement.

The Council shall contract interpreters by other means to perform these tasks. The Council of Europe shall also be responsible for the provision and set-up of equipment to be used by the interpreters. However, the Provider and its subcontractors shall make all reasonable endeavours to facilitate the set-up and operation of the interpretation services.

Meetings with the Provider may be held on a regular basis at the Council of Europe premises in Skopje to monitor and evaluate the services provided.

The above list is not considered exhaustive. The Council reserves the right to request deliverables not explicitly mentioned in the above list of expected services, but related to them.

C.  FEES

Tenderers will be requested to tender, including with regard to fees, through subsequent competitive procedures (call-offs), which will be held after the signature of this agreement (see below Section D for more details about call-offs procedure).

D. HOW WILL THIS FRAMEWORK AGREEMENT WORK? (CALL-OFFs PROCEDURE)

Throughout the duration of this Framework Agreement, the pre-selected Providers will benefit from exclusivity, within the limits of the scope of this Agreement.

1.    1st stage: Selection and signature of the Framework Agreement

The Council of Europe will select a minimum of 3 (three) and maximum of 7 (seven) Providers, provided that there are sufficient tenderers satisfying the exclusion and eligibility criteria. In case the number of eligible tenderers exceeds the maximum number of Providers to be selected, the Council of Europe reserves the right to give preference to tenderers who score the highest on the basis of the award criteria (see Section E below).

A signed copy of the Framework Agreement will be returned to the pre-selected Providers.The Framework Agreement will subsequently be considered as concluded between the Council of Europe and these pre-selected Providers.

                                                                                       

2.    2nd Stage: Award of subsequent call-offs

Once the Framework Agreement is signed, further competitive procedures will be launched to determine which of the pre-selected Providers will provide the services.

During the execution period of the Framework Agreement, tendering procedures, referred to as “call-offs”, will be launched each time a new need for services arises. For these call-offs, only the pre-selected Providers will be invited to submit tenders.

For each call-off, the pre-selected Providers will be notified of the terms of reference, and, where relevant, additional tender rules and additional legal conditions applicable. Each notification will indicate the deadline for the submission of tenders, along with all supporting documents, taking into account the complexity of the call-off concerned. Call-off tenders received after the deadline shall not be considered. Each call-off will be accompanied by Technical specifications document, detailing the requested services.

For more information about the call-off procedure, see the applicable legal conditions (as reproduced in the Act of Engagement).

The Council reserves the right to contract with third parties if the offers presented by the pre-selected Providers do not satisfy the applicable professional standards, do not cover the entire scope of the Council of Europe’s needs or if no suitable offer is presented.

The award criteria (See Section D.3 below) will be applied to each call-off in order to identify which offer provides the best value for money.

3.    Award criteria and weighting for the subsequent call-offs

The above criteria will be assessed on the basis of the documents identified/requested by the Council in each individual call-off.

4.    Management of the Framework Agreement

i.      Within the Council of Europe

The framework agreement will be managed by the Council of Europe Programme Office in Skopje, which will be the unique contact point between the Council of Europe and the Providers, even in cases where call-offs are launched to cover the needs of the Council of Europe Headquarters.

Throughout the duration of the framework agreement, selected Providers will be in contact with members of Council of Europe staff to coordinate events in the context of individual call-offs.

ii.    Within the selected Providers

Each service provider shall designate one contact point (key interlocutor) to manage the overall framework agreement, including responding to call-offs (see Article 4 and 9 of the legal terms and conditions, as reproduced in the Act of Engagement).

The key interlocutor on behalf of the Provider must be available for frequent communication concerning any element of the events for which the Provider has won a call-off contract. At least one staff member of the Provider acting as contact point must be present in Skopje for the duration of the contract to facilitate communication and organisation.

Call-offs may be launched for specific activities within a given project. For ease of management, it is expected that one contact point (which may be the same or different to the key interlocutor) within the Provider will manage all events per project.

The contact point for each project, within each selected Provider, will coordinate and verify/ensure the delivery of the requested services. This person must be available on request during business hours and during the event itself, to ensure the smooth running of the activity concerned and deal with any problems that arise.

E.  ASSESSMENT (1st STAGE OF THE FRAMEWORK AGREEMENT)

Exclusion criteria (by signing the Act of Engagement, you declare on your honour not being in any of the below situations) [2]

Tenderers shall be excluded from participating in this tender procedure if they:

·         are retired Council of Europe staff members or are staff members having benefitted from an early departure scheme;

·         have not fulfilled, in the previous three years, their contractual obligations in the performance of a contract concluded with the Council of Europe leading to a total or partial refusal of payment and/or termination of the contract by the Council of Europe;

Eligibility criteria

Tenderers shall demonstrate that they fulfil the following criteria (to be assessed on the basis of all supporting documents listed in Section F):

Award criteria

If after the application of the eligibility criteria to the tenders received, there remain more Providers than the maximum number announced in this call, the Council of Europe shall proceed with a scoring of the eligible tenderers, on the basis of the following criteria:

-        Technical capacity to provide services in the Republic of North Macedonia;

-        The experience of the contact point, including fluency in Macedonian and English language, as well as the experience and fluency of the other staff allocated under this Agreement.   

Multiple tendering is not authorised.

F.  DOCUMENTS TO BE PROVIDED (word or pdf format)

Ø  One completed and signed copy of the Act of Engagement;[3]

Ø  A list of all owners and executive officers, for legal persons only;

ØTwo letters of reference from previous clients, attesting to their experience in the field in question;

Ø List of the principal services provided during the period of reference, demonstrating the potential to meet the eligibility criteria and the necessary experience;

Ø A copy of the audited financial statements of the company, or any equivalent document, for the past 5 (five) financial years (profit and loss account) and Auditor’s/accountant’s report indicating the annual turnover over the last 5 (five) years of reference according to the company’s practice;

Ø A copy of registration documents of the company;

Ø CVs of minumum 3 (three) employees, each with more than two (2) years of relevant experience.

Ø (i) A Court Declaration not older than 6 (six) months and (ii) Tax Declaration in a form of an Original Statement from the Tax office (or relevant Authority), that the tenderer has paid all the profit taxes and social insurance taxes (issued by relevant authorities not earlier than 2 (two) months before the deadline for submission of tenders).

All documents shall be submitted in English. The audited financial statements of the company or equivalent documents, the auditor’s/accountant’s reports, the registration documents, the court and tax declarations shall be translated into English by an authorized translator with translations being certified by a Notary Public. Failure to do so will result in the exclusion of the tender. If any of the documents listed above are missing, the Council of Europe reserves the right to reject the tender. The Council reserves the right to reject a tender if the scanned documents are of such a quality that the documents cannot be read once printed.

PART II – TENDER RULES

CALL FOR TENDERS

for the provision of EVENT MANAGEMENT SERVICES IN NORTH MACEDONIA

2023/AO/58


ARTICLE 1 – IDENTIFICATION OF THE CONTRACTING AUTHORITY

1.1   Name and address

COUNCIL OF EUROPE

CoE Programme Office in Skopje

Soravia Business Centre

Filip Vtori Makedonski, no. 3

Skopje, North Macedonia

 

1.2   Background

The activities of the Organisation are governed by its Statute. These activities concern the promotion of human rights, democracy and the rule of law. The Organisation has its seat in Strasbourg and has set up external offices in about 20 member and non-member states (in Ankara, Baku, Belgrade, Brussels, Bucharest, Chisinau, Erevan, Geneva, Kyiv, Lisbon, Paris, Podgorica, Pristina, Rabat, Sarajevo, Skopje, Tbilisi, Tirana, Tunis, Warsaw, Venice and Vienna).

Council of Europe procurements are governed by the Financial Regulations of the Organisation and by Rule 1395 of 20 June 2019 on the procurement procedures of the Council of Europe.

The Organisation enjoys privileges and immunities provided for in the General Agreement on Privileges and Immunities of the Council of Europe, and its Protocols, and the Special Agreement relating to the Seat of the Council of Europe.[4]

Further details on the project are provided in the Terms of Reference.

ARTICLE 2 – VALIDITY OF THE TENDERS

Tenders are valid for 120 calendar days as from the closing date for their submission.

ARTICLE 3 – DURATION OF THE CONTRACT

The duration of the framework Agreement is set out in Article 2 of the Legal Conditions in the Act of Engagement.

ARTICLE 4 – CHANGE, ALTERATION AND MODIFICATION OF THE TENDER FILE

Any change in the format, or any alteration or modification of the original tender will cause the immediate rejection of the tender concerned.

ARTICLE 5 – Content of the tender file

The tender file is composed of:

-    Technical specifications/Terms of reference;

-    Tender rules;

-    An Act of Engagement, including the Legal Conditions of the contract.

ARTICLE 6 – LEGAL FORM OF TENDERERS

The tenderer must be a legal person or consortia of legal and/or natural persons. If the tenderer is a consortium, its members shall designate in their tender one party to act as a lead entity with authority to legally bind the members of the consortium jointly and severally. This shall be duly evidenced by a notarised Agreement among all the member entities. The lead entity shall act for and on behalf of all member entities comprising the consortium and shall be the sole signatory of the contract on behalf of the Provider if the consortium is awarded the contract. The lead entity, as identified in the tender, shall not be changed throughout the contract duration without the prior written consent of the Council. Furthermore, neither the lead entity nor the member entities of the consortium can submit another tender, either in its own capacity; nor act as lead entity or member entity for another consortium submitting another tender. In case any member of the consortium does not conform to the exclusion criteria published in this call, the consortium shall be excluded.

ARTICLE 7 – SUPPLEMENTARY INFORMATION

General information can be found on the website of the Council of Europe: http://www.coe.int

Other questions regarding this specific tendering procedure shall be sent at the latest by one week before the deadline for submissions of tenders, in English, and shall be exclusively sent to the following address: [email protected]

This address is to be used for questions only; for modalities of tendering, please refer to the below Article.

ARTICLE 8 – MODALITIES OF THE TENDERING

Tenders must be sent to the Council of Europe electronically.

Electronic copies shall be sent only to [email protected] with reference no. 2023AO58 in the subject field. Tenders submitted to another e-mail account will be excluded from the procedure.

ARTICLE 9 – Deadline for submission of tenders

The deadline for the submission of tenders is 20 August 2023 by 23:59 CET.

ARTICLE 10 – ASSESSMENT OF TENDERS

Tenders shall be assessed in accordance with Rule 1395 of 20 June 2019 on the procurement procedures of the Council of Europe. Assessment shall be based upon the criteria as detailed in the Terms of Reference.

ARTICLE 11 – NEGOTIATIONS

The Council reserves the right to hold negotiations with the bidders in accordance with Article 20 of Rule 1395.

* * *



FINAL CHECK LIST

1) BEFORE SENDING YOUR TENDER, CHECK THAT IT INCLUDES:

Ø  One completed and signed copy of the Act of Engagement;[5]

Ø  A list of all owners and executive officers, for legal persons only;

Ø Two letters of reference from previous clients, attesting to their experience in the field in question;

Ø List of the principal services provided during the period of reference, demonstrating the potential to meet the eligibility criteria and the necessary experience;

Ø A copy of the audited financial statements of the company, or any equivalent document, for the past 5 (five) financial years (profit and loss account) and Auditor’s/accountant’s report indicating the annual turnover over the last 5 (five) years of reference according to the company’s practice;

Ø A copy of registration documents of the company;

Ø CVs of minumum 3 (three) employees, each with more than two (2) years of relevant experience.

Ø (i) A Court Declaration not older than 6 (six) months and (ii) Tax Declaration in a form of an Original Statement from the Tax office (or relevant Authority), that the tenderer has paid all the profit taxes and social insurance taxes (issued by relevant authorities not earlier than 2 (two) months before the deadline for submission of tenders).

 

2) HOW TO SEND TENDERS?

Tenders must be sent to the Council of Europe electronically.

Electronic copies shall be sent only to [email protected] with reference no. 2023AO58 in the subject field. Tenders submitted to another e-mail account will be excluded from the procedure.

The deadline for the submission of tenders is 20 August 2023 by 23:59 CET.



[2] The Council of Europe reserves the right to ask tenderers, at a later stage, to supply the following supporting documents:

-           An extract from the record of convictions or failing that an equivalent document issued by the competent judicial or administrative authority of the country of incorporation, indicating that the first three and sixth requirements listed above under “exclusion criteria” are met;

-           A certificate issued by the competent authority of the country of incorporation indicating that the fourth requirement is met;

-           For legal persons, an extract from the companies register or other official document proving ownership and control of the Tenderer.

[3] The Act of Engagement must be completed, signed and scanned in its entirety (i.e. including all the pages). The scanned Act of Engagement may be sent page by page (attached to a single email) or as a compiled document, although a compiled document would be preferred. For all scanned documents, .pdf files are preferred.

[4] Available on the website of the Council of Europe Treaty Office: www.conventions.coe.int

[5] The Act of Engagement must be completed, signed and scanned in its entirety (i.e. including all the pages). The scanned Act of Engagement may be sent page by page (attached to a single email) or as a compiled document, although a compiled document would be preferred. For all scanned documents, .pdf files are preferred.