contentsdoc. no. raigarh energy limited rel/btg/itb-01 instructions to bidders sheet 2 of 87 clause...

Doc. No. RAIGARH ENERGY LIMITED

REL/BTG/ITB-01

INSTRUCTIONS TO BIDDERS SHEET 1 OF 87

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CONTENTS

♦ DISCLAIMER 4

♦ INTRODUCTION 6

CLAUSE TITLE SHEET NO. 1.0 PROJECT SYNOPSIS 7 2.0 APPROACH TO SITE 8 3.0 GENERAL INSTRUCTIONS 9 4.0 ELIGIBLE BIDDERS 9 5.0 BID DOCUMENTS 13 6.0 LANGUAGE OF THE BID 14 7.0 SCOPE OF THE BID 14 8.0 LOCAL REPRESENTATION 15 9.0 BRAND NAMES 15 10.0 BID GUARANTEE 15 11.0 SUBMISSION OF BIDS 17 12.0 SIGNATURE OF BIDS 19 13.0 INFORMATION REQUIRED WITH THE BID 20 14.0 UNDERSTANDING AND CLARIFICATIONS ON 24 DOCUMENTS AND SPECIFICATIONS 15.0 LOCAL CONDITIONS 24 16.0 NOT USED 25 17.0 TAXES, DUTIES AND LEVIES 25 18.0 BID OPENING 33 19.0 POLICY FOR BIDS UNDER CONSIDERATION 35


REL/BTG/ITB-01


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CONTENTS (CONT’D)

CLAUSE TITLE SHEET NO. 20.0 EFFECT AND VALIDITY OF BID 35 21.0 BID EVALUATION 36 22.0 ADDITIONAL/ INSURANCE SPARE PARTS 37 23.0 AWARD OF CONTRACT 37 24.0 CONTRACT QUALITY ASSURANCE 38 25.0 INSURANCE 39 26.0 MAINTENANCE TOOLS AND TACKLES 39 27.0 CODES AND STANDARDS 39 28.0 BREAK UP OF PRICES 39 29.0 STANDARDISATION AND VARIETY REDUCTION 39 30.0 CONTRACT PRICE VARIATION 40 31.0 JOINT VENTURE/ CONSORTIUM 40 32.0 FRAUD AND CORRUPT PRACTICES 42 33.0 DEVIATIONS 43 ANNEXURE A: DEED OF JOINT UNDERTAKING 44 ANNEXURE B: BANK GUARANTEE FOR BID SECURITY 48 ANNEXURE C: LIST OF BANKS FOR ACCEPTANCE OF 51 BANK GUARANTEE FROM FOREIGN BIDDER ANNEXURE D: POWER OF ATTORNEY FOR SIGNING OF BID 57 ANNEXURE E: POWER OF ATTORNEY FOR LEAD MEMBER 59 OF CONSORTIUM ANNEXURE F: PROFORMA OF ACKNOWLEDGEMENT 62 LETTER OF BID DOCUMENTS ANNEXURE G: BID FORM 63


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ANNEXURE H: PROFORMA FOR LETTER OF AUTHORITY 65

ANNEXURE I: CHECK-LIST AND QUESTIONNAIRE 67 ANNEXURE J: DECLARATION BY BIDDER FOR COMPLIANCE 73 WITH BID DOCUMENTS ANNEXURE K: EXECUTION PHILOSOPHY, SETTING 74 OUT THE DIVISION OF SCOPE OF WORKS AND WORK CENTRE ANNEXURE L: NOT USED 75 ANNEXURE M: AUDITED BALANCE SHEET ALONG WITH 76 PROFIT & LOSS ACCOUNT STATEMENT OF THE BIDDER FOR THE LAST THREE FINANCIAL YEARS ALONG WITH DATA FILLED UP ANNEXURE N: REFERENCE PROJECTS FOR THE LAST [TEN] 77 YEARS AND ENGINEERING SUB-CONTRACTOR CAPABILITY ASSESSMENT ANNEXURE O: SCHEDULE OF TECHNICAL/COMMERCIAL 78 DEVIATIONS ANNEXURE P: CLARIFICATIONS TO BE SOUGHT BY BIDDERS 80 ANNEXURE Q: UNPRICED TECHNO-COMMERCIAL BID 81 ANNEXURE R: PROFORMA FOR CONSORTIUM AGREEMENT 82

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RAIGARH ENERGY LIMITED

REL/BTG/ITB-01 INSTRUCTIONS TO BIDDERS SHEET 4 OF 87

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The information contained in these Instructions to BIDDERS ("ITB") or subsequently

provided to the BIDDERS, whether verbally or in documentary or any other form, by or

on behalf of the OWNER or any of its employees or advisors, is provided to the

BIDDERS on the terms and conditions set out in this ITB.

This ITB is not an agreement and is neither an offer nor invitation by the OWNER to the

BIDDERS or any other person. The purpose of this ITB is to provide interested parties

with information that may be useful to them in the formulation of their Bids pursuant to

this ITB. This ITB includes statements, which reflect various assumptions and

assessments arrived at by the OWNER in relation to the Project. Such assumptions,

assessments and statements do not purport to contain all the information that each

BIDDER may require. This ITB may not be appropriate for all persons, and it is not

possible for the OWNER, its employees or advisors to consider the investment

objectives, financial situation and particular needs of each party who reads or uses this

ITB. The assumptions, assessments, statements and information contained in this ITB

may not be complete, accurate, adequate or correct. Each BIDDER should therefore,

conduct its own investigations and analysis and should check the accuracy, adequacy,

correctness, reliability and completeness of the assumptions, assessments, statements

and information contained in this ITB and obtain independent advice from appropriate

sources.

Information provided in this ITB to the BIDDER(s) is on a wide range of matters, some of

which may depend upon interpretation of law. The information given is not intended to be

an exhaustive account of statutory requirements and should not be regarded as a

complete or authoritative statement of law. The OWNER accepts no responsibility for the

accuracy or otherwise for any interpretation or opinion on law expressed herein.

The OWNER, its employees and advisors make no representation or warranty and shall

have no liability to any person, including any BIDDER, under any law, statute, rules or

regulations or tort, principles of restitution or unjust enrichment or otherwise for any loss,

damages, cost or expense which may arise from or be incurred or suffered on account of

anything contained in this ITB or otherwise, including the accuracy, adequacy,

correctness, completeness or reliability of the ITB and any assessment, assumption,

statement or information contained therein or deemed to form part of this ITB or arising

in any way with the qualification of BIDDERS, the evaluation of their Bids or otherwise

from their participation in the Bidding Process.

The OWNER, its employees and advisors also accept no liability of any nature whether

resulting from negligence or otherwise howsoever caused arising from reliance of any

BIDDER upon the statements contained in this ITB.

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The OWNER may, in its absolute discretion but without being under any obligation to do

so, update, amend or supplement the information, assessment or assumptions

contained in this ITB.

The issue of this ITB does not imply that the OWNER is bound to select and shortlist

BIDDERS or to appoint the successful BIDDER as the Contractor, as the case may be,

for the Contract and the OWNER reserves the right to reject all or any of the Bids without

assigning any reasons whatsoever.

The BIDDER shall bear all its costs associated with or relating to the preparation and

submission of its Bids including but not limited to preparation, copying, postage, delivery

charges or other expenses associated with any demonstrations or presentations which

may be required by the OWNER or any other costs incurred in connection with or

relating to its Bids. All such costs and expenses will remain with the BIDDER and the

OWNER shall not be liable in any manner whatsoever for the same or for any other costs

or other expenses incurred by an BIDDER in preparation or submission of the Bids,

regardless of the conduct or outcome of the Bidding Process.

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The Raigarh Energy Limited [Subsidiary of Jayaswal Neco Industries Limited]

belongs to the Neco group of Industries, which is one of India’s largest industrial

group engaged primarily in ferrous foundry. Started with its humble Gray Iron

Foundry at Nagpur in 1976, the group grew by adding new ventures, expanding

capacities and diversifying products and touched the new heights.

The company is presently operating One Million Ton Integrated steel plant at Raipur

in Chhattisgarh State of India, which consists of Blast Furnace, Sponge Iron Plant,

Sinter Plant, coke oven, Oxygen plant, Steel melting Shop, Billet Caster & two rolling

mill units consisting of bar mill and wire rod mill.

The company is also producing Sponge Iron and generates power by utilizing waste

heat from flue / process gases as well as by combusting solid wastes generated

from the process at the same premises. The company rely on its own generation

with Captive Power Plant of 52.5 MW & is having more than 15 Years operating

experience with the State Power Grid.

The group owns state of art ferrous and non-ferrous foundry units at Nagpur and has

further diversified into the manufacture of refractory & Industrial cryogenic, & High

pressure valves at their Nagpur works.

The company rely on its own Iron ore and coal mines at Chhattisgarh and Jharkhand

states of India, having more than 200 Million Ton of coal deposites.

Jayaswal Neco Industries Ltd (JNIL) have been allotted two (2) nos. coal blocks in

Gare-Palma (Blocks IV/4 and IV/ 8) block of Tamnar Tehsil of Raigarh District,

Chhattisgarh State. The coal from these blocks is currently being used by the

existing steel plant for DRI production. The coal mined from these blocks is to be

washed for providing required grade of coal to steel plant.

The middlings generated from the washing process has a calorific value of about

3200-3400 Kcal/Kg and is suitable for generating power. The middling can meet the

total fuel requirement of the 1st phase of power plant to be set up by Raigarh Energy

Limited.

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1.0 PROJECT SYNOPSIS RAIGARH ENERGY LIMITED, Raigarh, hereinafter called the "OWNER",

proposes to install and develop a 2 x 300 MW capacity Thermal Power Plant at Hamirpur Village, Raigarh District, Chhattisgarh, India in two phases ("Project")The first unit of 300 MW capacity will be implemented in phase – I and the second unit of 300MW capacity will be implemented in phase-II .

The OWNER shall have the right to award the contract for phase - II to the

successful BIDDER within a period of 6 months from the date of signing of the Contract for phase-I at the same rate, terms and conditions.

1.1 The OWNER is inviting Bids for the Main Plant Package ("BTG") for the 1 x

300 MW capacity thermal power plant to be implemented in phase-I the Project from global and local persons, firms and entities ("BIDDERS") for awarding the Works in accordance with the international competitive bidding process ("Bidding Process") as set forth in the accompanying bid documents ("Bid Documents").

1.2 The Bids shall be prepared and submitted in accordance with the Instructions

to BIDDERS. 1.3 The Bids received after the specified time on the Bid Due Date will be rejected. 1.5 The OWNER reserves the right to accept any Bid or reject any or all Bids or

cancel/withdraw the Notice Inviting Bids, without assigning any reason for such decision and without incurring any liability to the affected BIDDER or BIDDERS or any obligation to inform the affected BIDDER or BIDDERS of the grounds for the OWNER's action. Such decision by the OWNER shall not be questioned by any of the BIDDERS and the OWNER shall bear no liability of any kind whatsoever, as a result of such a decision.

1.6 The scope of the Works, the Bidding Process and the terms and conditions of the

Contract are set out in the Bid Documents, which include:

(A) :COMMERCIAL SPECIFICATIONS consisting of (i) Instructions to Bidders (ITB), (ii) General Conditions of Contract (GCC) including Schedule of Prices and (iii) Contract Agreement.

(B) TECHNICAL SPECIFICATIONS consisting of Section A to D, Section F and List of Drawings.

1.7 All the costs and expenses incurred by the BIDDERS incidental to the

preparation of their Bids and Clarifications, including attending the Pre-Bid Conference (if any), pre-award discussions, technical and other presentations made at the OWNER's office or elsewhere shall be to the account of the BIDDERS and the OWNER shall bear no liability whatsoever on such costs and expenses.

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1.8 The issue of the Bid Documents to a prospective BIDDER shall not mean that he

is considered qualified or short-listed and the Bid Documents issued to any entity, firm or person is not transferable to any other entity, firm or person.

1.9 Unless otherwise specified, all capitalized terms carry the meaning ascribed to

them in the General Conditions of Contract. 2.0 APPROACH TO SITE 2.1 The site of work is located at Hamirpur village at a distance of 12 Km from state

highway (Jindal’s BOOT Road) and is 28 Km away in North-East direction from District Head Quarter Raigarh, Chhattisgarh, INDIA.

2.2 National Highway 200 is located on the southern side of Hamirpur at a distance

of approximately 25 Km. 2.3 Tata Consulting Engineers Ltd., hereinafter referred to as ("CONSULTANT/

ENGINEER") are the Consulting Engineers for the Project, appointed by the OWNER.

2.4 The responsibility for ensuring adequate transportation infrastructure and the

transportation logistics for transportation of Goods and Materials and the Plant to the Site, and in particular the over dimensional cargos, the availability and suitability of access routes to the Site from the point of manufacture/despatch of the Goods shall be borne by the successful BIDDER. The OWNER will neither be responsible in this regard nor will any claim be entertained concerning the Site approach for the transportation of the Contractor’s personnel or the Goods and Materials and the Plant to the Site.

2.3 Land and Other Infrastructures 2.3.1 The particulars of the land comprising the Site and the status of acquisition are

as follows: (a) The Site is comprised of 480 acres of land situated in Hamirpur and Jobra

villages in the Raigarh District of Chhattisgarh (India). Survey of all of this land has been completed;

(b) 150 Acres of Land, on which the construction of the main Facility is to be carried out, has already been completed by REL;

(c) 130 Acres of Government-owned land will be transferred to REL by way of a long term lease. REL has submitted an application to the relevant Government agency in this regard and has received assurances from the Government that such lease will be effected shortly; and

(d) Balance land is required for accommodating auxiliary facilities such as water reservoir, ash dyke, switch yard and green area development. This land will be acquired by REL from private owners by October 2010.

(e) The make up water requirement for the proposed power plant is 1085 Cu.M/Hr

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(26,040 Cu.M/day). State Govt. WRD has already given their consent, to provide make up water to this plant by making a stop dam at Budla (12 Km from site) on river Kello.

(f) With reference to Environment Clearance, the Ministry of Forest & Environment has already approved Terms of References (TOR) for above said project and study is in progress.

3.0 GENERAL INSTRUCTIONS 3.1 All Bids shall be prepared and submitted in accordance with these instructions. 3.2 Bids will not be accepted after the Bid Due Date and time as mentioned in

Notice Inviting Bids. Bids received by post after the prescribed time and date will be returned to the BIDDERS. The OWNER will not be responsible for late delivery.

3.3 The OWNER may, at his discretion, extend the deadline for the submission of

Bids by amending the Bid Documents in accordance with clause 5.3 in which case all rights and obligations of the OWNER and BIDDER will be subject to the deadline as extended.

3.4 Modification and Withdrawal of Bids 3.4.1 The BIDDER will not be allowed to modify its Bid after submission. 3.4.2 No Bid shall be withdrawn during the period between the Bid Due Date and the

expiration of the Bid Validity Period. Withdrawal of the Bid during this period may result in forfeiture of the Bid Guarantee. The BIDDER's withdrawal notice shall be prepared, sealed, marked and despatched in accordance with the provisions of clause 11 A withdrawal notice may also be sent by email/fax but must be followed by a signed confirmation copy.

4.0 ELIGIBLE BIDDERS 4.1 The eligibility criteria for the pre-qualification of BIDDERS, for the Techno-

Commercial Bids are set out below: 4.2 Experience Criteria The BIDDER should meet the experience requirements stipulated hereunder in

clauses 4.2, 4.3 and 4.4 A. Technical Experience Criteria – 1

4.2.1 In order to be eligible for pre-qualification and short-listing for evaluation of Price

Bids, a BIDDER shall satisfy the following conditions:

(a) The BIDDER should have designed, manufactured, supplied, erected, tested and commissioned at least 2 (two) Steam Generators of unit

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capacity of 250 MW or higher, and of at least 80% rating of the offered Steam Generator which are in successful operation for a period of at least 2 (two) years, as on the Bid Due Date; and

(b) The BIDDER should have designed, manufactured, supplied, erected,

tested and commissioned at least 2 (two) Steam Turbine Generators of unit capacity of 250 MW or higher, and of at least [80]% rating of the offered Steam Turbine Generators which are in successful operation for a period of at least 2 (two) years, as on the Bid Due Date.

If the BIDDER is a Consortium, the combined technical capacity of all members of the Consortium should satisfy the above conditions of eligibility.

4.2.2 If an entity/firm meets only the requirements of clause 4.2.1(a) i.e., it is a manufacturer of Steam Generators and not a manufacturer of Steam Turbine Generators, then it shall form a consortium/joint venture with another entity/firm which satisfies the requirements of clause 4.2.1(b) i.e., a manufacturer of Steam Turbine Generators.

4.2.3 If an entity/firm meets only the requirements of clause 4.2.1(b) i.e., it is a

manufacturer of Steam Turbine Generators and not a manufacturer of Steam Generators, then it shall form a consortium/joint venture with another entity/firm which satisfies the requirements of clause 4.2.1(a) i.e., a manufacturer of Steam Generators.

4.2.4 If the BIDDER or the Member of the BIDDER Consortium is a manufacturer of

Steam Generator and/or Steam Turbine Generators but does not fulfil the criteria set out at clause 4.2.1(a) and/or clause 4.2.1(b) independently, such manufacturer may enter into a technical collaboration agreement with a manufacturer which on its own fully meets the requirement of the above Clause 4.2.1(a) and/or clause 4.2.1(b), as the case may be (hereinafter referred to as "Qualifying Steam Generator and/or Steam Turbine Manufacturer(s)"), to obtain a license to the technology for manufacturing Steam Generators and/or Steam Turbine Generators, as the case may be. Provided however that, in such event, the BIDDER or the Member of the BIDDER Consortium holding a valid technical license to manufacture Steam Generator and/or Steam Turbine, as the case may be, must furnish along with its Bid, a deed of joint undertaking in the form prescribed in the form set out at Annexure A jointly executed by the BIDDER and the Qualifying Steam Generator and/or Steam Turbine Generator manufacturer, pursuant to which the BIDDER or the member of the BIDDER consortium and the Qualifying Steam Generator and/or Steam Turbine Generator manufacturer will be jointly and severally liable to the OWNER for any defects in the design or technology of the Steam Generator and/or the Steam Turbine. Provided further that, the BIDDER or the Member of the BIDDER Consortium shall also procure and furnish to the OWNER collateral warranties from the Qualifying Steam Generator Manufacturer and/or Qualifying Steam Turbine Manufacturer with respect to the design and technology of the Steam Generator and/or Steam Turbine Generator. The OWNER shall have the right to reject the Bid, if the Bid is not accompanied by the deed of joint undertaking from the

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Qualifying Steam Generator and/or Qualifying Steam Turbine Generator Manufacturer.

B. Experience Criteria- 2 4.2.5 If an entity/firm is an engineering and construction company, it shall form a

Consortium/joint venture with a manufacturer of Steam Generators and a manufacturer of Steam Turbine Generators. If such manufacturer that is a Member of the BIDDER Consortium is a manufacturer of Steam Generators and/or Steam Turbine Generators but does not fulfil the criteria set out at clause 4.2.1(a) and/or clause 4.2.1(b), then such manufacturer(s) must comply with the requirements of clause 4.2.4 above. Provided however that, such entity/firm should on its own have engineered, supplied and commissioned main plant package (BTG), the scope of which should have been similar/comparable to those specified in this specification, for at least 2 (two) coal fired power plants of capacity 250 or higher which are in successful operation for a period of at least 2 (two) years as on the Bid Due Date (hereinafter referred to as a "Qualifying Engineering Consultant").

C. Experience Criteria- 3 4.2.6 If an entity/firm is a turnkey management and contracting company that has

executed at least 2 (two) coal fired power plant of 250 capacity or above, which is in successful operation for a period of at least 2 (two) years, as of the Bid Due Date, it shall form a Consortium/joint venture with a Qualifying Engineering Consultant and manufacturer(s) of Steam Generators and Steam Turbines. If such manufacturer that is a Member of the BIDDER Consortium is a manufacturer of Steam Generator and/or Steam Turbine but does not fulfil the criteria set out at clause 4.2.1(a) and/or clause 4.2.1(b) independently, then such manufacturer(s) must comply with the requirements of clause 4.2.4 above.

4.3 Financial Criteria 4.3.1 The average annual turn-over of the BIDDER during the last 3 (three) financial

years should be equal to at least 5 (five) times the Bid value. The present net worth of the BIDDER shall be at least equal to the Bid value.

4.3.2 The BIDDER should confirm in his Un-priced Techno-Commercial Bid that these

eligibility criteria are met by it. If the above information is found to be incorrect on or after opening of the Price Bids, then such Bids will be rejected.

4.3.3 The BIDDER should provide a copy each audited annual report for each of the

previous three financial years for ascertaining its turnover and net-worth. If the BIDDER is a newly formed company (i.e. it has been in existence for a period of less than three complete financial years from the date of its incorporation), then the BIDDER shall submit documentary evidence that it has been newly formed. For the purpose of ascertaining the turnover, the BIDDER can submit a copy of the audited annual report of each of its parent or promoter companies for the past 3 (three) years wherein the average turnover of one of the parent/promoter

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companies should be equal to at least the 5 (five) times the Bid value and whose present net-worth shall be at least equal to the Bid value. Further, one of the parent/promoter companies should submit a Parent Company Guarantee, guaranteeing the due, timely and proper execution of the Works by the BIDDER, if the Contract is awarded to the BIDDER.

4.3.4 If the BIDDER associates himself with an organisation or forms a Consortium as

described in clause 31.0 below, then all the members of the Consortium shall together satisfy the financial criteria stated in clause 4.3.1 above.

4.3.5 In case of a Consortium, the financial capability of all the members will be

considered in line with the above criteria for their respective responsibilities. For this purpose the BIDDER should indicate in the Un-priced Techno-Commercial Bid, the percentage of work to be performed by the respective member/partners in terms of value of the total Contract Price. However the financial capability of sub-contractors will not be taken into consideration.

4.3.6 The BIDDER should not be subject to any liquidation, court receivership or

similar proceedings. The BIDDERS shall be required to make a declaration to this effect in their Un-priced Techno-Commercial Bids.

4.4 Other Requirements

The BIDDERS shall submit the following documentary evidence in support of the above criteria for the purpose of evaluation: (a) Copies of contracts secured by them for turnkey contracts as described in

clause 4.2 above; (b) Copy of certificates issued by the respective employers, indicating the

date of commissioning of the plants and for the hours of operation, in respect of each plant that is cited in respect of the BIDDER’s experience;

(c) Audited Annual Reports/Financial Statements for the latest three financial

years. The date of issue of the immediate previous year audited report should not be prior to the date falling one year before the Bid Due Date;

(d) Income Tax PAN No.(for Indian bidders only).

Only those BIDDERS who meet the eligibility criteria set out in this clause 4 shall be pre-qualified BIDDERS and whose Price Bids will be opened for further evaluation. Also the OWNER reserves the right to add or alter qualification conditions in the Bid Documents issued to the BIDDERS. The OWNER reserves the right to reject any or all of the Bids at their sole discretion without assigning any reason whatsoever. The OWNER also reserves the right to include additional qualification criteria (for other subcontractors the selected bidders may choose) in the Bids for which this qualification is

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envisaged. 5.0 BID DOCUMENTS 5.1 The set of Bid Documents issued for the purpose of the Bidding Process include

the following, together with any amendment/addendum thereto.

(i) Notice Inviting Bids ("NIB")

(ii) (A): Commercial Specification

(The following documents are collectively referred to as the "Commercial Specifications".)

Section Description

1 Instructions to BIDDERS (ITB)

2 General Conditions of Contract (GCC) (including Schedule of Prices)

3 Contract Agreement Document

(B): Technical Specification:

(The following documents are collectively referred to as the "Technical Specifications".)

Part Description

I Cover Page, Section: A, Section: B & Section: C.

II DATA SHEETS - A, B, C and D1 to D50 of Section :D.

III Section: F (Schedules F1 to F21)

IV Drawings and Wiring Diagrams.

5.2 The BIDDER is expected to examine the Bid Documents, including all

instructions, forms, terms, specifications and drawings. Failure to furnish all the information required by the Bid Documents or the submission of a Bid not substantially responsive to the Bid Documents in every respect shall result in the rejection of the Bid

5.3 Amendment of Bid Documents 5.3.1 At any time prior to the deadline for opening of the Price Bids, the OWNER

may, for any reason, modify the Bid Documents by issuing an amendment. Any amendment to the Bid Documents shall be issued to all the BIDDERS who have received the Bid Documents (either by fax or by email) and shall be binding on them.

5.3.2 The amendment shall be part of the Bid Documents, pursuant to clause 5.1, will be notified in writing or by e mail / fax to all prospective BIDDER’s who have received the Bid Documents, and will be binding on them. The BIDDERS are

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required to acknowledge receipt of any such amendment to the Bid Documents. 5.3.3 Such amendment/addendum shall be in writing and shall be issued no later

than the date that falls 7 (seven) days prior to the Bid Due Date. In order to afford prospective BIDDERS reasonable time in which to take the amendment into account in preparing their Bids, the OWNER may, at his discretion, extend the deadline for the submission of Bids.

6.0 LANGUAGE OF THE BID 6.1 The Bid prepared by the BIDDER, and all correspondence and documents

relating to the Bid exchanged by the BIDDER and the OWNER, shall be in English. Any printed literature furnished by the BIDDER may be written in another language, provided that this literature is accompanied by an English translation, in which case, for purposes of interpretation of Bid, the English translation shall govern. Failure to comply with this requirement may result in disqualification of the Bid.

7.0 SCOPE OF THE BID 7.1 The scope of the Bid shall be on the basis of a single BIDDER responsibility,

completely covering the equipment specified under these specifications and documents, more specifically described in the Technical Specifications. It shall include the following:

(a) Detailed design and engineering of the system/equipment;

(b) Complete manufacture including shop inspection and testing;

(c) Providing engineering drawings, data, operational manuals, etc., for the OWNER's/Consultant’s approval. The failure of equipment at later date due to design deficiencies, even if design approved by OWNER / Consultant lies with supplier.

(d) Ocean and inland transportation to the Site.

(e) Packing and transportation from the Manufacturer's Works to the Site.

(f) Receipt, storage, preservation, and conservation of system/equipment at site including construction of storage facilities viz. covered, semi-covered, open yard at the space allocated at site by OWNER.

(g) Loading, unloading and storage,

(h) Erection works (excluding civil works),

(i) Furnishing of Mandatory Spares as set out in the Technical Specifications and insurance spares, tools, and tackles, if any, ordered by the OWNER;

(j) Pre assembly, if any, erection, testing, commissioning and carrying out

Performance testing of all the systems/ equipment covered under this

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specification; (k) Training of the OWNER’s personnel; (l) Conduct of Tests before Taking Over and remedying any defects of

and in relation to the Main Plant Package (BTG); (m) Obtaining and maintaining all clearances, approvals, permits and

licenses necessary for the execution of the Works, in accordance with Applicable Laws and the terms of the Contract; and

(n) All other services as called for in the specification (o) Supply of the first fill of lubricants and any other consumables required

till commissioning of the Facility. Bids not covering the above entire scope of `Works' may be treated as

incomplete and hence liable for rejection. 8.0 LOCAL REPRESENTATION The BIDDERS shall appoint a person resident in India to liaise with the OWNER

for the purposes of their Bid and in case of the successful BIDDER, for the purposes of performance of its obligations under the Contract including, with respect to defects liability and supply of spares.]

9.0 BRAND NAMES 9.1 The specific reference in these specifications and documents to any material by

trade name, make or catalogue number shall be construed as establishing standard of quality and performance.

10.0 BID GUARANTEE 10.1 The BIDDER shall furnish, as part of its Bid, a bank guarantee in the form set out

at Annexure B of the ITB for INR 15,000,000 (Rupees Fifteen Million) 10.2 Any Bid submitted without the Bid Guarantee will not be considered and

summarily rejected. 10.3 Indian BIDDERS shall procure the Bid Guarantee from a

nationalized/scheduled bank only. Foreign BIDDERS shall procure the Bid Guarantee from a scheduled Indian bank situated in their country. If no scheduled Indian bank is situated in the foreign BIDDER’s country then the Bid Guarantee issued by a foreign bank (whether situated in the BIDDER’s country or in India) and acceptable to the OWNER shall be considered, provided that the Bid Guarantee is confirmed by a nationalised/scheduled bank in India and enforceable in India. A list of such acceptable foreign banks is set out at Annexure C of the ITB. If any foreign BIDDER desires to furnish Bid Guarantee

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from a bank other than those included at Annexure C, such BIDDER should furnish collateral security/guarantee/confirmation from any of the listed foreign banks or the State Bank of India.

10.4 The Bid Guarantee shall be made payable without any condition to the

OWNER. The Bid Guarantee shall be valid for a period of 180 days from the last date of submission of the Bids.

10.5 The Bid Guarantee shall specifically bind the BIDDER to keep his Bid valid for

acceptance for the bid validity period (or the extended validity period that the BIDDER agrees to in accordance with Clause 20.2 below) and to abide by all the conditions of the Bid Documents, if the OWNER desires to award the Contract to such BIDDER. The OWNER shall have an unqualified option to invoke the Bid Guarantee and claim the full amount if the BIDDER fails to keep the Bid valid up to the date specified in the Notice Inviting Bids (or the extended validity period that the BIDDER agrees to in accordance with Clause 20.2 above) or refusing to execute the Contract by the time stated in the Notice Inviting Bids, if the BIDDER is chosen by the OWNER as the successful BIDDER.

10.6 The OWNER shall arrange to release the Bid Guarantee submitted by an

unsuccessful BIDDER as soon as possible after the Contract is executed with the successful BIDDER; and in any event no later than 15 days after the expiration of the Bid Validity Period, including extension thereof, if any. No interest shall be payable by the OWNER on the Bid Guarantee.

The Bid Guarantee of the successful BIDDER will be returned after such

BIDDER provides the Performance Security in accordance with the terms of the Contract.

10.8 Forfeiture of Bid Guarantee The OWNER may also invoke the Bid Guarantee of a BIDDER upon the

occurrence of any of the following events or circumstances:

(i) if the Bid is withdrawn during the validity period or any extension thereof;

(ii) if the BIDDER seeks to vary or modify the Bid in a manner not acceptable to the OWNER during the validity or agreed validity extension period or after the issue of the Letter of Intent by the OWNER and prior to signing of the Contract;

(iii) if the successful BIDDER seeks modifications to the agreed terms and

conditions under the Contract after issue of the Letter of Intent;

(iv) if the successful BIDDER fails to furnish the Performance Security within 30 days from the date of signing of the Contract;

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(v) if the BIDDER makes any effort to influence the OWNER on the evaluation and comparison of Bids or the OWNER’s contract award decision; or

(vi) if the BIDDER indulges directly or indirectly in any fraudulent, restrictive,

coercive or collusive practice in relation to the Bidding Process. The above conditions are applicable for the entire scope of the Works under the Bid Documents.

11.0 SUBMISSION OF BIDS 11.1 All Bids shall be prepared by typing or printing with indelible black ink in the Bid

sheets included in the specifications. The Bid and the documents attached thereto shall be considered as forming a part of the Contract documents. All the copies of Bid shall be identical and shall be provided with serial machine numbers.

Each BIDDER shall be responsible for providing full and complete details of

such BIDDER’s capabilities, experience and facilities for designing, manufacturing, constructing and executing the Works as specified in the Technical Specifications. While the BIDDERS must strictly comply with the formats set out in the Annexures to the ITB, any deficiency in these formats shall not constrain the BIDDERS from providing all the information required to be submitted in accordance with the Bid Documents

11.2 The BIDDER shall seal the original and each copy of the Bid in an inner and an

outer envelope duly marking the envelope as `original' and `copy'. 11.3 Bids shall be sent in single part consisting of commercial terms and conditions,

technical aspects, Bid Guarantee and price aspects. However, the prices shall be sent in a separate sealed envelope to OWNER’s office in Raipur only as per details furnished below.

11.4 The Bid shall contain page numbers and shall be bound together in hard cover 11.5 Original and four (4) copies of the Techno commercial bid and two (2) copies of

the price bid in separate sealed envelopes shall be sent to the address given below :

The President (Projects) Raigarh Energy Limited

C/o Jayaswal Neco Industries Limited. Siltara Growth Centre, Siltara, Raipur – 493111, (C.G.), India

Two (2) copies of the Bid without price aspects shall be sent to the address

given below:

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1. Project Coordinator TCE Consulting Engineers Ltd

Jigyasa Tower, 111 SNP Area, Sakchi, Jamshedpur-831001, India.

11.6 The date of opening of Price Bid shall be intimated later to technically qualified

bidders. The price and non price envelopes duly superscribed shall be submitted along with covering letter Bid Guarantee. There shall be no indication of any price in the covering letter or elsewhere in the Bid.

11.7 The outside of the envelope of price and non-price envelopes should also

indicate clearly the name of the BIDDER and his address. In addition, the left hand corner of the envelope or container should indicate the Specification number and the Bid due date and time. Bids with no indication given on the outside of the envelope to indicate that it is a Bid which get opened before the due date shall be disqualified.

11.8 The BIDDER has the option of sending the Bid by Registered Post or submitting

the Bid in person so as to reach the concerned by the date and time indicated. 11.9 The Bid shall be signed by the authorised signatory of the BIDDER who shall

also initial each page. 11.10 Any information contained in the Bids shall not in any way be construed as

binding on the OWNER, its agents, successors or assigns, but shall be binding on the BIDDER if the Contract is subsequently awarded to it on the basis of such information. The Bid of the successful BIDDER and the documents attached thereto shall be considered as forming a part of the Contract documents.

11.11 The complete Bid shall be without alterations, interlineations or erasures,

except those to accord with instructions issued by the OWNER, or as necessary to correct errors made by the BIDDER, in which case such corrections shall be signed and stamped by the authorized signatory(ies) of the BIDDER. All the alterations, omissions, additions or any other amendments made to the Bid shall be duly signed and stamped by the authorised signatory(ies) of the BIDDER.

12.0 SIGNATURE OF BIDS 12.1 The Bid must contain the name, residence and place of business of the person

or persons making the Bid and must be signed and sealed by the BIDDER with his usual signature. The names of all persons signing should also be typed or printed below the signature.

12.2 Bid by a partnership firm must be furnished with full names of all partners and

be signed with the partnership name, followed by the signature and designation of one of the authorised partners or other authorised representative(s).

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12.3 A Bid submitted by a consortium must be furnished with full names and

addresses of all consortium members/partners and signed with the name, followed by the signature and designation(s) of the authorised member(s)/partner(s) or other authorised representative(s).

12.4 Bids by a Corporation/Company must be signed with the legal name of the

Corporation/Company by the President, Managing Director or by the Secretary or other person or persons authorised to Bid on behalf of such Corporation/ Company in the matter. The Power of Attorney also to be enclosed with the Bid.

12.5 All Bids must be accompanied by duly authenticated copies of the documents

defining constitution/shareholding of the BIDDER. All BIDDERS must submit a Power of Attorney along with their Bids in the format annexed at Annexure D of the ITB, authorising the signatory of their Bid to commit the BIDDER and give a valid discharge on behalf of the BIDDER. Where the BIDDER is a consortium (defined below), each member of the bidding consortium must submit a Power of Attorney in favour of the Leader (defined below) in the format annexed at Annexure E of the ITB.

The said documents must be attested by the local authorities/chamber of commerce at the place of issue and if issued abroad, they must be authenticated by the Indian consulate/embassy. Any Bid not containing these documents, or if such documents are incomplete or do not conform to the aforesaid forms, will be liable for rejection at the discretion of the OWNER.

12.6 A Bid by a person who affixed to his signature the word `President', `Managing

Director', `Secretary', `Agent' or other designation without disclosing his principal will be rejected. Satisfactory evidence of authority of the person signing on behalf of the BIDDER shall be furnished with the Bid.

12.7 The BIDDER's name stated on the Bid shall be the exact legal name of the

BIDDER. 12.8 Satisfactory evidence of authority of the person signing on behalf of the

BIDDER must be furnished with the Bids, including power of attorney, board resolutions and articles of association, as relevant.

12.9 Erasures or other changes in the Bid documents shall be initialled by the person

signing the Bid. 12.10 Bids not conforming to the above requirements of signing may be disqualified. 12.11 Each and every page of the Bid Documents should be serially numbered and

duly signed.

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13.0 INFORMATION REQUIRED WITH THE BID 13.1 The BIDDERS shall include the following information and duly filled documents

in their Bids. 13.2 Unpriced Techno-Commerical Bid The Unpriced Techno-Commercial Bid shall include the following documents:

(i) Letter of Acknowledgement of Bid Documents in the form set out at Annexure - F to the ITB;

(ii) Bid form in the form set out at Annexure - G of the ITB; (iii) Letter of Authority in the form set out at Annexure H of the ITB; (iv) Duly filled in check-list and questionnaire in the forms set out at

Annexure- J of ITB; (v) Declaration by the BIDDER in the form set out at Annexure –J of the ITB; (vi) Execution Philosophy, setting out the division of scope of Works and work

centre in the form set out at Annexure - K of the ITB; (vii) A brief description of the BIDDER’s safety policy and quality assurance

systems and a statement detailing how these shall be implemented for the Works and the Project. A list of procedure, practices and work instructions which shall be used to control the engineering, procurement and inspection activities;

(viii) Detailed organization structure for home and Site office; (ix) Project key dates and project schedule charts; (x) Details of total concurrent commitments of the BIDDER and the capability

and resources of the BIDDER available for completing the Works by the Time for Completion;

(xi) Fresh solvency certificate from bankers. The date of issue of such a certificate should not be earlier than 1 year prior to the Bid Due Date;

(xii) Partnership deed in case the BIDDER is a partnership firm and the certificate of incorporation and memorandum and articles of association (or other charter documents) in case the BIDDER is a company;

(xiii) Audited balance sheet along with profit & loss account statement of the BIDDER for the last three financial years along with data filled up in the form set out at Annexure – M of the ITB;

(xiv) Reference projects for the last ten years and engineering sub-contractor capability assessment in the form set out at Annexure - N of the ITB;

(xv) Schedule of technical/commercial deviations (if any) in the forms set out at Annexure - O of the ITB;

(xvi) Guaranteed performance details as per the Technical Specifications; (xvii) Original copy of Bid Documents duly signed and stamped on all the

pages; (xviii) Any other technical information or documents requested in the ITB or the

Technical Specifications; (xix) Any other information required under the Bid Documents or considered

relevant by the BIDDER for its technical qualification, but not in any way or manner relating to its Price Bid;

(xx) Deed of Joint undertaking as applicable in the form set out at Annexure -

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A of the ITB.

13.3 The Bid Guarantee shall be submitted in original in accordance with Clause 10

of this section in the form set out at Annexure - B to the ITB in a separate sealed envelope and marked "Bid Guarantee : To Be Opened with the Unpriced Techno-Commercial Bid.

13.4 The BIDDERS are required to quote their fixed lump-sum Contract Price for

performance and execution of the Works within the Time for Completion and the remedy of defects or default in the Works during the Defects Liability Period, strictly complying with the format of "Schedule of Prices" set out in the Schedule to the Contract Agreement . Such lump sum Price quote shall be a sum of the prices for the different scope of work viz. offshore supplies, onshore supplies, offshore services and onshore services, as identified in the Schedule of Prices. The individual prices for the different scopes of work should be indicated comprehensively in the Schedule of Prices. The Price Bid must be accompanied by the Bid Form in the form set out at Annexure G of the ITB.

13.5 BIDDER shall compute the lump sum Bid Price as follows considering the

following principles:

(a) Plant, Goods and Material to be supplied from outside India shall be on a CIF price basis

(b) Plant, Goods and Material manufactured or fabricated within India shall be on EXW (ex-factory, ex-works, ex-warehouse or off the shelf, as applicable) price basis plus taxes as applicable

(c) Value of services shall be quoted separately

(d) The Bid Price shall include rates or prices for all construction material, permanent or temporary labour, contractor’s equipment, temporary works, all materials and supplies, consumables and all matters and things of whatsoever nature, including operations and maintenance assistance services, the provision of operations and maintenance manuals, training, etc., where identified in the bidding documents, as necessary for the proper execution of the said Works

(e) While indicating the Bid Price, the following points must be factored:

• Bid prices for each of the above activities will be inclusive of all taxes, duties, levies and charges payable in India whether under Central, State or Local laws applicable in India as well as those leviable outside India

• The BIDDER shall specifically identify the services in respect of which the OWNER is directly required to discharge the service tax liability. The reasons tendered by the BIDDER for applicability of such service tax shall be acceptable to the OWNER, and such information must be communicated to the OWNER along with the

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Technical Bid. However, service tax to be paid by the OWNER shall be factored in the Bid Price for the Bid Evaluation purposes

• The Customs duties on import of Plant, Goods and Material from outside India, shall be on the account of the OWNER and the same shall be computed at the applicable rates on CIF value (plus one percent notional loading as prescribed under the Customs Regulations) indicated by the Contractor in the “Schedule of Prices”. Such customs duties shall be factored by the OWNER only for the Bid Evaluation purposes and shall not form part of the Bid Price

• All indirect taxes leviable on the transaction between the BIDDER and the OWNER shall be separately indicated while arriving at the Bid price. In addition the rate of tax so applied in computing the aforementioned taxes must also be specifically indicated

It must be clearly understood that the Bid Price comprise of the base value and the taxes thereon and such taxes must be clearly quantifiable as per the format referred in Schedule of Prices

The Price Bid shall be submitted in original in a separate sealed envelope duly

signed and stamped on each page and super-scribing on the sealed envelope "Price Bid: Do Not Open until evaluation of Unpriced Techno-Commercial Bid is complete.

13.6 BID CURRENCY AND PAYMENT 13.6.1 The Bid shall be quoted in Indian Rupees (INR) or major foreign currencies i.e.

U.S $, Euro but not more than three foreign currencies. However for all supplies and services to be obtained in India the prices shall be quoted only in Indian Rupees.

13.6.2 If any part of the bid price is quoted in a foreign currency, then for evaluation

purposes, the prices so expressed shall be converted into Indian Rupees at the selling exchange rates as published by the Reserve Bank of India/State Bank of India as on the date falling 7 (seven) days prior to the Bid Due Date ("Base Date").

13.6.3 The BIDDERS are informed that the expenditures that are to be met in India for electrical and mechanical works etc. related to indigenous supply and erection has to be quoted only in Indian Rupees. In case it is quoted in foreign currency, payment shall be made at the exchange rate prevailing on the Base Date. The same basis shall be applicable even if foreign supervisory personnel are deputed towards erection, testing and commissioning purpose. No exchange rate variation is allowed in both the cases.

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13.6.4 Payment will be made as follows:

(i) To Indian BIDDERS:

The payment for Indian BIDDERS including the foreign component quoted in foreign currency (ies) shall be paid in Indian Rupees only. The basis of payment of foreign component is as follows:

The foreign component shall be paid in Indian Rupees based on the actual

prevailing selling exchange rates as published by the Reserve Bank of India/State Bank of India, if the supply/services are made within the scheduled date(s) for delivery or completion. If supply/services are delayed beyond the scheduled date(s), the payment will be made at the exchange rate that is the lower of: (a) the prevailing selling exchange rates as published by the Reserve Bank of India/State Bank of India on the actual date of delivery of supply/services; and (b) the selling exchange rates as published by Reserve Bank of India/State Bank of India on the scheduled date(s) for supply/services.

(ii) To foreign BIDDERS:

The payment shall be made in the foreign currency quoted. The basis of payment is as follows:

If the supply/services are made within the scheduled date, the OWNER shall pay

the actual amount in the quoted currency. If supply/services are delayed beyond the scheduled date, the foreign component will be converted into Indian Rupees at the selling exchange rate as published by Reserve Bank of India/State Bank of India as applicable at the scheduled date(s) of delivery. The payment to the foreign BIDDERS will be made in the quoted currency equivalent to the above value of Indian Rupee and shall however be limited to a maximum of the agreed actual amount.

14.0 UNDERSTANDING AND CLARIFICATIONS ON DOCUMENTS AND SPECIFICATIONS

14.1 The BIDDERS may seek clarifications on the Bid Documents by notifying

Project Manager, Raigarh Energy Limited C/o Jayaswal Neco Industries Limited India (at the address mentioned in the NIB) with a copy marked to the OWNER, in writing (whether by courier or by email) and in the prescribed format at Annexure P of the ITB, prior to the date specified in the NIB.

14.2 The Pre-Bid Conference will be held on the date mentioned in the NIB and the

venue will be Raipur, India, or any other place in India, as notified by the OWNER at an appropriate time. The purpose of the Pre-Bid Conference is to present the BIDDERS with the opportunity to discuss clarifications (if any) sought on technical and commercial issues relating to the Bid Documents. The OWNER, its representatives and advisors may choose not to entertain any oral queries or clarifications raised at the Pre-Bid Conference, if such queries have not been

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addressed to the OWNER in accordance with Clause 14.1 above. In any event, no further clarifications on the Bid Documents shall be entertained or accepted by the OWNER after the Pre-Bid Conference.

14.3 The BIDDERS are advised to depute their authorized representative to attend the

Pre-Bid Conference. However, non-attendance at the Pre-Bid Conference will not be a cause for disqualification of a BIDDER.

14.4 The OWNER (or its technical consultants) shall issue the minutes of the Pre-Bid

Conference to all the BIDDERS (whether or not they were represented) within 15 days of the Pre-Bid Conference. However, such minutes of the Pre-Bid Conference will not be treated as an amendment/modification to the Bid Documents.

15.0 LOCAL CONDITIONS 15.1 The BIDDER is advised to visit, inspect and examine the Site, the access routes

to the Site and its surroundings and obtain for himself at his own responsibility all information that may be necessary for preparing the Bid and entering into the Contract. The costs of visiting, inspection and examination of the Site shall be to the BIDDER's account.

15.2 Upon giving notice to person identified and manner prescribed in Clause, 15.3 the BIDDER and any of its personnel or agents shall be granted permission by the OWNER to enter upon the Site for the purposes of examination and inspection. The BIDDER, its personnel or agents, shall release and indemnify the OWNER and its personnel and agents from and against all liability in respect of such examination and inspection of the Site and the BIDDER shall be responsible for personal injury (whether fatal or otherwise), loss of or damage to property at the Site and any other loss, damage, costs and expenses however caused in this relation, which, but for the grant of such permission would not have arisen.

15.3 Clause 15.1 will be subject to the BIDDERS giving a prior written notice of 15 days to person mentioned below, expressing its intention to visit and inspect the Site. The BIDDERS are requested to contact [President (Projects), Raigarh Energy Limited C/o Jayaswal Neco Industries Limited Siltara Growth Centre, Siltara,Raipur – 493111, ( C.G.), India] for Site visit, queries in relation to the Site and to get acquainted with the Site conditions.

15.4 The failure to visit, inspect or examine the Site or failure to study the Bid Documents shall in no way relieve the successful BIDDER from any contractual liability.

15.5 It will be imperative on each BIDDER to fully inform himself of all local conditions and factors which may have any effect on the execution of the Works covered under these specifications and documents. In their own interest, the BIDDERS are requested to familiarise themselves with the Income-Tax Act, 1961; the Companies Act, 1956, Customs Act, 1962; Indian Boiler Regulations, the Import – Export Policy 1997-2002 and other related acts and laws prevalent

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in India read in conjunction with the amendment issued, if any. The OWNER will not entertain any request for clarifications from the BIDDERS, regarding the laws of India.

15.6 It must be understood and agreed that such factors have properly been

investigated and considered while submitting the Bid. Lack of understanding of local conditions, and laws/regulations outlined in Clause 15.5 above, will not be entertained as a reason for any adjustment of price or for extension of Time for Completion of the Works.

16.0 NOT USED 17.0 TAXES, DUTIES AND LEVIES

i. All the Taxes, duties and levies payable in India whether under Central, State or Local laws applicable in India as well as those leviable outside India, shall form part of the Bid Price.

ii. Except as otherwise specifically provided in the Contract irrespective of the mode of Contracting, the BIDDER shall bear and pay all Taxes, duties, levies, charges, interest and penalties and the like levied and /or assessed on the BIDDER, its Sub-contractors, or their employees, by all municipal, local bodies, state or national Government Authorities in connection with the performance of the Contract In case of all Offshore Supplies by the BIDDER, all duties, taxes, levies, charges, interest and penalties and the like levied and / or assessed, etc. outside India are to be borne by the BIDDER and are to be included in the Bid Price and no variation shall be allowed on this account. The BIDDER shall be responsible for timely and prompt filing of all returns, Documents, accounts etc which are complete and accurate in accordance with laws.

iii. All the indirect taxes leviable on the transaction between the BIDDER and the OWNER shall be separately indicated in the Schedule of Prices while arriving at the Bid Price. In addition the rate of tax so applied in computing the indirect taxes in the Schedule of Prices must also be specifically indicated

iv. Each Party hereto, hereby agrees to indemnify and keep indemnified and saved harmless at all times the other Party against any loss, Cost, expenses or damages suffered or incurred by it, by reason of its failure to pay taxes, duties, etc which it is obliged to pay pursuant to the provisions of this clause and / or arising out of its failure to comply with its obligations under this clause

v. The OWNER shall recover from the BIDDER and / or adjust from the

Contract Price all taxes, duties, levies, charges, interest and penalties and the like leviable and / or assessable on the BIDDER, its Sub-contractors or their employees but levied and / or assessed on the

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OWNER as a representative assessee / agent of the BIDDER, its Sub-contractors or their employees, by all municipal, local, state or national government authorities or any other Government Authority in connection with the Work and supply of Goods in and outside of the Country

vi. All taxes and duties forming part of the Bid Price (and specifically

mentioned in the Schedule of Prices and applicable on the transaction between the OWNER and the BIDDER), would be paid by the OWNER on submission of the documentary proof of payment of such taxes. Such payment towards the taxes, would be made by the OWNER on a gross basis i.e. full payment of the amount of taxes indicated in the invoices raised by the BIDDER and within the limits indicated in the Schedule of Prices, subject to the BIDDER issuing a declaration at the time of submission of the Bid stating that the available input credits have been duly factored by the BIDDER in quoting the Bid Price

vii. Further, the OWNER shall recover from the BIDDER and / or adjust from

the Contract Price, simple interest at the rate of Short term Prime lending Rate of State Bank of India from the date of payment of all taxes, duties, levies, charges, interest and penalties and the like leviable and / or assessable on the BIDDER, its Sub-contractors or their employees but levied and / or assessable on the OWNER as a representative assessee / agent of the BIDDER, its Sub-contractors or their employees, by all municipal, local, state or national government authorities or any other Government Authority in connection with the Work and supply of Goods in and Outside of the Country where the Site is located till the date of recovery and / or adjustment by the OWNER

17.1 Supply under Guaranties/Warranties Not withstanding anything to the contrary contained in the General Conditions

of Contract, any taxes, duties and levies including the stamp duty levied by the Government of India or any State Government in India or local authorities or any Government Authority or outside India on the Plant, Goods and Materials and equipment to be provided by the BIDDER in pursuance of any Guarantees/Warranties under the Contract including any replacements and / or repairs to be carried out under such Guarantee / Warranty, which the BIDDER is required to supply free of Cost to the OWNER, shall be to the BIDDER’s account.

17.2 Customs Duties

In respect of the imported goods, the BIDDER should consider the following:

i. The Customs duties on import of Plant, Goods and Material from outside

India, shall be on the account of the OWNER and the same shall be

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computed at the applicable rates on CIF value (plus one percent notional loading as prescribed under the Customs Regulations) indicated by the BIDDER in the “Schedule of Prices”. Such customs duties shall be factored by the OWNER only for the Bid evaluation purposes and shall not form part of the Bid Price.

ii. In relation to the said customs duties, the BIDDER shall be responsible

for the timely payment to the relevant Government Authorities for and on behalf of the OWNER. The OWNER shall provide all the necessary documents required by the BIDDER to get the clearance of the Plant, Goods and Material for and on behalf of the OWNER.

iii. Upon OWNER’s receipt of a written notice from the BIDDER that any

such customs duties have been paid by the BIDDER (together with the relevant receipt evidencing such payment) and evidence, satisfactory to the OWNER, that the relevant goods have been cleared by the customs authorities, the OWNER shall reimburse the amount of such customs duties paid by the BIDDER, but in any event not to exceed the amount of duty and within the limit indicated in the “Schedule of Prices”.

iv. Provided that, no reimbursement shall be made by the OWNER, in respect of any customs duties paid on the CIF value (plus one percent notional loading as prescribed under the Customs Regulations) of the imported Plant, Goods and Material exceeding the CIF value (plus one percent notional loading as prescribed under the Customs Regulations) of the imported Plant, Goods and Material as indicated in the “Schedule of Prices”.

v. Provided further that, the OWNER shall not reimburse any customs duties

paid on import, export or re-export of equipment/materials to be repaired or replaced in terms of the guarantee/warranty provisions under the Contract, unless otherwise specifically agreed to in the Contract. The BIDDER shall be liable for payment of the applicable taxes and duties and other expenses till such components/parts are delivered/ installed in the equipment at the site and the OWNER shall not bear any liability in this regard.

vi. The OWNER shall not be liable to the BIDDER for any port dues or

similar charges, quay charges, berth charges, shipping, handling charges, wharf fees, demurrages, any incidental charges including penalties and fine on account of delays of clearance of material and goods or any other reason, all of which should be factored in the scope and Schedule of Prices.

vii. BIDDER shall be responsible and liable for any adverse implication on

Contract Price or additional payment of any customs duties or delay in performance of the Contract on account of any High Seas Sale of Plant, Goods and Material made by the BIDDER to the OWNER in respect of

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offshore supplies. Any incremental cost arising on account of the above shall be on account of the BIDDER

viii. The BIDDER shall exercise the due diligence in proper classification of

Plant, Goods and Material and payment of customs duties. In case the OWNER is exposed to any penal action (interest and/ or penalties) by the Customs Authorities for incorrect declaration and/ or valuation of the Plant, Goods and Material or the OWNER is of the opinion that the excess customs duties have been paid by the BIDDER than what would have been payable, for any reason attributable to the BIDDER, such excess amount would be on the account of the BIDDER and would not be reimbursed by the OWNER. Consequently, any such increased duties, if any paid/ payable by the OWNER and not borne by the BIDDER upfront shall lead to corresponding reduction from BIDDER’s price/ invoice, without the BIDDER having any right to contest or dispute such action of the OWNER.

ix. The BIDDER shall familiarize themselves with respect to the taxes in

India including the aspect that neither Value Added Tax (“VAT”) nor Central Sales Tax (“CST”), is levied on the sales affected in the course of import.

17.3 Excise Duties

In respect of the onshore supplies, the BIDDER shall consider the following: The BIDDER shall provide the classification of the Plant, Goods and Material supplied under the onshore supplies The BIDDER is required to indicate the Ex-factory value of the Plant, Goods and Material and the indirect taxes leviable thereon in the Schedule of Prices. Further, the BIDDER is required to mention such taxes specifically in the invoice issued by the BIDDER In case the BIDDER is not the original manufacturer of the Plant, Goods and Material to be supplied from within India and instead is a BIDDER, then the BIDDER would be required to indicate the Ex-factory value of such Plant, Goods and Material and the indirect taxes leviable on the transaction between the BIDDER and its Sub-contractor/ vendor or original manufacturer in the Schedule of Prices while arriving at the Bid Price

17.4 EXIM-Deemed Export Benefits

i. In accordance with the Export Import Policy of the Government of India (EXIM Policy), the OWNER shall claim the benefit of deemed export on supplies made by the BIDDER for the performance of the Project. Accordingly, the BIDDER shall furnish all necessary documents required by the OWNER to claim the benefit of deemed exports. In case the OWNER fails to get the deemed export benefits partly or fully due to

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reason that the BIDDER fails to furnish the requisite documents required by the OWNER to claim the deemed export benefits, then the OWNER will in its sole discretion decide to recover the amount equal to the deemed export benefits that could not be availed by the OWNER, by way of deduction from the payment due to the BIDDER or by invoking the Performance Bank Guarantee.

ii. The BIDDER shall furnish to the OWNER within 15 (fifteen) Days of the

Commencement Date, all information required for organising Project Authority/ Payment Certificate in terms of EXIM Policy. The Project Authority/Payment Certificate will be organised on this basis only and no subsequent change will be permitted.

iii. It is expressly understood and agreed that no deviation to the instructions

given in this Clause is to the OWNER 17.5 Value Added Tax/ Central Sales Tax-Forms

i. OWNER will issue in accordance with relevant legislations, the requisite sales tax declaration forms (including but not limited to Form C) to the BIDDER in order to get the benefit of any concession in the rate of VAT/ CST, as the case may be.

ii. Further, in case of inter-state supplies, all Plant, Goods and Materials identified by the BIDDER and/ or the OWNER to be dispatched directly to the Site from the BIDDER’s/ its sub-contractor’s/ vendors’ premises situated in the State different from the State where the Site is located.

17.6 Service Tax

In respect of the services provided under the Contract, the BIDDER must indicate the following:

i. Services in respect of which the OWNER is directly required to discharge the service tax liability. In this case the BIDDER must indicate the rate and quantum of service tax so payable by the OWNER, which shall be factored by the OWNER only for the Bid Evaluation purposes and shall not form part of the Bid Price.

ii. The reasons tendered by the BIDDER for applicability of such service tax shall be acceptable to the OWNER, and such information must be communicated to the OWNER along with the Technical Bid. If necessary, the OWNER may call the BIDDER for discussion to understand the reasoning and basis for levy of direct service tax on the OWNER, as indicated by the BIDDER.

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iii. In the event the OWNER is in agreement with the reasoning tendered by the BIDDER for imposition of service tax directly on the OWNER, it would be communicated to the BIDDER in writing. Thereafter, the BIDDER shall not have any right to recover any service tax on services to be performed by the BIDDER on which the OWNER and the BIDDER are mutually agreed that the OWNER shall be required to discharge the service tax before the submission of the Bid Price.

In the event that the BIDDER does not convey the applicability of direct service tax on the OWNER prior to the submission of the Bid Price and post award of the Contract if the OWNER reaches to a conclusion that on certain services the OWNER itself is required to discharge the service tax, then post issuance of the appropriate intimation, the Contract Price shall stand reduced to the extent service tax liability is discharged by the OWNER.

17.7 Other taxes

The OWNER shall not bear the taxes leviable under the Income Tax laws viz. Indian Income Tax, surcharge on Income Tax and any other Corporate Tax, irrespective of the mode of contracting. The BIDDER shall be liable and responsible for payment of all such tax, if attracted under the provisions of the law.

The BIDDER shall pay forthwith on demand to the OWNER, all costs (including fines and penalties), for any default, delay in depositing the payments or documents, act of omission and negligence by the BIDDER) which the OWNER may incur as a result of: (a) the OWNER having been required by any Governmental Authorities to

pay any of the Taxes which are payable by and assessed on the BIDDER and its Sub-contractors; or

(b) any cost actually sustained by the OWNER for failure by the Contractor to

pay any Taxes which are payable by and assessed on the Contractor and its Subcontractors.

However, the OWNER would provide due intimation and opportunity to the BIDDER, before paying any Taxes for which the BIDDER is liable under this Agreement and would not pay any such Tax except under duress.

17.8 Withholding of taxes

The OWNER shall pay, out of the Contract Price, any withholding tax charged by any Government Authority including the Government of India or any Indian State Government on the Contract or the performance of the Work or supply of

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Plant, Goods and Material pursuant to or under the Contract. The OWNER shall furnish to the BIDDER appropriate documentation / certificates/ challans evidencing payment of any such withholding tax

17.9 Variation in Taxes or Applicable Taxes or Introduction of New Taxes

i. Any statutory variation in rate of applicable Indian Taxes (including duties, levies etc.) as set forth in Schedule E of GCC “Schedule of Prices” or any variation in applicable Taxes or any change in the interpretation or enforcement of any said Act or law, Rules or Regulations of Government of India or State Government or local authority via issuance of circulars/ clarifications by Governmental Authority or introduction of new taxes or the introduction/amendment of any exemptions (other than Direct taxes i.e. Income Tax, corporate tax etc) in force on the Base Date for submission of Bid but within the Guaranteed Completion Date of Works, shall be to the account of the OWNER.

Such adjustment shall be limited to direct transactions between the OWNER and the BIDDER and no amounts shall be payable on account of variation on taxes, duties and levies on procurement of raw materials, intermediary components etc by the BIDDER. However, in case the BIDDER is not the original manufacturer of the Plant, Goods and Material then the adjustment shall be limited to transaction between the OWNER and BIDDER and between BIDDER and its Sub-contractor/ vendor or original manufacturer and no amounts shall be payable on account of variation on taxes, duties and levies on procurement of raw materials, intermediary components etc by the Sub-Contractor/ vendor or original manufacturer

ii. Any statutory variation on account of aforementioned factors shall be allowed only in respect of taxes originally factored by the Contractor and by the sub-contractor/ vendor of the Contractor (only where the Contractor is not the original manufacturer of the Plant, Goods and Material) in their initial bid offer, unless the tax sought to be recovered is a new tax which was not in force on the Bid Due Date

iii. Any statutory variation on account of aforementioned factors shall be

reimbursed by OWNER to BIDDER or by the BIDDER to the OWNER, as the case may be, against submission of documentary evidence in support thereof. However, in case of delay, from the originally prepared network Schedule, Schedule and Guaranteed Completion Dates as may be relevant for the computation thereof, any statutory variation adverse to the OWNER over and above those specified under “Schedule of Prices” during the delayed period shall be to the BIDDER’s account and the OWNER shall not be liable for the same in any manner whatsoever

iv. The BIDDER is obligated to keep the OWNER/OWNER’s

Representative notified of the aforesaid statutory variations within 15(fifteen) days of such variation coming into effect

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v. The Bid Price and other prices given in the “Schedule of Prices” are

based on the applicable tariff as indicated by the BIDDER in the Schedule of Prices. In case this information subsequently proves wrong, incorrect or misleading, the OWNER shall have no liability to reimburse/pay to the BIDDER the excess taxes, fees etc; if any finally levied/imposed under the statutes except as provided in this clause. However, if the taxes/fee levied/imposed are lower than the amount indicated in the Schedule of Prices, the OWNER shall be entitled to recover the difference from the Contractor

17.10 Benefit of credit for tax

If, as a result of any agreement, whether existing or modified or signed in future on avoidance of double taxation between the Government of India and the Government of the BIDDER’s Country or under any law, any tax benefit shall accrue to the BIDDER in Country of the BIDDER or by way of deduction as expenses or as tax credit or refund or otherwise against its tax liability or on account of taxes, which are paid in India by the OWNER pursuant to this Contract, the benefit of such credit, deduction as expense or refund along with details shall be passed on to the OWNER within 15 (fifteen) days of the receipt of such credit / refund/deduction as expense or otherwise by the BIDDER/expatriate. The BIDDER/its expatriates shall take immediate and appropriate action for obtaining the admissible credit or refund from such Country’s authorities and payment of the same to the OWNER. The BIDDER shall keep the OWNER informed about the same at all times. The BIDDER shall furnish on an annual basis, a certificate from an independent Chartered Accountant confirming:

a) The amount of credit or refund or deduction as expense or otherwise that may be due, if any, to it on account of tax paid by the OWNER in India in respect of payments under the Contract to the BIDDER; and

b) Amount of credit or refund that may be obtained or deduction as expense

that may be permissible, if any, during the relevant period

No such annual certificate is required with regard to expatriates’ tax credit or refund. However, the BIDDER will inform the OWNER of all such credits or refunds obtained by its expatriates as aforesaid.

18.0 BID OPENING 18.1 Opening of Unpriced Techno-Commercial Bids

18.1.1 Unpriced Techno-Commercial Bids will be opened at the time and date

mentioned in the Notice Inviting Bids, at the address provided below. The BIDDERS may choose to be present at such opening. Bids for which a notice of withdrawal has been submitted in accordance with clause 3.4.2 above will not be opened.

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The President (Projects) Raigarh Energy Limited

C/o Jayaswal Neco Industries Limited. Siltara Growth Centre, Siltara, Raipur – 493111, (C.G.), India

If the Bid opening date falls on a holiday, the Bids will be opened on the

succeeding working day. 18.1.2 The OWNER will examine the Bids to determine whether they are complete,

whether any computational errors have been made, whether required sureties have been furnished, whether the documents have been properly signed, and whether the Bid is generally in order.

18.1.3 Arithmetical errors will be rectified on the following basis. If there is discrepancy

between the unit price and the total price that is obtained by multiplying the unit price and quantity, the unit price shall prevail and the total price will be corrected. If there is a discrepancy between the tax rate mentioned by the BIDDER and the amount of tax that is obtained by multiplying the value by the tax rate, the mentioned tax rate shall prevail and the amount of tax shall be corrected. No other errors made by the BIDDERS in quoting its bid shall be rectified by the OWNER. If the BIDDER does not accept the correction of errors, its bid will be rejected.

18.1.4 Prior to the detailed evaluation, the OWNER will determine whether each

Technical bid is of acceptable quality, is complete and substantially responsive to the Bidding Documents.

A substantially responsive Bid is one which conforms to all the terms and specifications of the bidding documents without material deviations, objections, conditionalities or reservations. . A material deviation, objection, conditionality or reservation is one (i) that affects in any substantial way the scope, quality or performance of the contract; (ii) that limits in any substantial way, inconsistent with the bidding documents, the OWNER’s rights or the successful BIDDER’s obligations under the contract; or (iii) whose rectification would unfairly affect the competitive position of other bidders who are presenting substantially responsive bids.

18.1.5 Within 7 days of evaluation of the Unpriced Techno-Commercial Bids, the

OWNER will notify the BIDDERS whether they are pre-qualified BIDDERS. Those BIDDERS whose Bids: (a) meet the eligibility criteria under the ITB; (b)

have been properly signed; (c) are accompanied by the Bid Guarantee; (d) are substantially responsive to the ITB; and (e) are generally in good order, will be "pre-qualified BIDDERS".

18.1.6 BIDDERS are advised that pre-qualification of the BIDDERS will be entirely at

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the discretion of the OWNER. The BIDDERS will be deemed to have understood and agreed that no explanation or justification on any aspect of the Bidding Process or selection will be given.

18.2 Price Bids

18.2.1 The Price Bids of only pre-qualified BIDDERS will be opened at the time and

date notified by the OWNER to the pre-qualified BIDDERS. Such notification will be issued reasonably in advance of the proposed date for opening of the Price Bids.

18.2.2 At the time of opening of the Price Bids the OWNER shall permit one authorised

representative of each pre-qualified BIDDER to be present, provided that such representative presents to the OWNER a letter duly signed by the BIDDER authorising him to be present on behalf of the BIDDER at the time of opening of the Price Bids. Pre-qualified BIDDERS are advised not to authorise or depute more than one representative.

18.2.3 The OWNER shall announce at the time of opening of the Price Bids, the

names of the pre-qualified BIDDERS and the quoted price of such pre-qualified BIDDERS and record the same.

18.2.4 The OWNER at his discretion, if considered appropriate, shall announce at the

time of opening of Price Bids, the BIDDER's names, Bid prices, Bid withdrawals, and such other details.

18.2.5 Price Bids, which remain unopened with the OWNER, shall be returned to the

concerned BIDDERS within a period of 5 working days of receipt of Performance Security from the successful BIDDER.

18.3 A Bid will be considered as not being "substantially responsive", if it contains

material deviations from or reservations to the terms, conditions, and specifications in the Bid Documents. The BIDDERS will not be permitted to correct or withdraw material deviations or reservations once the Bids have been opened.

18.4 After the receipt of Bids the OWNER may send a team of engineers if

necessary to inspect the engineering facilities, to ensure suitability and satisfactory working conditions at the contractor's works/yards(s) and equipment listed to be used by the BIDDER for the Works. The BIDDER shall ensure that the aforesaid team shall at all the times have access to visit and inspect such works, equipment etc.

19.0 POLICY FOR BIDS UNDER CONSIDERATION 19.1 Bids shall be deemed to be under consideration immediately after they are

opened and until such time official intimation of award/rejection is made by the OWNER to the BIDDERS. While the Bids are under consideration, BIDDERS and/or their representatives or other interested parties are advised to refrain

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from contacting by any means, the OWNER and/or his employees/ representatives on matters related to the Bids under consideration. The ENGINEER, if necessary will obtain clarifications on the Bids by requesting for such information from any or all the BIDDERS, in writing as may be necessary. The BIDDER will not be permitted to change the substance of the Bid after the Bid has been opened.

20.0 EFFECT AND VALIDITY OF BID 20.1 The submission of any Bid connected with these documents and specifications

shall constitute an agreement that the BIDDER shall have no cause of action or claim, against the OWNER for rejection of his Bid. The OWNER shall always be at liberty to reject or accept any Bid or Bids at his sole discretion and any such action will not be questioned and the BIDDER shall have no claim in that regard against the OWNER.

20.2 The Bid should be valid for acceptance for a period stated in the Notice Inviting

Bids. In the event that any BIDDER quotes a lower validity period than that specified in the Notice Inviting Bids, its Bid shall be rejected. However, in exceptional circumstances the OWNER may solicit the BIDDER’s consent to an extension of the period of the validity of the Bid. The request and response thereto shall be made in writing (including fax or telex). The Bid Guarantee shall also be extended by the same period as the extension in the validity of the Bid. A BIDDER may refuse the request without forfeiting his Bid Guarantee. A BIDDER granting the request will not be required or permitted to modify his Bid.

21.0 BID EVALUATION 21.1 The Bids received and accepted will be evaluated by the Engineer to ascertain

the most suitable evaluated Bid, for the complete 'Works' covered under these specifications and documents.

21.2 The price adjustments provisions shall be taken into account in the evaluation

of Bids.

21.3 The comparison shall be of the Bid Price, inclusive of the total quantum of

indirect taxes which is included in the Schedule of Prices with respect to the

transaction between the OWNER and the BIDDER. The following taxes and

duties shall also be factored in the Bid Price for the Bid Evaluation purposes, but

the same shall not form part of the Bid Price:

• Quantum of service tax payable by the OWNER directly to the Government

under Rule 2(1)(d)(iv) of the Service Tax Rules, 1994;

• Quantum of customs duties payable by the BIDDER on behalf of the OWNER

and reimbursable to the BIDDER

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21.4 The following commercial and technical factors shall also be considered for evaluation of Bids in addition to Bid qualification requirements.

21.4.1 Commercial Factors (a) Prices (b) Freight (c) Duties, taxes and other levies (d) Insurance (e) Interest on deviation in payment terms

(f) Cost loading due to deviations in other commercial and technical aspects such as liquidated damage etc.

(g) Start up spares, Maintenance Tools & Tackles and Essential spares on

the above principles 21.4.2 Technical Factors Cost loading due to accepted deviations in technical aspects. 22.0 ADDITIONAL/INSURANCE SPARE PARTS 22.1 The BIDDER shall submit separately and not as a part of the Bid, a complete

and separate list of recommended insurance spares recommended for operation of the Facility along with drawings, catalogues and sufficient descriptive materials in addition to all essential Spares as stipulated in the Technical Specifications . Such list shall also indicate the item wise prices CIF in the case of foreign BIDDERS and EX-BIDDER's works in the case of domestic BIDDERS for each item.

22.2 The prices of these recommended spare parts shall be firm and will not be

taken into consideration for the purposes of Bid Evaluation, whereas the prices of start up and essential spares shall be included in the Bid price and shall be considered for evaluation of Bids.

22.3 The start-up and essential spares shall be supplied with the main

system/equipment. The BIDDER shall quote his delivery periods and terms and conditions of payment for the above recommended spares.

22.4 Such spare parts list will be used by the OWNER to decide about the items to

be procured against his spares requirements for equipment quoted. The quantities of the spares to be procured shall be decided by the OWNER and the BIDDER shall furnish all those spares as per the terms and conditions quoted

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by him in his Bid. 23.0 AWARD OF CONTRACT 23.1 Prior to the expiration of the Bid validity period and no later than the date

specified in the Notice Inviting Bids, the OWNER shall notify the successful BIDDER in writing by registered letter or by fax that his Bid has been accepted by issuing a Letter of Intent ("LOI"). LOI will be made in writing to the successful BIDDER by the OWNER.

23.2 The Bid of the successful BIDDER and the LOI shall constitute a binding

contract between the successful BIDDER and the OWNER from the date on which the LOI is received by the successful BIDDER. The Effective Date of the Contract shall be deemed to be in force from the date of issue of a "Notice to Proceed" by the OWNER to the successful BIDDER, in accordance with the terms of the LOI.

23.3 Upon the receipt of the Bid Guarantee from the successful BIDDER, the

OWNER shall promptly notify each unsuccessful BIDDER and take necessary action to release their Bid Guarantee.

23.4 OWNER reserves the right to reject any or all Bids without assigning any

reasons whatsoever there of. 23. 5 Signing of Contract 23.5.1 Based on the evaluation of the Price Bids of the pre-qualified BIDDERS, the

OWNER will award the Contract to the successful BIDDER whose Bid has been determined to be substantially responsive and to be the lowest evaluated Bid, further provided that the BIDDER is determined to be qualified to perform the Contract satisfactorily.

23.5.2 Except for the deviations submitted by the successful BIDDER along with its

Unpriced Techno-Commercial Bid in the forms set out at Annexure Q of the ITB, the BIDDER shall be required to comply with all requirements of the Bid Documents without any extra cost to the OWNER, failing which its Bid Security will be forfeited.

23.5.3 Within the time specified in the LOI, the successful BIDDER shall sign and date

the Contract Agreement with the OWNER. Any payment under the Contract shall be made only after signing of the Contract Agreement and as per the terms of the Contract.

23.5.4 If the Works is awarded to a consortium (if applicable), the Contract may be signed by the Leader and members of the consortium and the liability of each of the members for the execution of the Works shall nonetheless be joint and several. Alternatively, the Contract may be signed by an authorised member of the consortium on its own behalf as well as on behalf of each and every member,

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provided that each member submits a valid and duly notarized Power of Attorney in favour of the signatory, authorising the signatory to commit and bind the consortium and thereafter every member should countersign the Contract within one month, and the liability of each one of them shall be joint and several.

23.6 Performance Security Within 30 days from the date of signing of the Contract Agreement, the

successful BIDDER shall furnish the Performance Security in accordance with the General Conditions of Contract, in the format set out at Schedule F to GCC. The BIDDER shall also undertake, that if chosen as the successful BIDDER, it shall cause the validity of the Bid Guarantee to be extended until he furnishes the Performance Guarantee to the OWNER in accordance with the ITB and the Contract

24.0 CONTRACT QUALITY ASSURANCE 24.1 The BIDDER shall include in his Bid the quality assurance programme

containing the overall quality, management and procedures which he proposes to follow in the performance of the 'Works' during various phases.

24.2 At the time of award of Contract, the detailed quality assurance programme to

be followed for the execution of the Contract will be mutually discussed and agreed to and such agreed Programme shall form a part of the 'Contract'.

24.3 Third party inspectors may be appointed by the OWNER to conduct any kind of

inspection at OWNER’s Cost. The Contractor shall provide necessary access and coordination to conduct such inspections. The extent of third party inspectors’ involvement shall be finalized during the approval of the detailed quality assurance program.

25.0 INSURANCE 25.1 The BIDDER's insurance liabilities pertaining to the scope of Works are

detailed out in clause titled 'Insurance' in General Conditions of Contract. The BIDDER’s attention is specifically invited to these clauses. Bid price shall include all the cost in pursuance of fulfilling all the insurance liabilities under the Contract.

26.0 MAINTENANCE TOOLS AND TACKLES The Bid price shall include the price of all special tools and tackles, testing

equipment required for the operation and maintenance of the equipment. The BIDDER shall indicate all the above items in the Bid sheets in the form of a schedule giving therein the description and the quantity of each item.

27.0 CODES AND STANDARDS Specifications give reference to Indian or internationally accepted standards.

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However, equipment or materials meeting other recognised national or international standards which ensure an equal or superior quality than standards specified will also be accepted.

28.0 BREAK UP OF PRICES The Contractor shall also furnish itemised break-up of prices of all the physical

units under the different systems to be furnished by him if required by the OWNER for costing and accounting records in the manner called for.

29.0 STANDARDISATION AND VARIETY REDUCTION With the view to standardise maintenance procedures, reduce spares inventory

and achieve interchangeability, the OWNER desires to have, as far as practicable, dimensionally and otherwise identical components and parts of equipment which are common to the different packages of the power stations.

This will apply to items like motors, switchgear relays, panels and desks,

instruments, controls and instrumentation fixtures, etc. In respect of bought out items, the CONTRACTOR shall therefore arrange to

standardise and offer specifically identified manufacturers' equipment in consultation, at the appropriate time with the OWNER and other major CONTRACTORS.

However, no increase in Contract Price on this account by the CONTRACTOR

shall be entertained by the OWNER, nor the guarantee clause can be diluted on account of this stipulation.

30.0 CONTRACT PRICE VARIATION The Contract Price shall remain firm during the entire duration of the Contract.

No adjustment or variation to the Contract Price due to increase in the price of labour or materials shall be considered, except as provided under the Contract.

31.0 JOINT VENTURE/CONSORTIUM 31.1 The BIDDER may for participating in the Bidding Process be a single entity or a

group of entities ("Consortium"), coming together to execute the Works.. The members of the Consortium for the purposes of submitting a Bid may pool

their resources and experiences. In their own interest the BIDDERS are advised to investigate the capabilities, availability of expertise and resources such as construction equipment, experienced personnel, financial soundness, past experience and concurrent engagements of constituting members of the Consortium.

In the event that the successful bidder is a Consortium formed of two or more

companies as members, each member of the Consortium shall be jointly and

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severally liable for discharging all obligations under the Contract.

The members of a Consortium will elect a member as the leader of the Consortium ("Leader") who will act on behalf of the Consortium. The members of a Consortium shall execute a consortium agreement in the form set out at Annexure S to the ITB ("Consortium Agreement"), which shall be duly signed between the members of the Consortium (by the chief executive officers of each member). Such Consortium Agreement must accompany the Bid. The Consortium Agreement will clearly define role/scope of work of each member of the Consortium including the Leader. A Consortium’s Bid may be signed by all the members of the Consortium. Alternatively, the Leader may sign the Bid on behalf of the Consortium. In such a case, a power of attorney from each member of the Consortium authorising the Leader to sign and submit the Bid on behalf of each member of the Consortium must accompany the Bid. Other Consortium Members may participate in Pre-Bid Conference along with the Leader. In case of a Consortium, the Bid Guarantee should be submitted in the joint name of the members of the Consortium. In case the Leader is an Indian company the Bid Guarantee may be submitted in Indian rupees. However, in case the Leader is a foreign company the Bid Guarantee should be in the specified foreign currency. Documents/details pertaining to qualification of a BIDDER as specified must be furnished by each member of the Consortium complete in all respects along with the Bid and clearly set out their experience especially in relation to their scope of the Works in the Bid. If during the evaluation of Bids, a Consortium Leader proposes any alterations/changes in the constitution of the Consortium or replacements or inclusion of expulsion of any member of the Consortium, which had originally submitted the Bid, to derive some advantages/benefits based on any new development(s) having come to his knowledge at any time, the Bid of such Consortium shall be liable for rejection unless such a change is agreed to by the OWNER in writing. If the Contract is awarded to a Consortium, the Contract may be signed by the Leader, provided that all the members of the Consortium shall be jointly and severally liable for the performance of the Contract. Alternatively, the Contract may be signed by an authorised member of the consortium on its own behalf as well as on behalf of each and every member, provided that each member submits a valid and duly notarized Power of Attorney in favour of the signatory, authorising the signatory to commit and bind the Consortium and thereafter every member should countersign the Contract within one month, and the liability of each one of them shall be joint and several. If the Contract is awarded to a Consortium, each member of the Consortium shall be jointly and severally liable to the OWNER for the execution of the

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Works. Provided however that, the Leader shall be the single point of contact for the OWNER and shall co-ordinate, on behalf of the Consortium, with specified agencies during the period the Bid is under evaluation as well as during execution of the Works. The Leader shall also be responsible for resolving disputes/misunderstanding/undefined activities if any amongst all the Consortium members and the members of the Consortium undertake that no inter-se dispute between the members shall affect the execution of the Works. If pursuant to a split in the scope of Works among the members of the Consortium, any part of the Works is not covered within the scope of work of any member of the Consortium, then the member whose scope of work is most closely related to the part of the Works not allocated any member of the Consortium, will be responsible for performing such excluded part of the Works.

31.2 All foreign BIDDERS must send their quotation directly and not through consultants/representatives/associates. The Bids submitted by consultants/representatives/associates on behalf of a foreign BIDDER will not be recognized. The consultants/representatives/associates of the foreign BIDDER shall however be permitted to purchase the Bid Documents and attend the Pre-Bid Conference and the Bid opening provided such a consultant/representative/associate has a power of attorney/letter of authority/agreement is submitted to the OWNER in advance for scrutiny and acceptance or otherwise.

32. FRAUD AND CORRUPT PRACTICES

The BIDDER and their respective officers, employees, agents and advisers shall observe the highest standard of ethics during the Bidding Process. Notwithstanding anything to the contrary contained herein, the OWNER may reject an Bids without being liable in any manner whatsoever to the BIDDER if it determines that the BIDDER has, directly or indirectly or through an agent, engaged in corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice in the Bidding Process. Without prejudice to the rights of the OWNER under this clause hereinabove, if an BIDDER is found by the OWNER to have directly or indirectly or through an agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice during the Bidding Process, then the such BIDDER’s Bid shall be summarily rejected, the Bid Security submitted by the BIDDER shall be forfeited and such BIDDER shall not be eligible to participate in any tender issued by the OWNER during a period of 2 (two) years from the date that such BIDDER is found by the OWNER to have directly or indirectly or through an agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice, as the case may be. For the purposes of this clause, the following terms shall have the meaning hereinafter respectively assigned to them:

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(a) "corrupt practice" means (i) the offering, giving, receiving, or soliciting, directly or indirectly, of anything of value to influence the actions of any person connected with the Bidding Process (for avoidance of doubt, offering of employment to, or employing, or engaging in any manner whatsoever, directly or indirectly, any official of the OWNER who is or has been associated in any manner, directly or indirectly, with the Bidding Process or LOI has dealt with matters concerning the Contract or arising therefrom, before or after the execution thereof, at any time prior to the expiry of one year from the date such official resigns or retires from or otherwise ceases to be in the service of the OWNER, shall be deemed to constitute influencing the actions of a person connected with the Bidding Process); or (ii) engaging in any manner whatsoever, whether during the Bidding Process or after the issue of the LOI or after the execution of the Contract, as the case may be, any person in respect of any matter relating to the Project or the LOI or the Contract, who at any time has been or is a legal, financial or technical adviser of the OWNER in relation to any matter concerning the Project;

(b) "fraudulent practice" means a misrepresentation or omission of facts or

suppression of facts or disclosure of incomplete facts, in order to influence the Bidding Process;

(c) "coercive practice" means impairing or harming or threatening to impair

or harm, directly or indirectly, any person or property to influence any person’s participation or action in the Bidding Process;

(d) "undesirable practice" means establishing contact with any person

connected with or employed or engaged by the OWNER with the objective of canvassing, lobbying or in any manner influencing or attempting to influence the Bidding Process;

(e) "restrictive practice" means forming a cartel or arriving at any

understanding or arrangement among BIDDER with the objective of restricting or manipulating a full and fair competition in the Bidding Process.

33.0 DEVIATIONS 33.1 The following clauses in the "INSTRUCTIONS TO BIDDERS" are vital and if

deviations are taken from the stipulations of these clauses, such Bids are liable for rejection:

33.1.1 Clause 7.0 : Scope of the Bid 33.1.2 Clause 10.0 : Bid Guarantee 33.1.3 Clause 17.0 : Taxes, Duties and Levies 33.1.4 Clause 22.0 : Additional/Insurance Spare Parts

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33.1.5 Clause 23.0 : Award of Contract 33.1.6 Clause 24.0 : Contract Quality Assurance

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ANNEXURE-A DEED OF JOINT UNDERTAKING

(Non-Judicial Stamp Paper of Appropriate Value)

DEED OF JOINT UNDERTAKING EXECUTED BY BIDDER (MANUFACTURER OF STEAM GENERATOR) MEETING REQUIREMENTS OF CLAUSE NO.4.2.4) ALONGWITH THE ASSOCIATE/COLLABORATOR (MANUFACTURER OF STEAM GENERATOR WHO MEETS THE REQUIREMENTS OF CLAUSE NO. 4.2.1(a))) FOR RAIGARH ENERGY LIMITED C/O JAYASWAL NECO INDUSTRIES LIMITED, SILTARA GROWTH CENTRE, SILTARA, RAIPUR – 493111, (C.G.), INDIA This DEED OF UNDERTAKING executed this................... day of ................. Two thousand ............... by M/s....................................................... a Company incorporated under.........................having its Registered office at .............................................. (hereinafter called the "Associate/ Collaborator", which expression shall include its successors, administrators, executors and permitted assigns) and M/s ............................. a Company registered under ..................................... having its Registered Office at ............................................. (hereinafter called the "Bidder/ Contractor", which expression shall include its successors, administrators, executors and permitted assigns) in favour of Raigarh Energy Limited, incorporated under the Companies Act, 1956, having its Registered Office at,[please insert address], (hereinafter called "OWNER" or “REL” which expression shall include its successors, administrators, executors and assigns). WHEREAS the OWNER invited bids for design, engineering, manufacture, supply, transportation to site, installation, Tests on Completion, Tests after Completion and handing over the Main Plant Package (BTG) for the 2 X300MW thermal power plant at Hamirpur Village, Raigarh District, Chhattisgarh, India in two phases ("Project") vide their Bid Documents No. [___]. WHEREAS Clause No. 4.2.4 of Instructions to Bidders stipulates that if Clause of 4.2.4 of Instructions to Bidders is applicable to the Bidder, then he shall associate/ collaborate with a Steam Generator manufacturer/Steam Turbine manufacturer who on his own fully meets the requirements of Clause No. 4.2.1(a)/4.2.1(b) of Instructions to Bidders. WHEREAS M/s ......................................................................(Bidder) is submitting its proposal in response to the Notice Inviting Bids by the OWNER bearing no: ................. dated ................. for the Main Plant Package (BTG) of the Project against the OWNER’s Bid Documents.

AND WHEREAS M/s...................................................... (Bidder) is a manufacturer of Steam Generator/Steam Turbine to which Clause of 4.2.4 of the Instruction to Bidders, is applicable. AND WHEREAS the Associate is a Steam Generator/Steam Turbine manufacturer who on its own satisfies the requirements of Clause 4.2.1(a)/4.2.1(b).

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AND WHEREAS the Bidder and the Associate have entered into a technology collaboration agreement, in accordance with Clause 4.2.4 for the licensing of the technology for manufacturing Steam Generator/Steam Turbine. AND WHEREAS, in terms of Clause 4.2.4 of Instruction to Bidders, the Bidder and the Associate are required to jointly execute and furnish along with the Bid an irrevocable Deed of Joint Undertaking and be jointly and severally responsible and bound unto the OWNER for any defects in the design or technology of the Steam Generator/Steam Manufacturer. NOW THEREFORE, THIS DEED WITNESSETH AS UNDER: 1. That pursuant to and in consideration of the award of the Contract by the

OWNER to the Bidder (hereinafter referred to as the "Contractor"), the Associate and the Contractor do hereby declare and undertake that they shall be jointly and severally responsible to the OWNER for the accuracy, durability, practicality, sufficiency and suitability of the design and technology of the Steam Turbine/Steam Generator along with their integral auxiliaries as per the Contract, and for carrying out all obligations and responsibilities under this Deed of Joint Undertaking.

2. In case of any breach of the Contract committed by the Contractor, the Associate

and the Contractor shall be jointly and severally liable if the OWNER sustains any loss or damage on account of any defect in the design or technology of the Steam Turbines/Steam Generators along with their integral auxiliaries. The Associate and the Contractor jointly and severally undertake to promptly indemnify and pay such losses/ damages caused to the OWNER on his written demand without any demur, reservation, contest or protest in any manner whatsoever.

3. Without prejudice to the joint and several obligations of the Contractor and the

Associate hereunder, the analysis/ investigations of the non-performance of the equipment manufactured by the Contractor may initially be carried out by the Contractor within a period of 15 days from the date of reference of the problem by the OWNER, before the OWNER approaches the Associate for any such analysis/ investigation. It shall not however be necessary or obligatory for the OWNER to first proceed against the Contractor before proceeding against the Associate (with respect to obligations and responsibilities of the Associate covered under this Deed of Joint Undertaking), nor any extension of time or any relaxation given by the OWNER to the contractor shall prejudice any right of OWNER under this Deed of Joint Undertaking to proceed against the Associate and Contractor.

4. Without prejudice to the generality of the undertaking in paragraph 1 above, the

manner of achieving the objectives set forth in paragraph 1 above shall be as follows:

a) The Associate shall be fully responsible for complete, preparation of all

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designs, design calculations and manufacturing drawings for all the Steam Generators/Steam Turbines along with their integral auxiliaries so as to ensure satisfactory, reliable, safe and trouble free performance of Steam Generators/Steam Turbines along with their integral auxiliaries as per guaranteed parameters specified in the Contract.

b) The Associate shall provide all additional necessary technical assistance to

the Contractor for the portion of work to be performed by the Contractor. Further, the Associate shall extend our quality surveillance/ supervision/

quality control to the Contractor during manufacture/supply, erection, Tests on Completion, Tests after Completion, both at Contractor's works and/ or at OWNER’s Project site. Without prejudice to the overall responsibilities of the Contractor for successful commissioning and performance of the Steam Turbines/Steam Generators along with their integral auxiliaries, the Associate shall depute its technical experts from time to time to the Contractor's works/ OWNER’s Project site, as mutually agreed upon between the OWNER and the Contractor in accordance with the stipulation of the Contracts.

c) The Associate will supply equipment/ components manufactured at our works

or at our vendor's works as per requirements/ schedule specified in the Contracts.

d) The Associate will be fully responsible for the quality of manufacture of all

equipment/ main assemblies/ components for incorporation in the Steam Turbines/Steam Generators along with their integral auxiliaries.

e) The Contractor shall erect commission and carry out the Tests on Completion

for the Steam Turbines/Steam Generators along with their integral auxiliaries as per the Contract in accordance with the Associate's advice, procedure and guidance. In case, there is any need to modify the design/ drawings/ procedure in certain areas, the Contractor shall seek specific approval of Associate before proceeding further.

f) In the event any problem is encountered during erection, testing and

commissioning or if the Contractor fails to demonstrate during the guarantee tests that the Steam Turbines/Steam Generators along with their integral auxiliaries meet the guaranteed parameters and demonstration parameters as specified in the Contract, the Associate shall promptly provide all technical assistance/ services/ support to analyse and suggest corrective measures/ modifications to the equipment/ systems of all the Steam Turbines/Steam Generators along with their integral auxiliaries directly to the OWNER and the Contractor and Associate shall promptly carry out all corrective measures and modifications (as suggested by the Associate and agreed by the OWNER) for each of their respective equipment/ systems supplied by them at their own expense. Thereafter, the Contractor and the Associate shall demonstrate the successful performance meeting the guaranteed parameters and demonstration parameters.

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5. The Contractor and the Associate hereby undertake and confirm that this Deed

of Joint Undertaking shall be initially valid until ninety (90) days after the scheduled end of Latent Defects Liability Period of the second (2nd) Unit. In case of delay in completion, the validity of this Deed of Joint Undertaking shall be extended by such period of delay. However, this Deed of Joint Undertaking shall terminate at the latest 24 months from the scheduled end of Latent Defects Liability Period of the second (2nd) Unit under the Contract. The Contractor and the Associate further undertake and confirm that this Deed of Joint Undertaking shall be irrevocable and shall not be revoked till its validity. The Contractor and the Associate further agree that this Deed of Joint Undertaking shall be without any prejudice to the various liabilities of the Contractor including Performance Security as well as other obligations of the Contractor in terms of the Contract.

6. In case of award, in addition to the Performance Security to be furnished by the

Contractor, the Associate shall furnish a Performance Bank Guarantee ("Performance Guarantee") in the form of Annexure-R of the ITB in favour of the OWNER. The value of the Performance Guarantee shall be equal to [___] and it shall be guarantee towards the faithful performance/ compliance of this Deed of Joint Undertaking in accordance with the terms and conditions specified herein. Performance Bank Guarantee will come into force from the date of issue. The Performance Guarantee shall remain in full force and effect until [___] (hereinafter "Expiry Date") or during the period that would be taken for the performance of the Contract and that it shall continue to be enforceable till the OWNER or its authorized representative certified that the terms and conditions of the Contract have been fully and properly carried out by the Contractor whichever comes first. After which date, this Performance Bank Guarantee will accordingly discharged.

7. Any dispute that may arise in connection with this Deed of Joint Undertaking

shall be settled in accordance with the arbitration provisions of the Contract.

8. This Deed of Joint Undertaking shall be construed and interpreted in accordance with the laws of India and the Courts of Nagpur shall have exclusive jurisdiction.

9. The Associate and Contractor agree that this Deed of Joint Undertaking shall

constitute a Project Agreement.

10. This Deed of Joint Undertaking shall be without any prejudice to the various liabilities of the Contractor to OWNER and the obligations of the Contractor under the Contract (including any Performance Security there under). This Deed of Joint Undertaking shall be effective from the Effective Date of the Contract.

11. This Deed of Joint Undertaking may not be amended, modified, superseded,

cancelled, renewed or extended except by a written instrument or document signed by all parties hereto.

12. In the event of any inconsistency between this Deed of Joint Undertaking and the

Contract, the terms of the Contract shall prevail.

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13. For purposes of this Deed of Joint Undertaking, the term “Contract” means the

contracts to be entered into between the OWNER and the Contractor with respect to the Project.

For M/s ................................ (Associate) WITNESS : 1. ............................. ................................................ (Signature of the Authorised Representative) ........................... Name..................................... (Official Address) Designation............................ Common Seal of the Company ............................. For M/s.............…………….. (Contractor) WITNESS : 1. ..................................... ................................................ (Signature of the Authorised Representative) ...................................... Name ................................... (Official Address) Designation............................ Common Seal of the Company................................

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ANNEXURE-B BANK GUARANTEE FOR BID SECURITY

Guarantee No. [insert]

BY THIS BID SECURITY dated the [insert] day of [insert], [insert].

WHEREAS

A. Raigarh Energy Limited, a company incorporated under the (Indian) Companies

Act, 1956, having its registered office at [please insert address], invited Bids for

its 1 X300 MW Thermal Power Plant, being planned at Hamirpur Village, Raigarh

District, State of Chhattisgarh, India, ("Project") (hereinafter referred to as the

"OWNER", which expression shall include its successors and permitted assigns)

and [insert], a company incorporated under the (Indian) Companies Act, 1956,

having its registered office at [insert] [acting on behalf of the BIDDER]

(hereinafter referred to as the "BIDDER", which expression shall include its

successors) submitted its bid for executing the Works ("Bid").

B. The BIDDER has agreed to furnish a bid security ("Bid Security") of Rs.

1,50,00,000 in the event the BIDDER is an Indian entity or US$ 3.00,000 in case

the BIDDER is a foreign entity ("Bid Security Amount") with the submission of

the Bid to the OWNER.

C. The BIDDER has approached the [insert] (hereinafter referred to as "Guarantor"

or "Bank") for issuance of the Bid Security and at the BIDDER's request the

Bank has agreed to provide such guarantee.

NOW THE TERMS AND CONDITIONS of this Bid Security are:

1. Where applicable, the words and expressions used in this Bid Security shall have

the meaning assigned to them in the Contract.

2. The Bank shall upon written demand letter made by the OWNER informing the

Bank of the BIDDER's failure to comply with the terms and conditions of the Bid

Documents, undertakes to pay to the OWNER without further proof or conditions

and without contest, recourse, demur or protest and without any enquiry to the

OWNER or the BIDDER, forthwith and in full amount without any deductions or

set off or counter claims whatsoever the sum claimed by you in such demand

letter not exceeding an amount equivalent to the Bid Security Amount.

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3. This Bid Security shall be irrevocable and remain in full force for a period of 240

(Two hundred and forty) days from the date of opening of the Bid or such

extended period as may be mutually agreed between the OWNER and the

BIDDER, and agreed to by the Bank, and shall continue to be enforceable till all

amounts under this Bid Security have been paid.

4. The Bid Security shall not be affected by any change in the constitution or

winding up of the BIDDER or the Bank or any absorption, merger or

amalgamation of the BIDDER or the Bank with any other person.

5. The Bank’s obligations under this Bid Security for the Bid Security Amount is

primary, independent and absolute and not by way of surety only.

6. In order to give full effect to this Bid Security, the OWNER shall be entitled to

treat the Bank as the principal debtor. The OWNER shall have the fullest liberty

without affecting in any way the liability of the Bank under this Bid Security from

time to time to vary any of the terms and conditions contained in the said Bid

Documents or to extend time for submission of the Bid or the Bid validity period

or the period for fulfilment and compliance with all or any of the terms and

conditions contained in the said Bid Documents by the said BIDDER or to

postpone for any time and from time to time any of the powers exercisable by it

against the said BIDDER and either to enforce or forbear from enforcing any of

the terms and conditions contained in the said Bid Documents or the securities

available to the OWNER, and the Bank shall not be released from its liability

under these presents by any exercise by the OWNER of the liberty with reference

to the matters aforesaid or by reason of time being given to the said BIDDER or

any other forbearance, act or omission on the part of the OWNER or any

indulgence by the OWNER to the said BIDDER or by any change in the

constitution of the OWNER or its absorption, merger or amalgamation with any

other person or any other matter or thing whatsoever which under the law

relating to sureties would but for this provision have the effect of releasing the

Bank from its such liability.

7. Any reference in this Bid Security to any other agreement or document shall,

unless otherwise expressly provided herein, be construed as a reference to that

other agreement or document as the same may be amended, supplemented or

novated from time to time.

8. All documents arising out of or in connection with this Bid Security shall be served:

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(i) Upon the OWNER, at [please insert address] marked for the attention of

[please insert name];

(ii) Upon the Bank, at [insert], India.

10. Any such demand, notice or communication shall be deemed to have been duly

served:

(i) If delivered by hand, when left at the proper address for service;

(ii) If given or made by pre-paid registered post or facsimile transmission,

when received.

11. The OWNER and the Bank may change their respective nominated addresses

for service of documents to another address in India but only by prior written

notice to each other. All demands and notices must be in writing.

12. It shall not be necessary for the OWNER to proceed against the BIDDER before

proceeding against the Bank and the guarantee herein contained shall be

enforceable against the Bank, notwithstanding any other security which the

OWNER may have obtained from the said BIDDER or any other person and

which shall, at the time when proceedings are taken against the Bank hereunder,

be outstanding or unrealised.

13. This Bid Security shall be governed by and construed according to the laws for

the time being in force in India and the Bank agrees to submit to the exclusive

jurisdiction of the courts in Delhi for the purposes of settling any disputes or

differences which may arise out of or in connection with this Bid Security and for

the purpose of enforcement under this Bid Security.

14. We, the Bank, further undertake not to revoke this Bid Security during its

currency except with the previous express consent of the Authority in writing.

IN WITNESS whereof this Bid Security has been executed as a deed on the date first

before written.

[NAME OF BANK]

[Name]

[Designation]

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ANNEXURE-C

LIST OF BANKS FOR ACCEPTANCE OF BANK GUARANTEE FROM FOREIGN BIDDERS

Sl. No.

BANK NAME

SBI AND ASSOCIATES

1. State Bank of India

2. State Bank of Bikaner & Jaipur

3. State Bank of Hyderabad

4. State Bank of Indore

5. State Bank of Mysore

6. State Bank of Patiala

7. State Bank of Saurashtra

8. State Bank of Travancore

NATIONALISED BANKS

9. Allahabad Bank

10. Andhra Bank

11. Bank of Baroda

12. Bank of India

13. Bank of Maharashtra

14. Canara Bank

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Sl. No.

BANK NAME

15. Central of India

16. Corporation Bank

17. Dena Bank

18. Indian Bank

19. Indian Overseas Bank

20. Oriental Bank of Commerce

21. Punjab National Bank

22. Punjab & Sind Bank

23. Syndicate Bank

24. UCO Bank

25. Union Bank of India

26. United Bank of India

27. Vijaya Bank

28. Industrial Development Bank of India Ltd.

PRIVATE SECTOR BANKS

29. Federal Bank Ltd.

30. HDFC Bank Ltd.

31. ICICI Bank Ltd.

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Sl. No.

BANK NAME

32. IndusInd Bank Ltd.

33. ING Vysya Bank Ltd.

34. Jammu and Kashmir Bank Ltd.

35. Karnataka Bank Ltd.

36. Karur Vysya Bank Ltd.

37. Kotak Mahindra Bank Ltd.

38. South Indian Bank Ltd.

39. Axis Bank Ltd.

40. Yes Bank Ltd.

FOREIGN BANKS

41. ABN Amro Bank N.V.

42. American Express Banking Corporation

43. Bank of America

44. Bank of Tokyo – Mitsubishi Ltd

45. BNP Paribas

46. Citi Bank N.A.

47. Calyon Bank

48. Deutsche Bank, Frankfurt, Germany

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Sl. No.

BANK NAME

49. DBS Bank Ltd., Singapore

50. Mizuho Corporate Bank Ltd.

51. Societe Generale, Paris, France,

52. Standard Chartered Bank

53. The Hongkong and Shanghai Banking Corporation Ltd.

54. Deutsche Postbank, Bonn, Germany

55. Shizuoka Bank, Shizuoka-shi, Japan

56. Scotiabank, Toronto Cananda

57. Charter One Financial, Cleveland, OH, USA

58. Chiba Bank Chiba-shi, Japan.

59. Bank of China, Beijing, Peoples Republic of China.

60. Vneshtorgbank-Bank for Foreign Trade, Moscow, Russia

61. SanPaolo IMI, Turin, Italy

62. Nykredit Group, Copenhagen, Denmark

63. Oversea-Chinese Banking Corporation, Singapore

64. UBS, Zurich, Switzerland

65. Sumitomo Mitsui Financial Group, Tokyo, Japan

66. United Overseas Bank , Singapore

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Sl. No.

BANK NAME

67. Standard Bank Group (Stanbank), Johannesburg South Africa

68. Skandinaviska Enskilda Banken, Stockholm, Sweden

69. Royal Bank of Sctland, Edinburgh, United Kingdom

70. Public Bank, Kuala Lumpur, Malaysia

71. Northern Trust Corporation, Chicago, IL, USA.

72. Industrial and Commercial Bank of China, Beijing, Peoples Republic of China

73. Industrial Bank of Kores, Seoul, Korea (South)

74. Commonwealth Bank Group, Sydney, Australia

75. Banco Popular Espanol, Madrid, Spain

***************************

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ANNEXURE D

POWER OF ATTORNEY FOR SIGNING OF BID Know all men by these presents, We…………………………………………….. (name of the firm and address of the registered office) do hereby irrevocably constitute, nominate, appoint and authorise Mr/ Ms (name), …………………… son/daughter/wife of ……………………………… and presently residing at …………………., who is presently employed with us/ the Lead Member of our Consortium and holding the position of ……………………………. , as our true and lawful attorney (hereinafter referred to as the "Attorney") to do in our name and on our behalf, all such acts, deeds and things as are necessary or required in connection with or incidental to submission of our bid for design, engineering, procurement, engineering and construction erection, installation, pre-commissioning, testing, commissioning, successful completion of trial operation and performance tests and rectification of defects during the warranty period on a turnkey basis of Boiler Turbine and Generator (BTG) for a thermal power project being planned by RAIGARH ENERGY LIMITED , Raigarh, hereinafter called the "OWNER", who proposes to install and develop a 2 x 300 MW capacity Thermal Power Plant at Hamirpur Village, Raigarh District, Chhattisgarh, India in two phases ("Project"), including but not limited to signing and submission of bids and other documents and writings, participate in pre-bid conference, and other conferences and providing information/ responses to the OWNER, representing us in all matters before the OWNER, signing and execution of the BTG contract and undertakings consequent to acceptance of our bid, and generally dealing with the OWNER in all matters in connection with or relating to or arising out of our bid for the said Project and/or upon award thereof to us and/or till the signing of the Contract Agreement. AND we hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us. IN WITNESS WHEREOF WE, …………………., THE ABOVE NAMED PRINCIPAL HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS ……… DAY OF ………., 20...... For ………………………….. (Signature, name, designation and address)

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Witnesses:

1.

2. (Notarised) Accepted …………………………… (Signature) (Name, Title and Address of the Attorney) Notes:

• The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and when it is so required, the same should be under common seal affixed in accordance with the required procedure.

• Wherever required, the BIDDER should submit for verification the extract of the

charter documents and documents such as a board or shareholders’ resolution/ power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the BIDDER.

• For a Power of Attorney executed and issued overseas, the document will also have to be legalised by the Indian Embassy and notarised in the jurisdiction where the Power of Attorney is being issued. However, the Power of Attorney provided by BIDDERS from countries that have signed the Hague Legislation Convention, 1961 are not required to be legalised by the Indian Embassy if it carries a conforming Appostille certificate.

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ANNEXURE –E

POWER OF ATTORNEY FOR LEAD MEMBER OF CONSORTIUM Whereas RAIGARH ENERGY LIMITED ("OWNER") has invited bids for design, engineering, procurement, engineering and construction, erection, installation, pre-commissioning, testing, commissioning, successful completion of trial operation and performance tests and rectification of defects during Latent Defects Liability Period on a turnkey basis of Boiler Turbine and Generator (BTG) Package for a 2 x 300 MW capacity thermal power plant at Hamirpur Village, Raigarh District, Chhattisgarh, India in two phases ("Project"); Whereas, …………………….., …………………….., …………………….. and …………………….. (collectively the "Consortium") being Members of the Consortium are interested in bidding for the Project in accordance with the terms and conditions of the Bid Documents; and Whereas, it is necessary for the Members of the Consortium to designate one of them as the Leader with all necessary power and authority to do for and on behalf of the Consortium, all acts, deeds and things as may be necessary in connection with the Consortium’s bid for the Project and its execution. NOW, THEREFORE, KNOW ALL MEN BY THESE PRESENTS We,…………………….. having our registered office at …………………….., M/s. …………………….. having our registered office at …………………….., M/s. …………………….. having our registered office at …………………….., and M/s. …………………….. having our registered office at …………………….., (hereinafter collectively referred to as the "Principals") do hereby irrevocably designate, nominate, constitute, appoint and authorise M/s. …………………….. having its registered office at …………………….., being one of the Members of the Consortium, as the Leader and true and lawful attorney of the Consortium (hereinafter referred to as the "Attorney"). We hereby irrevocably authorize the Attorney (with power to sub-delegate) to conduct all business for and on behalf of the Consortium and any one of us during the bidding process and, in the event the Consortium is awarded the BTG contract, during the execution of the Project and in this regard, to do on our behalf and on behalf of the Consortium, all or any of such acts, deeds or things as are necessary or required or incidental to the selection of the Consortium and submission of its bid for the Project, including but not limited to signing and submission of bids and other documents and writings, participate in bidders and other conferences, respond to queries, submit information/documents, sign and execute contracts and undertakings consequent to acceptance of the bid of the Consortium and generally to represent the Consortium in all its dealings with the OWNER, and/or any other person, in all matters in connection with or relating to or arising out of the Consortium’s bid for the Project and/or upon award thereof till the signing of the Contract Agreement.

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AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us/Consortium. IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS …………………. DAY OF ………., 20.....… For …………………….. (Signature) …………………….. (Name & Title) For …………………….. (Signature) …………………….. (Name & Title) For …………………….. (Signature) …………………….. (Name & Title) Witnesses: 1. 2. ……………………………………… (Executants) (To be executed by all the Members of the Consortium) Notes:

• The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and when it is so required, the same should be under common seal affixed in accordance with the required procedure.

• Wherever required, the BIDDER should submit for verification the extract of the

charter documents and documents such as a board or shareholders’ resolution/

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power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the BIDDER.

• For a Power of Attorney executed and issued overseas, the document will also

have to be legalised by the Indian Embassy and notarised in the jurisdiction where the Power of Attorney is being issued. However, the Power of Attorney provided by BIDDERS from countries that have signed the Hague Legislation Convention, 1961 are not required to be legalised by the Indian Embassy if it carries a conforming Appostille certificate.

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ANNEXURE-F PROFORMA OF ACKNOWLEDGEMENT LETTER

OF BID DOCUMENTS

Date:

To,

Raigarh Energy Limited C/o Jayaswal Neco Industries Limited. Siltara Growth Centre, Siltara, Raipur – 493111, (C.G.), India

Dear Sir, Sub: BID NO: ___________________ We hereby acknowledge receipt of a complete set of "Bid Documents” for 1x300MW Boiler Turbine and Generator (BTG) Package of Raigarh Energy Limited C/o Jayaswal Neco Industries Limited. Siltara Growth Centre, Siltara, Raipur India for our use in preparing our Bid. We have noted the closing date of receipt of Bid in India as ____________________ for the Bid under reference. We guarantee that the contents of the above Bid Documents shall be kept confidential within our organisation and further that the drawings, specifications and text of said Bid Documents shall remain the property of Raigarh Energy Limited, and shall be returned upon demand to the OWNER, and the said documents are to be used only for that purpose intended by their publication.

SIGNATURE OF BIDDER ------------------- NAME ------------------ DESIGNATION ------------------ COMPANY SEAL DATE -----------------

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ANNEXURE G: BID FORM

Bidder’s Ref. No. __________________ Date: _________ ________

To: _____________________

_____________________ _____________________ [Name and address of Owner`s] [Name of Facilities]. Ref: Your Tender No. ________________________ Dear Sir, Having examined the bidding documents, including Addenda, the receipt of which is hereby acknowledged, we, the undersigned, offer the above-named facilities in full conformity with the said bidding documents for the sum as mentioned in Price Bid or such other sums as may be determined in accordance with the terms & conditions of the Contract.

We further undertake, if invited to do so by you, and at our own cost, to attend a clarification meting at a place of your choice, for the purpose of reviewing our Bid and duly noting all amendments and additions thereto, and noting omissions there from that you may require.

We undertake, if our bid is accepted, to commence execution of work of the facilities and to achieve completion within the respective times stated in the bidding documents / quoted by us in our bid.

If our bid is accepted, we undertake to provide a Performance Bank Guarantee in the form, in the amount, and within the time specified in the bidding documents.

We agree to abide by this bid, which consists of this letter and attachments hereto, for a period of 180 (one hundred eighty) days from the date fixed for submission of bids as stipulated in the bidding documents, and it shall remain binding upon and may be accepted by you at any time before the expiration of that period.

Until a formal Contract is prepared and executed between us, this bid, together with your written acceptance thereof and your notification of award, shall constitute a binding Contract between us.

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We understand that you are not bound to accept the lowest or any bid you may receive and inturn we will not have any rights to raise any claim, whatsoever it may be, due to or arising out of rejection of our bids. Dated this ____________________ day of 2010.

_____________________[Signature]. Duly authorized to sign this bid for and on behalf of

__________________________________

____________________ [ Name of bidder].

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ANNEXURE-H PROFORMA FOR LETTER OF AUTHORITY

Date:

To,

Raigarh Energy Limited C/o Jayaswal Neco Industries Limited. Siltara Growth Centre, Siltara, Raipur – 493111, (C.G.), India

.

Dear Sir, Sub: BID NO.: _____________________

We _______________________________________ do hereby confirm that Mr/Ms. ____________________ (Name (s), position held and address) is/are authorised to represent us to Bid, negotiate and conclude the Contract on our behalf against your Notice Inviting Bids No. ________________________________ for the scope of Work stated in the Bid Documents [of the Bid shall include in general but not limited to basic and detailed design, engineering, manufacture, procurement, supply, transportation to site, project management, stores management, erection works (excluding Civil works), site fabrication (if any), installation, training of OWNER’s personnel, Tests on Completion, Tests after Completion and handing over of the Complete Main Plant Package (BTG) consisting of Boiler and Auxiliaries, Steam Turbines and Steam Generator with associated auxiliaries, including associate Electrical works and Station Control and Instrumentation of the plant offered including of Latent Defects Liability Period for the 1 X300 MW Thermal Power Plant as per Bid documents No[___]

We confirm that we shall be bound by all the whatsoever our said agents shall commit. Yours faithfully, Signature: Name and Designation For and on behalf of

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NOTE: This letter of authority should be on printed letterhead of the Bidder, and should be signed by a person competent and having the Power of Attorney (Power of Attorney shall be annexed) to bind such Bidder. If signed by a Consortium, it should be signed for each member of the Consortium by persons competent and having the power of attorney (Power of attorney shall be annexed) to bind such member of the Consortium.

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ANNEXURE I: CHECK LIST The Bidders are advised in their own interest to ensure that the following points/ aspects, in particular, have been complied with in their offer, failing which the offer is liable to be rejected. 1. Please tick the box whichever is applicable and cross the box(es) whichever is /

are not applicable. 2. Please sign each sheet. 3. The check-list, duly filled in, must be returned along with the offer. COMMERCIAL GROUP `A' (Applicable to both Foreign Bidders and Indian Bidders) 1. Whether the requisite purchase fee for the Bid Documents has been paid? Yes � No � Not Applicable � 2. If yes, furnish the following: I. Name of the bank ii. Value iii. Bank draft number iv. Date of issue of the bank draft 3. Whether Bank Guarantee for the requisite Bid Security has been enclosed with

the offer? Yes � No � 4. If yes, furnish the following: I. Name of the bank ii. Value iii. Number iv. Date of issue v. Period of validity of the Bank Guarantee 5. Whether the period of validity of the offer is as required in the Bid Documents? Yes � No � If not, mention the extent of variation in the deviation schedule.

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6. Whether the offer has been signed indicating the full name and designation of the signatory?

Yes � No �

If yes, indicate whether it has been signed by: Manager / � Managing Director � Secretary Director Sole � Active Pre- � Proprietor Partner Procurator All the � Partners (If signing as a Partner, a copy of the partnership deed and if signing as a

Director, a copy of the Memorandum and Articles of Association of Corporation / Company with proper authorisation in favour of the signatory must be enclosed with the offer)

7 If the Bidder is seeking business with the OWNER for the first time, has he given

the details of the parties to whom the services have been provided in past, along with their Performance Report?

Yes � No � 8. Whether the offer is being sent in sealed cover and super scribed with Bid No.

and closing / opening date? Yes � No � 9. Has the Bid been submitted in required number of copies? Yes � No � 10. Is the offer being sent by registered post or proposed to be hand delivered or by

Courier? Registered Post Courier Hand Delivered � � � 11. Whether there are any over-writings in the Bid? Yes � No �

If yes, have corrections been properly attested by the person signing the Bid? Yes � No �

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12. Are the pages of the Bid consecutively numbered and an indication given on the front page of the Bid as to how many pages are contained in the Bid ? Yes � No � 13. Whether all the annexure of the Bid Documents, duly filled in, have been

enclosed? Yes � No � 14. Whether all the Terms and Conditions of the Bid Document are accepted/

complied?” Yes � No � 15. Whether requisite certificate for price / purchase preference has been furnished

along with the Bid. Yes � No � GROUP `B' (Applicable to Indian Bidders only) 1. Whether a copy of the latest Income Tax Clearance Certificate has been

enclosed? Yes � No � 2. Whether details of your registration under Sales Tax / Central Sales Tax have

been indicated in the offer? Yes � No � GROUP `C' (Applicable to Foreign Bidders only)

1. Has the Bidder clearly indicated Income Tax liability for both Corporate and Personal Tax?

Yes � No � 2. Whether the Bidder has an office established in India and, if so, whether its

address has been indicated in the Bid offer? Yes � No �

3. Whether the Bidder has an Agent / Representative in India? Yes � No � If yes, whether the Bidder has indicated in the offer the commission amount

payable to him?

Yes � No �

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4. Please indicate the percentage of total payment acceptable to you in non-

convertible Indian currency? Indicate Percentage ............ 5. Whether the Bidder has enclosed with his Bid or already sent to the OWNER an

authority letter / agreement with his Agent / Representative in India spelling out clearly therein the scope of functions and services to be rendered by the Agent / Representative on his behalf?

Yes � No � Not Applicable � 6. Has the country of origin of the items being offered been indicated? Yes � No � Not Applicable �

Checklist of Information to be furnished by Bidder

S.No Information to be furnished by Bidder Attached

Yes No Remarks

(I) Letter of Acknowledgement for Bid document as per Annexure -F,

(II) Letter of Authority as per Annexure -H

(III) The check list & questionnaire furnished as per Annexure -I duly filled in.

(IV) Declaration by the Bidder as per Annexure-J

(V) Execution philosophy of scope of works as per Annexure -K

(VI) A brief description of the Bidder’s safety policy and quality assurance systems and a statement detailing how these shall be implemented for the project. A list of procedure, practices and work instructions which shall be used to control the engineering, procurement and inspection activities.

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Yes No Remarks

(VII) Detailed organization structure for Home and site office

(IX) Project key dates as per Annexure-L and Project Schedule charts

(X) Details of total concurrent commitments

(XI) Fresh solvency certificate from bankers. Date of issue of certificate should not be earlier than 1 year from due date of opening of techno commercial part of Bid.

(XII) Partnership deed in case of partnership firm and articles of association in case of limited company.

(XIII) Audited balance sheet along with profit & loss account statement of the Bidder for the last three financial years along with data filled up as per Annexure -M

(XIV) Schedule Technical / Commercial deviations if any as per Annexure -O

(XV) Original copy of Bid Document duly signed and stamped in all the pages.

(XVI) Any other information required in the Bid enquiry document or considered relevant by the Bidder.

(XVII) Bid form as per Annexure G.

(XIX) Technical information as required in the specification

(XX) Deed of joint undertaking as applicable as per Attachments of Annexure- A

(XXI) Original Bid Security Bank Guaranty furnished in accordance with Clause 10.0 along with Agreement as per Annexure-B in a separate envelop.

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Yes No Remarks

(XXII) Copy of Priced Commercial Bid with price column/ figures duly blanked out.

(XXIII) Any other documents required in terms of this Bid Documents.

SIGNATURE OF BIDDER -------------------------- NAME --------------------------- DESIGNATION --------------------------- COMPANY SEAL DATE ---------------------------

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ANNEXURE J:

DECLARATION BY THE BIDDER FOR COMPLIANCE WITH BID DOCUMENTS

We …………………………… (Name of the Bidder) hereby represent that we have gone

through and understood the Bid Documents (including but not limited to) the Technical

Specifications mentioned therein and that our Bid has been prepared accordingly in

compliance with the requirements stipulated in the said Bid Documents.

SIGNATURE OF BIDDER ------------------- NAME ------------------ DESIGNATION ------------------ COMPANY SEAL DATE -------------------

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ANNEXURE K:

EXECUTION PHILOSOPHY, SETTING OUT THE DIVISION OF SCOPE OF

WORKS AND WORK CENTRE

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ANNEXURE L: NOT USED

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ANNEXURE M:

AUDITED BALANCE SHEET ALONG WITH PROFIT & LOSS ACCOUNT

STATEMENT OF THE BIDDER

FOR THE LAST THREE FINANCIAL YEARS ALONG WITH

DATA FILLED UP

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ANNEXURE N:

REFERENCE PROJECTS FOR THE LAST [TEN] YEARS AND ENGINEERING

SUB-CONTRACTOR CAPABILITY ASSESSMENT

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ANNEXURE O: SCHEDULE OF TECHNICAL/COMMERCIAL DEVIATIONS

A. TECHNICAL DEVIATIONS All deviations from the Technical Specification shall be filled in the BIDDER clause by clause in this Annexure.

SECTION SPECIFICATION CLAUSE No. DEVIATIONS

The BIDDER hereby certifies that the above mentioned are the only deviations from the PURCHASER’S Technical Specification for this Tender. The BIDDER further confirms that in the event any other data and information presented in the BIDDER’S proposal and accompanying documents including drawings, catalogues etc., are at variance with the specific requirements laid out in the PURCHASER’S Technical Specification, then the latter shall govern and will be binding on the BIDDEER for the quoted price B. COMMERCIAL DEVIATIONS All deviations from the Commercial Specification (i.e; ITB & GCC) shall be filled in by the BIDDER clause by clause in this Annexure.

CLAUSE TITTLE SHEET No. DEVIATIONS

The BIDDER hereby certifies that the above mentioned are the only deviations from the PURCHASER’S Commercial Specification for this Tender. The BIDDER further confirms that in the event any other data and information presented in the BIDDER’S proposal and accompanying documents are at variance with the

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specific requirements laid out in the PURCHASER’S Commercial Specification, then the latter shall govern and will be binding on the BIDDEER for the quoted price. COMPANY SEAL SIGNATURE _____________

NAME _____________

DESIGNATION _____________

COMPANY _____________

DATE _____________

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ANNEXURE P:

CLARIFICATIONS TO BE SOUGHT BY BIDDERS

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ANNEXURE Q:

UNPRICED TECHNO-COMMERCIAL BID

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ANNEXURE-R

PROFORMA FOR CONSORITIUM AGREEMENT (ON NON-JUDICIAL STAMP PAPER OF APPROPRIATE VALUE)

PROFORMA OF CONSORTIUM AGREEMENT BETWEEN M/S..........................................., M/S...........................................AND M/S.........................................AS PER CLAUSE [__] OF ANNEXURE- [__] OF BIDDING DOCUMENT FOR RAIGARH ENERGY LIMITED, RAIGARH DISTRICT, This Agreement of consortium executed on this………………….day of…………. Two thousand between M/s……………………..a Company incorporated under the laws of ……………………and having its Registered Office at……………………..(hereinafter called the "First Member or Leader", which expression shall include its successors, executors and permitted assigns) and M/s ……………………… a company incorporated under the laws of……….. and having its registered office at……………(hereinafter called the "Second Member" , which expression shall include the successors, executors and permitted assigns) and M/s ……………………… a company incorporated under the laws of……….. and having its registered office at……………(hereinafter called the "Third Member" , which expression shall include the successors, executors and permitted assigns) in favour of Raigarh Energy Limited, incorporated under the Companies Act, 1956, having its Registered Office at [______________] (India), (hereinafter called "OWNER” which expression shall include its successors, administrators, executors and assigns). In this Agreement First Member, Second Member and Third Member, when referred to together shall be referred as "the Consortium" WHEREAS: A) First Member has the experience and capability for ____________, the Second

Member has the experience and capability for _________ and the Third Member has the experience and capability for _________

B) WHEREAS the OWNER invited bids for design, engineering, manufacture,

supply, transportation to site, installation, Tests on Completion, Tests after Completion and handing over the Main Plant Package (BTG) for the 2 x 300 MW capacity Thermal Power Plant at Hamirpur Village, Raigarh District, Chhattisgarh, India in two phases ("Project") vide their Bid Documents No. [_________].

C) All the Members have decided to form a Consortium, exclusively for the purpose

of making a bid , entering into a Contract with the OWNER, in case of award of

contract against the above said Bid and execution of the said Contract with the

OWNER.

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D) WHEREAS clause [_] Annexure-[__] of ITB, Volume I of Bid Documents

stipulates that, the BIDDER may be a Consortium of firms meeting the requirements of clause [__] and of Annexure [__] of ITB, Volume I of Bid Documents and a firm meeting requirements of clause [__] under which the Consortium Members are jointly and severally liable to the OWNER to perform all the contractual obligation including technical guarantees under the Contract that may be awarded by the OWNER in favour of the Consortium Members.

E) The Members have submitted the bid to the OWNER, vide Proposal

no……………. dated…………… based on the Agreement of Consortium being these presents and the bid, in accordance with the requirements specified herein has been signed jointly by all the Members.

NOW THIS INDENTURE WITNESSTH AS UNDER: In consideration of the above premises and agreements all the Members of this Consortium do hereby now agree as follows: 1. In consideration of the award that may be awarded by the OWNER in favour of

the Members to the Consortium, we, the Members do hereby agree that the First Member shall act as the Lead Member for self and on behalf of the Second/Third Member and further declare and confirm that we shall jointly and severally be bound unto the OWNER for the execution of the Contract in accordance with the terms of the Contract and shall be jointly and severally liable to the OWNER to perform all the obligations Under the Contract including but not limited to the technical guarantees. The Second/Third Member shall be fully responsible for their respective scope of works such as engineering, preparation of all design, design calculations and manufacturing drawings for all the [________________] etc. so as to ensure satisfactory, reliable and trouble free performance of the Main Plant Package (BTG) as per guaranteed parameters as may be specified in the Contract. Further the Lead Member is authorized to enter into all communication and negotiations with the OWNER and incur liabilities and receive instructions for and on behalf of the Second/Third Member and the responsibility of execution of entire Contract and all Payments shall be made by the OWNER exclusively to the lead Member.

2. In case of any breach of the said Contract by any of the Member, all the

Members hereby agree to be fully responsible, jointly and severally for the successful performance of the Contract in accordance with the terms of the Contract.

3. In the event the OWNER suffers any loss or damage on account of any breach of the Contract or any shortfall in the performance of the Plant in meeting the performance guaranteed parameters as per specifications of the Contract, all the Members hereby undertake to promptly make good such loss or damages caused or that may be caused to the OWNER, on his first demand without any

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demur. In the event of breach of the Contract by any Member, It shall not be necessary or obligatory for the OWNER to proceed against the other Member before proceeding against the Member who committed the default.

4. The financial liability of the Members, with respect to any and all claims arising

out of the performance or non-performance of the Contract shall, not withstanding anything to the contrary in the Contract, be not limited in any way so as to restrict or limit the liability of either of the Members.

5. It is agreed by the Members that any division of responsibilities and obligations

between the Members in turn, shall not in any way limit the joint and several obligations of the Members under this Agreement or under the Contract.

6. Without prejudice to the joint and several obligations as per above, the each of

the Members undertake as follows: (a) The First Member shall provide all necessary assistance to the

Second/Third Member for the portion of work to be performed by the other Members.

(b) The First Member shall supply equipment/components manufactured at

his works or at his vendor’s works as per the requirement/schedule specified in the Contract.

(c) The First Member will be fully responsible for the quality of all

equipment/main assembly/ components for incorporation in the Main Plant Package (BTG) along with their integral auxiliaries.

(d) In the event the Main Plant Package (BTG) along with their integral

auxiliaries fail to meet the guaranteed parameters and demonstration parameters as specified in the Contract, the First Member shall promptly provide all technical assistance/ services/ support to analyze and suggest corrective measures/modification to the equipments/systems of all the Main Plant Package (BTG) along with their integral auxiliaries directly to the OWNER and the Second/Third Member shall promptly carry out all corrective measures and modifications as suggested by the First Member and as may be agreed by the OWNER, for all equipment/systems supplied by them at the expense of the Members

7. Benefits under this Agreement of Consortium shall ensure to the benefit of the

OWNER and any of the Members shall not raise any defense in any proceedings stating that, the OWNER is not a signatory to this Agreement.

8. It is further agreed that this Agreement of Consortium shall be irrevocable and

shall form an integral part of the Contract and shall continue to be enforceable till the OWNER discharges the same. It shall be effective from the date first mentioned above for all purpose and intents.

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9. In the event of any conflict between any of the provisions of this Agreement and the Contract, then the provisions in the Contract shall prevail. In case of an award of contract, we the Members of the Consortium agreement do hereby agree that we shall furnish a Performance Security from a bank in favour of RAIGARH ENERGY LIMITED for value of ………………………………….(as Specified in the Notice Inviting Bids) in currency/currencies of the Contract and this shall be in the name of all Members of the Consortium. In addition to the aforesaid Performance Security, each of the Members who are the [____________] shall furnish as Security an on demand Performance Security in favour of the OWNER as per provisions of the Bid Documents. The value of such Security shall be equal to two percent (__) of the total Contract Price as awarded by the OWNER. This Performance Security shall be unconditional, irrevocable and shall be kept valid till the validity of Performance Security.

In WITNESS WHEREOF, the Members of the Consortium Agreement have,

through their authorized representatives, executed these presents and affixed common seals of their respective companies, on the Day , Month and Year first mentioned above.

1. Common seal of For Member (1) M/s…………………………… (Signature of Authorised Has been affixed in my/our Representative) Presence pursuant to Board Of Director's Resolution dated Name………………………….. Designation………………..…. Signature…………………….. Common seal of the Company Name………………………… …………………………………. Designation…………………. …………………………………. 2. Common seal of For Member (2) M/s…………………………… (Signature of Authorised Has been affixed in my/our Representative) Presence pursuant to Board Of Director's Resolution dated Name………………………….. . Designation………………..…. Signature…………………….. Common seal of the Company Name………………………… …………………………………. Designation…………………. ………………………………….

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3 Common seal of For Member (3) M/s…………………………… (Signature of Authorised Has been affixed in my/our Representative) Presence pursuant to Board Of Director's Resolution dated Name………………………….. . Designation………………..…. Signature…………………….. Common seal of the Company Name………………………… …………………………………. Designation…………………. …………………………………. WITNESS 1 ………………………………….. 2 ……………………………. (Signature) (Signature) Name………………………….. Name…………………………….. …………………………………. …………………………………….

(Official Address) (Official Address)

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SHEET 87 OF 87 : NOT USED

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