Terms of Reference (TOR)

Terms of Reference (TOR) is the document that defines a consulting assignment: its objectives, scope of work, deliverables, timeline, and required expertise, and it is the reference point against which firms write their proposals and the buyer evaluates them.

What is a Terms of Reference?

For any consulting procurement financed by a development bank or UN agency, the TOR is the heart of the request for proposals. It states the background and objectives of the assignment, breaks the work into specific tasks, lists the expected deliverables and their due dates, specifies the qualifications and time inputs of key experts, and sets the duration and reporting arrangements. Because consulting selection methods such as qcbs and qbs score the technical proposal against how well it addresses the assignment, every evaluation criterion traces back to something stated in the TOR. Firms invited to propose are usually drawn from an eoi process, and a recurring assignment may sit under a lta, a long-term agreement, with task-specific TORs issued for each call-off.

A well-written TOR is specific enough to allow fair comparison of proposals but not so prescriptive that it dictates the consultant's methodology, leaving room for firms to demonstrate their approach.

Why the TOR matters for bidders

The TOR is your scoring guide. Reading it as the literal basis for evaluation, rather than skimming it for context, is what separates winning proposals from generic ones. Every deliverable, expert qualification, and task in the TOR should map to a corresponding section of your technical proposal, because evaluators award marks where the TOR points them. Gaps or ambiguities in the TOR are also signals worth acting on: an unclear deliverable or an unrealistic timeline is worth raising as a clarification question during the proposal period, both to sharpen your proposal and to demonstrate to the buyer that you understand the assignment. Firms that maintain a library of past TORs and corresponding proposals can respond faster and more precisely to each new assignment.

Example

An ADB-financed urban water project in the Philippines issued a TOR for a consulting firm to design a wastewater treatment plant. The TOR specified three key experts (a sanitary engineer, an environmental specialist, and a project manager), a 14-month assignment duration, and five deliverables including an inception report, a feasibility study, and final detailed designs. Technical proposals were scored on how specifically each section of the proposal addressed those deliverables, qualifications, and tasks. Firms that structured their proposals around the TOR's own headings consistently outscored those that submitted generic capability statements.

Frequently Asked Questions

Who writes the Terms of Reference?

The contracting authority or borrowing agency drafts the TOR, often with support from the financing bank's task team, before the assignment is advertised for expressions of interest.

How does the TOR relate to proposal scoring?

Technical proposals are evaluated on how well they address the TOR, so each evaluation criterion ties back to an objective, task, deliverable, or expert qualification stated in the document. A well-structured TOR makes evaluation transparent and repeatable.

Can a TOR be questioned before bidding?

Yes. Firms can submit clarification questions during the proposal period, which the buyer answers in an addendum circulated to all shortlisted firms. This is the correct channel for resolving ambiguous or unrealistic elements.