PORT OF CHENNAI AN ISO 9001 : 2000 & 14001 : 2004, ISPS COMPLIANT PORT

EMERGING HUB PORT OF THE INDIAN SUB CONTINENT

Tender No : T / NP1 / 6 / 2014 / E

MARCH 2014MARCH 2014MARCH 2014MARCH 2014

CIVIL ENGINEERING DEPARTMENT CIVIL ENGINEERING DEPARTMENT CIVIL ENGINEERING DEPARTMENT CIVIL ENGINEERING DEPARTMENT

No. 1No. 1No. 1No. 1,,,, Rajaji Salai, Chennai Rajaji Salai, Chennai Rajaji Salai, Chennai Rajaji Salai, Chennai ----1111

Development of Marine Highway along East Coast

connecting Chennai Port and Kamarajar (Ennore)

Port for a lease period of 10 years

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CHENNAI PORT TRUST

DEVELOPMENT OF MARINE HIGHWAY ALONG EAST COAST CONNECTING CHENNAI AND KAMARAJAR PORT FOR A LEASE PERIOD OF 10 YEARS

CONTENTS

DESCRIPTION PAGE NO

1. General Description and Background 4 1.1 General 4 1.2 Background 4 1.3 Objectives 5 1.4 Scope Of Project 5

2. General terms and conditions of contract 8 3. Letter of Bid 17 4. Instructions to Tenderers. 19

4.1 Introduction 19 4.2 Content of Tender & Package 19 4.3 Pre-Bid Meeting 22 4.4 Date , Time & Place of submitting Tenders 23

4.5 Selection criteria 23 4.6 Joint Ventures(JV) 24 4.7 Opening & Evaluation of Tenders 25 4.8 General Instructions to Tenderers 26

5. Special Conditions of Contract 28 5.1 Facilities to be provided by Chennai Port and Kamarajar Port

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5.2 Operators responsibility 28 5.3 Rates for Operation 30

5.4 Price Adjustments 31 5.5 Time schedule and Monitoring of Service 32 5.6 Care of Jetties & Structures 32 5.7 Excepted Risks 32 5.8 Insurance of Works 32

5.9 Sub-Contracting 33 5.10 Suspension of Work 33 5.11 Termination of Work 33 5.12 Force Majeure 33 5.13 Security Deposit 34 5.14 Dispute between the Operator, Chennai Port Trust and Kamarajar Port

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5.15 Law Governing the Contract 34 6. Conditions Precedent 35 7. Service Specification and Operational Requirements 38

7.1 General 38 7.2 Time Table 38 7.3 Fares 39

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DESCRIPTION PAGE NO

7.4 Hazardous Goods 39 7.5 Service Vessels & Safety 39 7.6 Booking & Ticketing 40

7.7 Consultation with Users 40 7.8 Marketing 40

8. Service Standards & Performance 41

8.1 Purpose 41 8.2 Performance Level 41 8.3 Monitoring of Operations 41

9. Schedule of Rates 42 Annexure , Tables & Drawings Annexure –I Proforma of Bank Guarantee for security deposits 43 Annexure-II Proforma of Power of Attorney /Letter of Authority 45 Annexure –III Format of Joint Venture agreement 46 Annexure- IV Proforma of Power of Attorney 49

Annexure- V Proforma of Power of Attorney 50 Annexure- VI Proforma of Undertaking as per Clause 51 Annexure –VII Format of Financial Capability Certificate 52 Annexure- VIII Tender documentation required 53 Annexure – IX Performance Standards 54 Annexure – X – Tripartite Agreement 55 Annexure – XI – Format of Concession Deed 59

Table-1 Details of Past Experience of Tenderers for similar Operation

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Table-2 Current Commitments of the Tenderer 66 Table-3 Financial Capabilities 67 Table-4 Details of Fleet proposed to be Deployed for Service 69 List of Drawings Drawings 70-73

Form for ‘ Request for release of EMD’ & Form of ‘ Hand Receipt’- Attached Separately Request

74

Price Bid 76

SIGNATURE OF TENDERER

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1. GENERAL DESCRIPTION & BACKGROUND

1.1. GENERAL 1.1.1. The Chennai Port is the second largest container handling Port in the country. It

handles about 24.80% of the total container traffic handled in the India. Majority of containers from Chennai are moved by roads connecting the Ports in the hinterland. This leads to a heavy congestion at the roads and thereby inefficient handling of containers. To increase the efficiency of container handling and to avoid heavy congestion at the roads, Chennai Port has planned at an estimated cost of Rs. 5.60 Cr (approx) to “Development of Marine Highway along East Coast connecting Chennai and Kamarajar Port for a lease period of 10 years” to transport containers through barges. A parking space will also be provided at two ports to support temporary parking of Container Trucks waiting for barge service.

1.1.2. The Port has planned to develop more container handling facilities in near future as per the Feasibility report carried out by the Chennai Port Trust in association with Kamarajar Port Limited established that there is enough potential to transport containers to and fro ChPT & KPL and also other major and minor Ports and provide excellent Logistic support for import and export.

1.1.3. Chennai Port Trust (ChPT) and Kamarajar Port Limited (KPL) now intend to

jointly grant exclusive license to a single operator/concessionaire for Operating Roll On / Roll Off (Ro-Ro) barge service between ChPT & KPL or any other port for container vehicles. [Roll on - Roll off barge: vessels with ramps which allow wheeled vehicle to be driven in and driven off.]

1.2 BACKGROUND 1.2.1 Chennai Port formerly known as Madras Port is the third oldest among the 12

major ports of India. With over 132 years of history it has always served as a prominent gateway for trade and commerce in Southern India. Among the 12 major ports of India, Chennai port is presently the third largest in terms of traffic throughput but is second smallest in terms of land area, encompassing only 587 acres (441 acres in inner harbour and 146 acres in outer harbour The Port serves the geographical regions of Tamil Nadu, Pondicherry, South Andhra Pradesh and parts of Karnataka and has emerged as hub on the east coast of India.

The Chennai port can be broadly divided into South, Central, East and North, zones and fishing harbour. The port has 26 alongside berths, including 21 deep-draft berths and 2 oil jetties, in the 3 docks, viz., Dr. Ambedkar Dock, Jawahar Dock, and Bharathi Dock along with two container terminals with draft ranging from 12.0–16.5 m (39–54.1 ft). Dr. Ambedkar Dock has 12 berths including a container terminal with 3 berths, Jawahar Dock has 6 berths, and Bharathi Dock has 3 berths (2 for oil and one for iron ore, and a container terminal with 3 berths and the moorings has 1 berth. The port is equipped to handle all types of cargoes ranging from break-bulk, dry bulk, Containers, Cars to Liquid bulk. The containers handled in Bharathi Dock and Dr. Ambedkar Dock in the year 2012-13 is 881977 TEUs and 655187 TEUs respectively.

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1.3 OBJECTIVES 1.3.1 To reduce road traffic congestion, pollution from movement of vehicles, quick

clearance of containers and also to reduce cost of transportation in the emerging scenario of increased movement of containers.

1.4. SCOPE OF PROJECT 1.4.1 The scope of the project is loading and transporting the containers along with

trailers from Chennai Port to Kamarajar Port and vice versa through barges by providing Roll On / Roll Off service.

1.4.2 Operation of Ro-Ro service shall be mandatory to engage 3 nos of barges each of minimum capacity of 24 TEUs or above. The Operator shall have handling capacity of minimum 100 TEUs per day between two terminals.

1.5. TIDE AND FLOOD LEVELS 1.5.1 The tides at Chennai are semi-diurnal in nature. The tide data from NHO chart

3001 are as follows. Tide Levels with reference to Port Chart datum (in metres)

Mean high water spring (MHWS) (+) 1.10

Mean high water Neap (MHWN) (+) 0.80

Mean Low water Neap (MLWN) (+) 0.40

Mean low water spring (+) 0.10

Mean Sea level (+) 0.60

1.5.2 The tides at Kamarajar are semi-diurnal with tide level indicating mean spring tide of (+)1.0m CD. The tide data of Kamarajar Port is as follows.

Tide Levels with reference to Port Chart datum (in metres) Maximum High Water (MHW) (+) 1.50

Mean high water spring (MHWS) (+) 1.10

Mean high water Neap (MHWN) (+) 0.80

Mean Low water Neap (MLWN) (+) 0.40

Mean low water spring (+) 0.10

Mean Sea level (+) 0.60

1.5.3 Tide Table for the Chennai Port Trust will be available in the web site of Chennai

Port (www.chennaiport.gov.in), which can be downloaded.

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1.6 CURRENTS 1.6.1 The Current at Kamarajar Port are mainly influenced by the general weather

climate in the Bay of Bengal. During the North-East monsoon, the current direction is southward and parallel to the coast. In the South West monsoon period, the direction of current is towards North. The current reverses during transition period. The net water transport over the year is from South to North. In the coastal waters i.e 5m to 15m water depths, the flow velocities are from 0.15m/sec to 0.40m/ sec.

The details of currents at Chennai are given in Table 1 Table 1: Currents details at Chennai

Month Direction Velocity

January SW, irregular 1 – 1.5 February N, Parallel to coast May 1-2 June variable variable

July to August S, weak September S and SW, strong October S along coast, strong November and December

SW and S, along coast 2-4

1.7 WAVES 1.7.1 Waves ranging from 0.4m to 2.0m in the deep water around Chennai harbour

have been experienced and the predominant being 0.4m to 1.2m with wave periods predominantly in the order of 4 to 10 seconds. During cyclone season, waves of height exceeding 2.5m are common.

Wave direction:

• Predominant direction during South West Monsoon - 1450 from North

• Predominant direction during North East Monsoon - 650 from North 1.8 WIND The most prevailing winds in the region are the south westerly between April and

October easterly during the rest of the year. The predominant wind direction is moistly from west and south west direction during the rainy season and south west and North West during post – monsoon month. However, during January to march, winds from NE and E direction are predominant. During the NE monsoon ie between October and January the direction of the wind is generally NE and NNE. During depression in NE monsoon the wind velocity goes upto 50 Km / hr and upto 105Km/hr, during cyclone of duration 12 to 3 days. Gusts of 160 Km / hr have been occasionally experienced. During SW monsoon between match and September, the wind blows predominantly from South. During June, July & August strong wind is experience from SW direction in mornings from South during afternoons and from SE during nights. Wind direction between 153° to 263° relative to North, and wind speed varies from 2 to 12 m / sec.

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1.9 TEMPERATURE Chennai experiences moderate temperatures throughout the year. The

temperature varies from 22°C to 34°C. The low temperature occurs during the southwest monsoon, December and January. Daytime temperature goes upto

30°C even during this period. The hot months are from March to May. 2.0 DRAWINGS

The drawings enclosed with the tender document are to provide some idea of the dimensions of the terminal for operation only and are preliminary and for tender purpose.

SIGNATURE OF TENDERER

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2. GENERAL TERMS AND CONDITIONS OF CONTRACT

1 DEFINITIONS AND INTERPRETATION

The following words and expressions in this Bid Document shall have the meanings hereby assigned to them except where the context otherwise requires: a) “Actual Project Cost” means the actual capital cost incurred by the

Developer on the Project and/or the Project Facilities and Services as certified by the Statutory Auditor and if the same exceeds the Estimated Project Cost and/or does not form part of the Financing Plan submitted prior to Financial Close, the amount of the Estimated Project Cost or in the Financing Plan as the case may be increased by the amount(s) approved in writing by the Employer.

b) “Affiliate” means, with respect to any Party and/or with respect to the

Bidder and/or with respect to any member of Consortium, any other Person directly or indirectly controlling, controlled by or under common control with such Party, Bidder and/or member of Consortium. For the purposes of this definition, the term “control” (including with correlative meaning, the terms “controlled by” and “under common control with”) as applied to any Party or Bidder or a member of Consortium, means the possession, directly or indirectly, of the power to direct or cause the direction of the management of that Party or Bidder or a member of Consortium whether through ownership of 50 (fifty) % or more of the voting securities, by contract, or otherwise.

c) “Applicable Laws” means all laws in force and effect as of the date hereof

and which may be promulgated or brought into force and effect hereinafter in India, including statutes, rules, regulations, directions, bye-laws, notifications, ordinances and judgments having force of law, or any final interpretation by a Court of Law having jurisdiction over the matter in question as may be in force and effect during the subsistence of this Agreement.

d) “Applicable Permits” means any and all permissions, clearances, Leases,

authorizations, consents, no-objections, approvals and exemptions under or pursuant to any of the Applicable Laws or from any Government Authority required in connection with the Project and for undertaking, performing or discharging the obligations contemplated by this Bid Document or any other Transaction Document.

e) “Bidder/Tenderer” means the person or persons, firm, Corporation,

Consortium or Company who submits a Bid/Tender for the subject Project.

f) “Book Value” means the aggregate written down value as on the date of

issue of the Termination Notice in the books of the Developer of:

(i) the tangible assets (including capital works in progress) forming part of, fixed or attached to the ground, created, installed or provided by the Developer and comprised in Project Facilities and Services, which in

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the reasonable judgment of an Expert are capable of being put to use/utilized by the Employer; and

(ii) the moveable assets including the equipment, and machineries, belonging to the Developer, which the Employer agrees to take over,

in accordance with Indian Accounting Standards using depreciation rates as

set forth in the (Indian) Companies Act, 1956, as applicable from time to time.

g) “Chairman” means the Chairman of Chennai Port Trust for the time being.

h) “Conditions Precedent” shall mean the conditions prescribed in Section 4

of this Bid Document. i) “Contractor” means a Person with whom the Developer has entered

into/may enter into a contract relating to the execution of any works and/or operation and maintenance of the Project Facilities and Services, including the Management Contractor.

j) “Date of Award of the Project” means the date when the Conditions Precedent have either been satisfied or waived by the Party other than the Party responsible for satisfying the same.

k) “Date of Commercial Operations” means the date on which the

Concessionaire receives the Completion Certificate in accordance with the provisions of this Agreement/ MPT

l) “Debt Due” - Deleted m) "Developer's Personnel" means the Developer's Representative and all

personnel whom the Developer utilizes on Project Site, who may include the staff, labour, other employees of the Developer and of each Sub-Contractor; and any other personnel assisting the Developer in the execution of the Project/Works.

n) "Developer's Representative" means the person named by the Developer

in the Contract or appointed from time to time by the Developer, who acts on behalf of the Developer.

o) “Employer / ChPT / Port / Chennai Port/ Board/ Port Trust” means

Board of Trustees of Chennai Port, a body corporate established under Section – 5 of the Major Port Trust Act, 1963, having its principal office at No.1, Rajaji Salai, Chennai-1, India and acting through its Chairman, Deputy Chairman or the Chief Engineer or any other officers, so nominated by the Board.

p) “Employer's Personnel" means the Engineer–in-charge, the assistants

and all other staff, labour and other employees of the Engineer and of the Employer; and any other personnel notified to the Developer, by the Employer or the Engineer, as Employer's Personnel.

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q) “Encumbrance” means any encumbrance such as mortgage, charge, pledge, lien, hypothecation, security interest, assignment, privilege or priority of any kind having the effect of security or other such obligations and shall include without limitation any designation of loss payees or beneficiaries or any similar arrangement under any insurance policy pertaining to the Project, physical encumbrances and encroachments on the Project Site/Port’s Assets/Project Facilities and Services.

r) “Engineer/Officer-In-Charge” means Dy. Chief Engineer/Superintending Engineer/ Executive Engineer in charge of this Project as nominated by Chief Engineer.

s) “Equity” means the paid up share capital of the Developer representing

the equity component of the Actual Project Cost, as capitalized in the books of the Developer and duly certified by the Statutory Auditors.

t) “Estimated Project Cost” means the cost of the Project as estimated by

the Bidder/Developer and mentioned in the Financing Plan.

u) “Expert” means any person, body or organization of repute with

recognized technical/ professional expertise in respect of any field, matter or subject relevant for the purpose of this Agreement.

v) “Financial Assistance” means all funded and non-funded credit assistance including but not limited to loans, advances, lease assistance and guarantees required for the Project.

w) “Financial Close” means the date on which the Financing Documents

providing for Financial Assistance by the Lenders, Equity Documents and the documents in respect of debt, if any, committed by the Bidder/Consortium have become effective and the Developer has access to such Financial Assistance.

x) “Financing Documents” means, collectively, the documents executed in

favour of or entered into with the Lenders, by the Developer in respect of the Financial Assistance relating to the financing (including any re-financing) of the Actual Project Cost and includes any document providing security for the Financial Assistance.

y) “Financing Plan” means the financing plan as envisaged under the

Financing Documents for financing the cost to be incurred for implementing the Project submitted by the Developer in accordance with Clause 1(a) (ix) of section 4.

z) “Financial Year” means any twelve month period commencing from 1st

April and ending on 31st March.

aa) “Government Authority” means Government of India, any state

government or any governmental department, commission, board, body, bureau, agency, authority, instrumentality, administrative body, at central, state, or local level, having jurisdiction over the Developer, the Port’s

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Assets, the Project Facilities and Services or any portion thereof, but shall not include the Employer.

“INR” /“Rs.” means Indian Rupees. bb) “Concession Deed” means the Concession deed executed entered into

between the Employer and the Developer in relation to the Leased Premises described in the Schedule given in the Concession Deed on such terms set forth therein and attached as Annexure –III hereto and as amended from time to time.

cc) “Lenders” means any Persons based in India or abroad providing

Financial Assistance under the Financing Documents and includes a trustee for the holders of debentures/ or other debt instruments issued by the Developer, to finance the Project.

dd) “Letter of Acceptance" means the letter of formal acceptance, signed by

the Employer, of the Bid submitted by the Bidder, including any annexed documents.

ee) “Management Control” means the possession, directly or indirectly of the

power to direct or cause the direction of the management and policies of the Developer, whether through the ownership of voting securities, by contract or otherwise or the power to elect or appoint more than 50% (fifty percent) of the directors, managers, partners or other individuals exercising similar authority with respect to the Developer.

ff) “Material Adverse Effect” means material adverse effect on: (a) the ability

of either Party to exercise any of their rights or perform/discharge any of their duties/obligations under and in accordance with the provisions of this Bid Document; and/or (b) the legality, validity, binding nature or enforceability of this Bid Document.

gg) “Party/party” means either the ChPT or the Developer as the context may

require or admit and “Parties/parties” means both ChPT and Developer. hh) “Performance Guarantee” means the Bank Guarantee furnished towards

Performance Security, as per Clause 3 of this section. ii) “Person” means any individual, company, corporation, partnership, joint

venture, trust, unincorporated organization, government or governmental authority or agency or any other legal entity.

jj) “Project/Work” means the works to be executed by the Bidder as detailed

in this Bid Document, for the development and operation in BD II. kk) “Project Contracts” means collectively this Agreement, the EPC Contract,

O&M Contract and any other material contract (other than the Financing Documents or any commercial agreement with the users) entered into or may hereafter be entered into by the Developer in connection with the Project and Project facilities.

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ll) “Project Facilities and Services” means the facilities and services as set out under the Project Requirements, to be provided by the Developer during the Concession period, in accordance with this Bid Document.

mm) “Project Requirements” means the minimum requirements as to the

construction, operation and maintenance of the Project and provision of Project Facilities and Services set out in Appendix 2.

nn) “Project Site” means the land and water area earmarked for the

development of Marine Highway, as detailed in Annexure oo) “Scale of Rates” means the scale of rates along with the statement of

conditions with respect thereto framed from time to time and notified by TAMP or such other competent authority under the provisions of MPT Act, as applicable.

pp) “Statutory Auditors” means a firm of chartered accountants appointed in

terms of Section 224 of the Companies Act, 1956 and acting as the statutory auditors of the Developer.

qq) Successful Bidder / Developer" means the person/persons or firm or

company/joint venture company or consortium of companies whose Bid is accepted by the Board and includes its authorized agents, successors and permitted agents.

rr) “Transfer” means to transfer, sell, assign, pledge, hypothecate, create a

security interest in or other encumbrance on, place in trust (voting or otherwise), transfer by operation of law or in any other way dispose of, whether or not voluntarily, the legal or beneficial interest in the equity shares of the Developer.

ss) “Transfer Date” means the date of expiry of the contract by efflux of time

or the date of expiry of the termination period. tt) “Transaction Documents” means collectively the Project Contracts and

the Financing Documents.

uu) Tripartite Agreement – means the agreement substantially in the form set out at annexure 11 to be entered between the employer, Kamarajar Port Ltd and the Developer.

2.1. Tenders in single sealed cover superscribed “Development of Marine Highway

along East Coast Connecting Chennai & Kamarajar Port Ltd through barges” is due on 05.04.14 containing two separate sealed covers, Cover ‘A’- Technical Bid & Cover ‘B’- Price Bid will be received by the Dy. Chief Engineer (New Projects), 3rd Floor, Administrative office building ,Chennai Port Trust upto 11.00. hrs (IST) on 05.04.2014. The Cover ‘A’ of the tenders will be opened by the Dy. Chief Engineer (New Projects), Chennai Port Trust at this office on the same day at 11.30 hrs (IST).

2.2 The tender should be submitted in the prescribed format which can be obtained

from the office of the Dy. Chief Engineer (New Projects) on submission of

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Demand Draft / Pay order (non-refundable) of INR 10,000/- (Indian Rupees Ten Thousand only) + 5% VAT drawn on any Nationalised Bank in favour of “The Chairman, Chennai Port Trust” payable at Chennai towards the cost of Bid Document. The Bid Document can also be downloaded from the ChPT website www.chennaiport.gov.in/ppp projects. Applicants downloading the document from the website shall remit the cost of the document in the manner specified above and enclosed in cover A1.

2.3 If the tender is made by an individual, it shall be signed by his full name and his

address shall be given. In the event of the tender being submitted by a registered partnership firm, it must be signed individually by each partner. In the event of absence of any partner, it must be signed on his behalf by the person holding a proper power- of - attorney, authorizing him to do so and to bind the partner in all matters pertaining to the contract including the arbitration clause, such power - of - attorney to be attached with the tender which must disclose that the firm is duly registered under Indian Partnership Act. If the tender is made by a Limited Company it shall be signed by a duly authorised person who shall produce with the tender satisfactory evidence of the authorization. In the case of a Limited Company the tender should be accompanied by the Memorandum and Articles of Association of the Company. In case tenderer proposes to operate the service jointly with any other Operator, the joint venture agreement, certified by a notary public shall be attached. The tenderer(s) shall have to sign in each page of the tender documents (Technical bid & Price Bid) with official stamp as a token of his acceptance of the conditions stated therein. In case of Joint Venture, authorised signatories of both partners shall have to sign in each page of the tender documents (Technical bid & Price Bid) with official stamp as a token of his acceptance of the conditions stated therein.

2.4. EARNEST MONEY TO BE DEPOSITED 2.4.1 Each tender should be accompanied by an Earnest Money amounting to

Rs 5.60 lakhs through Demand Draft or Banker’s Cheque drawn in favour of Chairman, Chennai Port Trust from any Nationalised Bank/ Scheduled Bank in India. The Earnest Money deposit will not carry any interest.

2.4.2 The earnest money shall be placed in a separate sealed envelope (Cover A1) marked “EARNEST MONEY” and shall be enclosed in Cover ‘A’.

2.4.3 The Officer opening the Cover ’A’ shall first open the envelope Cover A1

containing the earnest money. The Technical bid of only those tenderers shall be considered/ evaluated, whose earnest money placed in the envelope, is found to be in order.

2.4.4 In case the earnest money is not deposited or is not in order, the Covers shall be

returned to the tenderer unopened either on the spot, if the tenderer is present or later by post. Only a mention to this effect shall be made in the tender opening register.

2.5 The right of acceptance of tender will rest with Chennai Port Trust Board who

does not bind themselves to accept the lowest tender and reserves to themselves the authority to reject any or all of the tenders received without assigning any reason.

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2.6 The Dy. Chief Engineer (NP), Chennai Port Trust or his duly authorized assistant will open the tenders in the presence of intending tenderers who may be present at the time in person or through their authorized representative. In the event of a tender being rejected, the earnest money paid with such unaccepted tender shall be refunded to the tenderer by the Financial Adviser and Chief Accounts Officer, Chennai Port Trust direct.

2.7 i). The tenderer should keep open the validity of the tender normally for 120 days

from the date fixed for its opening. However, it is also obligatory for the tenderer to keep the validity open for another 60 days for which request in writing/telegram by the Dy. Chief Engineer (NP) before the expiry of the original validity would be sufficient intimation. The receipt of the intimation of the Dy.Chief Engineer (NP) should be acknowledged.

ii) Should any tenderer withdraw his tender before these periods, or make any

modification in the terms and conditions of the tender which are not acceptable to the department, the earnest money deposited by the tenderer shall be forfeited.

iii). The EMD of unsuccessful bidders other than the 3 lowest quote (L1, L2, L3)

shall be returned immediately after ranking of price bid. EMD of the L2 & L3 will be returned after issue of LOA to L1. iv). The successful bidder shall be issued LOA by ChPT either by facsimile or Email which will be confirmed by register Post. The bidder shall convey his acceptance within 7days of its receipt. 2.8 The tender should be written legibly and free from erasures and over writings or

conversions of figures. Correction where unavoidable, should be duly attested by the signature(s) of the tenderer(s) with dates. Specific rate should be quoted in the schedule and the rate should be written in words as well as in figures. In case, there is difference in rate written in words and figures, rates written in words will be considered as final.

2.9 The tenderer shall visit the site of Chennai Port & Kamarajar Port in order to

acquaint himself with the conditions of the site, the locality and its environment. A tenderer shall be deemed to have full knowledge of all documents, site, etc. whether the tenderer has inspected them or not. The ChPT & KPL will provide all assistance for site visit.

2.10 The submission of a tender by tenderer implies that he has read this notice and

General Conditions of Contract and has made himself aware of the scope and specifications and other factors bearing on the tender.

2.11 The successful tenderer shall furnish security deposit for a sum of Rs.28 lakhs

(Twenty Eight Lakhs only), within 28 days of receipt of Letter of Acceptance (LoA) of ChPT by converting Earnest money deposited of Rs.5.60 lakhs (Rupees five point six lakhs only), as security deposit and furnishing irrevocable Bank Guarantee enforceable and encashable at Chennai, drawn from any Nationalised Bank/ Scheduled Bank in India as per the proforma at Annexure - I for the balance amount of Rs.22.40 Lakhs (Rupees Twenty Two point four lakhs only)

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2.12 Unless the security deposit is furnished within 28 days of receipt of LoA of ChPT

by the Operators or such extension of that period as may be permitted by Chennai Port Trust in writing, the Earnest Money will be liable to forfeiture and the contract will be cancelled.

2.13 a) The total amount deposited and guaranteed will be deemed as security for the

due and proper fulfillment of the contract and will not carry any interest. Such deposit shall be forfeited on failure to perform or non-fulfillment by the Operator of the terms and conditions of the contract.

b) Upon completion of concession period, the security deposit remaining with the

Chennai Port Trust will be released after adjusting any amount due to the Port Trust and Kamarajar Port either through ECS or as Bank Guarantee.

2.14 The successful tenderer will be required to enter into agreement (Annexure XI)

with ChPT, a tripartite agreement (Annexure X)with Chennai port and KPL at his expense within 1 month (one month) from the date of receipt of LoA of ChPT on proper value on State Stamp Paper in the prescribed format consisting of the Tender Notice/Rate Tender & Contract of service/ all the documents including additional conditions/specifications and drawings, if any, forming the tender as issued at the time of invitation of tender and acceptance thereof together with any correspondence leading thereto.

2.15 Failure to comply with conditions 2.7, 2.12 and 2.14 above will entail forfeiture of

the earnest money. 2.16 In the event of the tenderer, after the issue of the communication of acceptance

of offer by the Board, failing / refusing to execute the agreement as provided, the tenderer shall be deemed to have abandoned the contract and such an act shall amount to and be construed as the Operator’s calculated and the willful breach of the contract, the cost and consequence of which shall be to the sole account of the tenderer and upon such an event the Board shall have full right to claim damages therefore either together with or in addition to the forfeiture of Earnest Money Deposit.

2.17 The tenderer shall furnish financial capability certificate from their bankers/financial institutions, to the effect that the tenderer is financially sound and has sufficient resources for executing the service contract.

2.18 The tenderer shall furnish evidence for his experience as per clause 4.5.1 2.19 Tenders which do not fulfill all or any of the above conditions or which contain

any other condition of any sort including conditional rebates or are incomplete in any respect are liable for rejection. Such tenders shall be entered in the tender opening register but their rates shall neither be read out nor entered in the register. Only remark mentioning the reason of rejection in brief shall be appended against such entry.

2.20 The tenderer shall specify and furnish the copy of PAN No. allotted to him so that

Chennai Port can ascertain his liability to the Income Tax Department.

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2.21 Liability towards Income Tax/Sales Tax/ VAT/ any other statutory taxes, as per the rules / directions of the concerned Departments, prevailing in force at the time of operation of the service will be discharged by the Operator direct to such authorities. The bidder shall avail the necessary registration before statutory authorities for this purpose. A declaration in the prescribed form confirming the discharge of liability shall be submitted to the Port Trust on quarterly basis enclosing the copies of the challan of remittance of payment.

2.22 Liability towards Cess under any relevant Cess Act prevailing in force at the time of operation of the service will be discharged by the operator direct to such authorities. The Operator shall avail the necessary registration before statutory authorities for this purpose. A declaration in the prescribed form confirming the discharge of liability shall be submitted to the Port Trust on quarterly basis enclosing the copies of the challan of remittance of payment.

2.23 This tender notice shall form part of the contract.

2.24 The Time Schedule for Various activities in connection with the tender will be as follows:

Chief Engineer

Chennai Port Trust

Description Proposed Date

Sale of documents 05.03.2014 to 04.04.2014

Last date for receiving queries from bidders

12.03.2014

Pre-bid Conference & Site inspection

1130 hrs. on 19.03.2014

Authority’s response to Bidders’ queries

27.03.2014

Bid Submission Date 1100 hrs. on 05.04.2014

Date and time of opening of the Technical Bid

1130 hrs. on 05.04.2014

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3. LETTER OF BID

To

The Chairman, Board of Trustees of the Chennai Port Trust. Through The Chief Engineer.

I/We …………………….............…hereby tender for the operation of the service

specified in the under written memorandum for the time period specified in such

memorandum at the rates specified in the schedule attached hereto and in accordance

in all respects with the specifications, and instructions in writing included in the General

Conditions of Contract and in all other respects in accordance with such conditions as

applicable.

M E M O R A N D U M

a) General description : Development of Marine Highway along East Coast Connecting Chennai and Kamarajar Port for a lease period of 10 years.

b) Earnest Money Deposit : Rs 5,60,000./- ( Rupees five Lakhs and sixty

thousands only) c) Security Deposit : Rs 28,00,000 .( Rupees Twenty eight Lakhs only)

d) Construction period : Six months

e) Concession period : 10 Years (excluding construction period of 6 Six months)

I/We hereby agree to abide by and fulfill all the terms and provisions of the said conditions of contract in the General Conditions of Contract so far as applicable or in default thereof forfeit and pay to the Board the sum of money mentioned in the said conditions and to execute an agreement with the Board in the prescribed form or in default thereof to forfeit the Earnest money deposited by me/us.

Each tender should be accompanied by an Earnest Money amounting to Rs 5.60 lakhs (Rupees five Lakhs and sixty thousands only) through Demand Draft or Banker’s

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Cheque drawn in favour of Chairman, Chennai Port Trust from any Nationalised Bank/ Scheduled Bank payable at chennai India enclosed in cover – A1 as Earnest Money, the full value of which is to be absolutely forfeited to the Board in office should I / we withdraw the offer or revise or go back upon the terms of the Bid, or fail to commence the work specified in the memorandum or should I / We furnish the Security deposit specified in the above memorandum. Dated the …………….…day of ……………………….. 2014.

Signature of tenderer

Address : ………………………….…………… …………………………….………... ……………………………………… Witness : ………………………………………… Address : ………………………………………… Occupation : …………………………………………

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4. INSTRUCTIONS TO TENDERERS 4.1 INTRODUCTION

Sealed Tenders under two-cover system are invited for Development of marine highway along east coast connecting Chennai and Kamarajar Port for a lease period of 10 years.

4.2 CONTENT OF TENDER AND PACKAGE 4.2.1 Tenders shall be submitted in a single cover comprising two covers (Technical

Bid or Price Bid) viz; Cover–A and Cover–B, in separate sealed envelopes Superscribed with tender number, due date and name of work, as detailed below:

A) Cover -A (Technical Bid): -

This cover shall contain i). All technical and commercial details (cover A2) as per clause 4.2.2.1 except rate quoted. ii) EMD enclosed in cover A1.

B) Cover-B (Price Bid): -

This cover shall contain only rate quoted for the specific carriage as described in Schedule 8 of price Bid.

4.2.2 List of documents to be included under Cover A & B shall be as below. 4.2.2.1 Cover A shall contain two covers A1 and A2 Cover A1

1. This cover shall contain EMD. 2. In case the tenderer has downloaded the tender document from the Web

site, the cost of tender forms shall be furnished in the form of Demand Draft / Banker’s Cheque drawn in favour of Chairman, Chennai Port Trust in a separate cover in Cover-A1 super scribed by the words: “Cost of tender form for the work of “Development of marine highway along east coast connecting Chennai and Kamarajar Port for a lease period of 10 years.”.

Cover A2

This cover shall contain the following.

i. List of all documents accompanying the tender. ii. A covering letter from the tenderer detailing various considerations in his

tender, if any, without any description of the price bid. iii. Tender document except the filled in price bid, duly signed and sealed. iv. Document in support of PAN No.

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v. a) in case of companies,

(i) Registration certificate of the company and Memorandum and Articles of Association of the company;

(ii) Duly executed Power of Attorney, in the name of tenderer’s authorised representative to act on behalf of the tenderer, duly authenticated by a notary public or equivalent certifying authority as per Annexure – II

(iii) In case of a subsidiary company If the tenderer is a subsidiary company and if they want to rely, (a) on the

financial turnover and/or (b) on the experience of its holding company or another subsidiary of the holding company, (a) the financial turnover and/or (b) the experience of such holding company/subsidiary company will be taken into account for the purpose of this bid, provided the bidder enter into a legally binding unconditional agreement with the holding company/subsidiary company, committing/undertaking the holding /subsidiary company liable and responsible for the performance of the contract in all respects and the same shall be furnished along with the tender. Further, such holding company/subsidiary company shall give a guarantee, jointly or severally, to the Board of Trustees of the Chennai Port Trust making them liable for, undertaking, the performance of the contract in all respects and the same shall be submitted along with the bid.

b. In case of Partnership,

(i) Partnership deed

(ii) Duly executed Power of Attorney, in the name of tenderer’s authorised representative to act on behalf of the tenderer, duly authenticated by a notary public or equivalent certifying authority as per Annexure - II;

c. In case of a joint venture

i. A legally binding Joint Venture Agreement signed by authorized signatories of all partners of the JV, as per format at Annexure-III;

ii. Duly executed Power of Attorney, authorizing the representatives of each

partners of the JV for signing the JV agreement and to bid, negotiate and conclude the contract on behalf of the JV partners, duly authenticated by a notary public or equivalent certifying authority as per format at Annexure-IV ;

iii. Duly executed Power of Attorney signed by legally authorized signatories

of each partners, authorizing the Lead Partner, to act on behalf of the JV and to incur liabilities and to receive instructions for and on behalf of each of the partners of the JV and to carry out the entire execution of the Contract, duly authenticated by a notary public or equivalent certifying authority as per format at Annexure- V;

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iv. An undertaking that the partners of the JV are jointly and severally liable to the Chennai Port Trust for the performance of the contract as per format at Annexure- VI.

(vi) Details of experience as per Table 1.

Certificates in proof of experience in similar operations as detailed under clause 4.5.1 (i) during the preceding three-year period ending on 31/3/2013 only will be considered. [Copies of documents issued by the owner/ the responsible officers of the owner certifying carriage of cargo/container by barges/vessels stating details of service involved, period of operation and volume/turnover etc. shall be enclosed. The above documents shall be duly certified by a Notary public or equivalent certifying authority. If the experience in similar works is as a member of joint venture, joint venture agreement in this respect shall be enclosed.]

Details of current commitments. Details to be given as per Table 2.

(vii) Financial capabilities as per Table 3:

Documents to substantiate the average annual financial turn over during the last 3 financial years ending 31st March 2013 as detailed under clause 4.5.1(ii)

(viii) Financial capability certificate in original as per clause 4.5.1(iii) as per

Annexure VII. (ix) Size, age, capacity and classification of fleet proposed to be deployed for

Chennai Port & Kamarajar Port service as per clause 4.5.1(iv). Details to be given as per Table 4.

The tenders submitted must contain a clear statement confirming that the operation they propose and the vessels they intend to use, will meet, and will be operated in accordance with, all rules and relevant legislation as applied by the Director General of Shipping, Govt. of India.

(x) Details of the proposed schedule for the service. (xi) Name and designation of Principal officer and other officials proposed for the

work and their experience and qualifications as per Annexure- VIII. (xii) Documentary evidence for ownership of vessel/ confirmed Charter

arrangements. (xiii) A copy of the current load-line certificate along with the general arrangement

drawing and a note of the date of the next special survey must be provided for each vessel which the tenderer proposes to use on the route.

(xiv) Written confirmation that all matters concerning the operation of the vessel

proposed to be used, complies with all relevant Indian regulations. Before commencement of the service, the successful tenderer shall furnish a written confirmation that all matters concerning the operation of the vessel proposed to be used, will continue to comply with all relevant Indian regulations. Written

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confirmation in respect of replacement of vessel in case of failure to get certification from Competent Authority.

(xv) Description of arrangements for mooring, unmooring, marshalling, loading and

unloading of container trailers, the manning of ticketing, sequencing of the boarding of containers and other shore based facilities.

(xvi) An undertaking that Cover B does not contain any condition. (xvii) Additional information, if any. 4.2.2.2 Cover B shall contain only the rate duly filled in, and should be submitted in a

separate sealed cover superscribed with the words " Development of Marine Highway along East Coast connecting Chennai and Kamarajar Port for a lease period of 10 years Cover B - Price Bid”. The cover B shall not contain any condition.

4.2.2.3 The Cover A and cover B shall be put together in another cover which shall be

sealed and superscribed with the words "Development of marine highway along east coast connecting Chennai and Kamarajar Port for a lease period of 10 years.” Tender Number, and Due date and shall be addressed to the Dy.Chief Engineer (New Projects) Chennai Port Trust, Chennai-600 001. Tenderer should ensure that his tendered rate is not mentioned anywhere in any other documents, directly or indirectly except in cover B. If any such mention is made, the tender will become invalid and shall become liable for rejection.

4.3 PRE BID MEETING AND ISSUE OF AMENDMENT / ADDENDUM 4.3.1 Those who are purchased or have down loaded the document and carry with

them a DD for a value of Cost of bid document are eligible for pre-bid meeting. Meeting will be held in the Conference hall of Chennai Port Trust at 11.30 Hrs (IST) on 19.03.14. Attendance at pre-bid meeting is strongly advised. Should there be any discrepancy in or any doubt or obscurity as to the meaning of any of the tender documents or as to anything to be done or not to be done by the tenderers or any clarification or if any additional information is needed by the tenderers, these shall be set forth in writing and submitted to the Dy. Chief Engineer, Chennai Port Trust or shall be mailed to chptcemh@gmail.com well in advance of the date specified in clause 2.24

4.3.2 At any time prior to the due date for submission of the tender, Dy. Chief

Engineer may modify the tender documents by the issue of the addendum/ amendment. Any addendum/amendment thus issued will be sent to all the tenderers who have downloaded / purchased the tender documents by telefax / e-mail / writing. In order to afford the tenderers with reasonable time to take addendum into account, or for any other reason, the Licensor may, at its discretion, extend the due date for submission of tender.

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4.4 DATE, TIME & PLACE OF SUBMITTING TENDERS

The sealed tenders superscribed with the words “Development of Marine Highway along East Coast connecting Chennai and Kamarajar Port for a lease period of 10 years”. Tender Number, and Due date should reach the office of the Dy.Chief Engineer ( New Projects), no. 1 , Rajaji Salai, 3rd Floor, Administrative office Building, Chennai Port Trust, Chennai -600 001, on or before 05/04 /2014 by 11.00 Hrs (IST). Tenders can be brought either in person or sent by registered post / courier. Tenders brought in person, shall be put in the tender box in Dy.Chief Engineer’s office on or before the due date & time specified above.

4.5 SELECTION CRITERIA 4.5.1. The tenderer will be either an Agency operating own/leased barges or a Terminal

operator handling containers and either a Company or a Partnership or a Joint Venture and who satisfies the following eligibility criteria are eligible for opening of price bid ie Cover B

i) Experience:

The tenderer should have successfully completed similar service with annual financial turnover exceeding Rs.1.50 Cr (one point five crore only) during any one year in the proceeding 3 year period ending on 31st March 2013.

[Similar operation(s) means operation of barges/ vessels transporting cargo / containers.] The service reckoned for the above purpose are those performed by the tenderers as prime operator. In the event the tenderer has performed the service as a member of JV, the proportionate share should be 1.50 Cr (one point five crore only) and above.

ii) Average Annual Financial Turnover : Average Annual Financial Turnover of the tenderer during the last three financial

years ending on 31st March 2013 shall not be less than Rs. 1.50 Crores (one point five crore only)

iii) Financial capability: The tenderer shall furnish financial capability certificate from his bankers, to the

effect that the tenderer is financially sound and has sufficient resources for furnishing security deposit, and financing the mobilization of the required vessels and equipment and its operations and management of the services costing not less than Rs.10 Cr..

iv) Technical Capability: The tenderer shall have handling capacity of minimum 100 TEUs per day

between two terminals. The tenderer shall mandatorily engage 3 seaworthy barges each of minimum capacity of 24 containers and barges may also be leased. The tenderer shall furnish documentary evidence for the ownership of

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vessel/ confirmed charter agreement of the vessel under his ownership or charter. The tenderer shall furnish documents of offer from owners/subcontractors for the vessel that he proposes to arrange through lease.

4.5.2 The tenderer who quote the lowest value (X) in price bid towards charges for

carrying 20’ Empty container from Chennai Port to Kamarajar Port or vice versa through barges from the user will be the successful bidder.

4.6 JOINT VENTURES (JV)

4.6.1 Joint Venture partners would be limited to three (including the lead partner). However, to be considered for evaluation, a partner of the joint venture should have at least 26% of the equity in the joint venture.

4.6.2 The Joint Venture must satisfy collectively the criteria of clause 4.5. The following data of each member of the joint venture may be added together to meet the collective qualifying criteria

1) Experience as per clause 4.5.1(i)

2) Average Annual Financial Turnover as per Clause 4.5.1(ii)

3) Financial capabilities as per Clause 4.5.1(iii)

4) Technical capability as per clause 4.5.1(iv)

4.6.3 One of the partners of the Joint Venture shall be nominated as Lead Partner of the Joint Venture and shall be in charge during the tendering process and in the event of a successful tender, during contract execution. The Lead Partner shall be authorized to incur liabilities and receive instructions for and on behalf of the partner(s) of the joint venture; this authorization shall be evidenced by submitting a power of attorney signed by legally authorized signatories of all partners (as per the format at Annexure-V). The Lead Partner of the JV should operate a local office, during the period of contract, in the event the contract is awarded.

4.6.4 One of the partners of JV should have purchased/downloaded the tender

document.

4.6.5 Participation by a firm in more than one JV is not permissible. A firm who submits tender on individual capacity is not eligible to be a partner of a JV. In case a firm’s name appears in more than one tender then both application will be rejected.

4.6.6 Each partner shall submit the complete documentation, or portions applicable

thereto, required for the firm to be eligible for tendering. 4.6.7 All the partners of the JV shall be jointly and severally liable during the tendering

process and for the operation of the service in accordance with the Contract terms.

4.6.8 In the case of successful tenderer, the Contract Agreement shall be signed and /

or executed in such a manner as may be required for making it legally binding on all the partners. The tender and agreement shall be signed by legally authorised signatories of all partners.

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4.6.9 All the partners of the JV shall be jointly and severally liable for due

performance, recourse/sanctions within the joint venture in the event of default of any partner and arrangements for providing the required indemnities.

4.6.10 Notwithstanding demarcation or allotment of work among the partners if any,

each partner shall be liable for non-performance of the whole contract irrespective of their demarcation or share of work.

4.6.11 The Lead Partner shall be authorized to act on behalf of the JV. 4.6.12 All the correspondences between Chennai Port Trust, Kamarajar port and the

Operator shall be routed through the Lead Partner. 4.6.13 The Lead Partner shall be authorized to incur liabilities and to receive

instructions for and on behalf of all the partners of the JV and to carry out the entire execution of the contract.

4.6.14 The Lead Partner shall provide suitable experienced personnel during the whole

period of contract execution. 4.6.15. In the event of default by the Lead Partner, it shall be construed as default of

the Tenderer/Operator; and Chennai Port Trust will take action under relevant clause(s) of the Tender Document

4.6.16 In case, the Joint Venture Agreement enclosed with the tender is not acceptable

to Chennai Port Trust, the JV shall modify the agreement so as to be acceptable to Chennai Port Trust.

4.7. OPENING AND EVALUATION OF TENDERS 4.7.1 Cover A shall be opened at 1130 hrs (IST) on 05/04/2014 in the Dy.Chief

Engineer (NP)’s chamber in the presence of the tenderers or their representatives as may be present. At first, cover ‘A’ containing cover ‘A1’ the EMD/cost of tender form shall be opened. Cover ‘A2’ of only those tenderers shall be opened whose EMD /cost of tender form, if required, in Cover ‘A1’ is found to be in order. In case the earnest money / cost is not deposited or is not in order, the tender (Cover A and Cover B) will be returned to the tenderer unopened either on the spot if the tenderer is present, or later by post. The cover ‘A2’ will also be opened on the due date. The authenticity of the details furnished by the tenderers shall be verified and confirmed as per the tender stipulation. Cover B of the all the tenders will be enclosed in a separate envelope and sealed and initialled by the officers opening the tender.

4.7.2 After opening of cover ‘A2’ it shall be thoroughly checked for completeness with

respect to the details stipulated to be furnished in cover ‘A2’ by the tenderer. The Cover B (Price Bid) of those tenderers satisfying the tender requirements and who have submitted the undertaking that the cover ‘B’ does not contain any conditions shall only be opened. The price bids of unselected tenderers shall be returned. The price bid (cover ‘B’) of those tenderers who are found responsive and satisfactory on evaluation of Cover ‘A’, will be opened after bringing all

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tenderers to the same footing and giving notice to the short listed tenderers, on a date to be decided and intimated later.

4.8 GENERAL INSTRUCTIONS TO TENDERERS 4.8.1. The submission of a tender by tenderer implies that he has read whole tender

documents. 4.8.2 Incomplete tenders or tenders not in the prescribed format and with corrections

not attested shall be liable for rejection. 4.8.3 Chennai Port Trust will not take responsibility for any delay in receipt or non-

receipt of the bidding document. 4.8.4 The tenderers shall inspect the site at ChPT & KPL terminals to get himself

acquainted with the site and channel conditions and to assess and satisfy himself of the difficulties and constraints which may be involved in operating the service. It will be deemed that prior to the submission of tender, the tenderer has visited the site and has satisfied himself as to the nature of the operation, location, weather conditions, tidal variations at site, working conditions, ground level, nature of soil etc. and that the tenderer has estimated his cost accordingly and the Chennai Port Trust and KPL will be in no way responsible for the lack of such knowledge and also consequences thereof to the tenderer.

4.8.5. The tenderer shall, before submitting the tender, shall discuss with connected

agencies and collect all necessary information on his own responsibility for the purpose of quoting for the work. All costs, charges, and expenses that may be incurred for the submission of the tender shall be borne by him and Chennai Port Trust accepts no liability whatsoever thereof. Tenderer shall rely on his own judgement, skill and expertise in all matters connected with the tender and submission thereof.

4.8.6 The tenderer shall make their own arrangements for obtaining all licenses,

permits etc, if any that may be required in connection with operating the service. 4.8.7 The tenderer is expected to examine the tender documents including all

conditions, specifications, forms etc to furnish the information required in the tender documents. Submission of a tender not conforming to the requirement in every respect is likely for rejection. Offers made subject to additional or alternative conditions also shall not be considered and shall result in the tender being rejected on the grounds of such conditions alone.

4.8.8 In case Chennai Port Trust desires to inspect the barges proposed for operation

for confirmation of its availability and capacity etc., necessary arrangements shall be made by the tenderer for such inspection at his own cost.

4.8.9 The tenderer shall fill in rate for the specific carriage in the schedule in cover B.

The rate shall be written both in figures and words. In case there is a difference in rates written in figures and in words, the rates in words will be considered as final.

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4.8.10 The rate quoted for the item shall exclude the service tax, if any. 4.8.11 The tender shall be typed or written in indelible ink and shall be signed by the

tenderer or person duly authorised to sign on behalf of the tenderer. All pages of the tender document shall be initialled by the person signing the tender. The name and position held by the person signing the tender should be typed or printed below the signature.

4.8.12 If there are varying or conflicting provisions made in any document forming part

of the contract, the Dy.Chief Engineer (NP), Chennai Port Trust, Chennnai-600 001 shall be the deciding authority with regard to the intention of the document which will be binding on the tenderer / Operator.

4.8.13 Any error in description and, any omissions there from shall not vitiate the

contract or release the Operators from the execution of whole or any part of the service comprised therein according to specifications or from any of his obligations under the contract.

4.8.14 All payments due to the Chennai Port Trust and Kamarajar port under this

contract will be made in Indian Rupees only. 4.8.15 Format of Request for release of EMD in duplicate and a Hand Receipt form are

enclosed. In case the tenderer so desires, the request as per the format enclosing the hand receipt duly stamped and signed, may be furnished in a separate cover by attaching with the tender for enabling the department for releasing EMD without time lapse.

4.8.15 Tenders received after the time specified for submission shall not be opened.

SIGNATURE OF TENDERER

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5. SPECIAL CONDITIONS OF CONTRACT 5.1 FACILITIES TO BE PROVIDED BY PORTS A) Chennai Port 5.1.1 Chennai Port will provide water spread area 200 sqm for constructing a ramp

along with open space of 3800 sq.m each in two locations near CITPL & CCTPL in the vicinity of barge terminals for parking of containers trailers waiting for barge service.. Layout of Chennai Port is enclosed.

5.1.2 Chennai Port will provide Tug assistance for barge handling. B) Kamarajar Port 5.1.3 Kamarajar Port Trust will provide water spread area 200 sqm and also means

of access to and from any barge berthed at the barge terminal and 5000 Sq mtrs of open space in the vicinity of barge terminal for parking of containers trailers waiting for barge service. Layout of Kamarajar Port is enclosed

5.1.3 Kamarajar Port will provide Tug assistance for barge handling.

5.2 DEVELOPERS’S RESPONSIBILTY

5.2.1 Operational Ramp structure of 20m width and 10m length has to be built in the south of CCTPL, near quay wall located north of CITPL and KPL with required Slope to match deck top level and barge for handling Ro/Ro container. Necessary modifications for Quay wall/ berth in Chennai /KPL shall be carried over.

5.2.2 The operator shall carry out the necessary dredging operations required at

Chennai Port for the safe manoeuvrability of barges. 5.2.3 The bidder shall have container transfer capacity of minimum 100 TEUs per day

between two Terminals. 5.2.4 A minimum of 3 Seaworthy barges each of minimum capacity of 24 containers to

be deployed by the Developer

5.2.5 Obtain and maintain all requisite regulatory approvals / permissions / licenses / permits / consent for the project

5.2.6 It is the responsibility of the Operator to ensure that the service is operated in a safe manner. There are no circumstances under which operational safety should be compromised in furtherance of commercial interests.

5.2.7. The Operator will be responsible for all aspects of the ferry/barge operation, including the upkeep, manning, operation, loading and discharge of any vessel. It is the responsibility of Operator to satisfy them that the vessel proposed is compatible with existing terminal and jetty facilities and has to be usable in all conditions throughout the year except foul weather and adverse climatic condition. It is the responsibility of the Operator to comply with the directions of the Dy. Conservator, Chennai Port Trust and CM (MS) of Kamarajar Port will have the control of the navigation of the vessels employed in respective ports.

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The Navigation within Port limits of ChPT & KPL is governed by respective Ports Harbour craft rules and amendments during the operation period.

5.2.8 The Operator shall be solely responsible for any damage or injury to the persons

or things caused or suffered during the operation of the service and these shall be compensated at his risk & cost.

5.2.9 The Operator shall take all care and precautionary measures for avoiding any

kind of damage/accident during the operation of the service on any account. The licensor shall not entertain any claim from the Operator whatsoever towards compensation for any damage/accidents occurred due to negligence from his part, during the operation of the service.

5.2.10 The service shall be operated by the Operator without causing any damage to

Port’s/ any other structures. Any damage caused by the Operator’s operation shall be compensated/ made good at Operator’s risk and cost to the satisfaction of the Engineer-in-Charge of the said works, failing which Chennai Port Trust will do the rectification work and the cost incurred will be recovered from any sum due to him from the Chennai Port Trust / through any other method.

5.2.11 Personnel qualified as per IV act shall be employed throughout the contract

period for operation of service. 5.2.12 The service shall be operated by the Operator without causing any hindrance to

the ship and other water craft operating in the area. No damage shall be caused to the structures in the area, water crafts operating in the area or otherwise by the Operator’s operations. Any damage or accident caused by the Operator’s operations shall be compensated / made good at the Operator’s risk and cost.

5.2.13 The information and data shown in the drawing and detailed elsewhere in the

tender document are furnished for general information and guidance only and the Chennai Port Trust in no case will be held responsible for the strict accuracy thereof or any deduction, interpretation or conclusion drawn by the tenderer.

5.2.14 The Operator shall observe the conservancy rules relating to the Port and shall

always take necessary steps to keep the Port water free of noxious or unhygienic matter due to the service. Under no circumstances, inflammable materials shall be allowed to spill into Port waters.

5.2.15 The Operator shall ensure that no labourers with criminal background are

engaged for the work. The Operator shall ensure that all employees have proven identity.

5.2.16 Chennai Port is an International Ship & Port Facility Security (ISPS) code

compliant Port and the Operator is obliged to comply with the provisions of the code in force and as amended from time to time.

5.2.17 It is a key part of the requirement that the Operator complies with all relevant

national legislation, Conventions, Directives, as well as Industry Codes and Standards.

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5.2.18 Operator shall ensure that no undue delay is caused due to any reason to container / container laden vehicles opting for Ro-Ro service and prompt service shall be ensured. The performance of operation will be reviewed by Competent Authority.

5.2.19 The Operator will be responsible for all costs arising out of the introduction of the

service, the operation and upkeep of vessel and the provision of replacement vessel, when required and as stipulated in this document.

5.2.20 The bidder has to pay all Charges specified in Tripartite Agreement

(Annexure X) including charges payable to KPL to Chennai Port Trust. It is the responsibility of the Operator to establish arrangements for the collection of gross charges and remittance of the amount due to Chennai Port Trust and Kamarajar Port on weekly basis ie amount due from Monday to Sunday will be paid on following Tuesday. Delay in remittance of the charges will attract a penalty as per Scale of rates (SoR) of respective Ports.

5.2.21Tenderers should, take into account the period of contract and other

determinants of employments for both marine and non-marine staff. In no case the Chennai Port Trust will be treated as the principal with regard to employment.

5.2.22 The Operator shall indemnify Chennai Port Trust and Kamarajar Port Limited for

any claim that may arise consequent to loss or damage to the jetty during loading, unloading and transporting of cargo from one jetty to another by the Operator. Operator shall also indemnify for any damages caused to the electric / mechanical installations at the parking yard.

5.2.23 The Operator is required to insure the vessels against Third Party and carrier’s

liability risks. Chennai Port Trust requires a Deed of Indemnity or Guarantee, either from the parent company of the tenderer or from the tenderer's bank for non-insurable damages caused.

5.2.24 The Operator shall comply with the tripartite agreement entered between

Chennai Port, Kamarajar Port and the operator. 5.3 RATES FOR OPERATION 5.3.1 The rates as applicable shall except in so far as the contract otherwise provides,

cover all obligations of the Operator under this contract and all matters and things necessary for the proper operation of the service.

5.3.2 The Operator shall be deemed to have satisfied himself before tendering as to

the correctness and sufficiency of his tender for the operation and of the rate stated.

5.3.3 The Operator’s rate quoted shall exclude all taxes. 5.3.4 The Operator shall not levy charge other than the charge for providing the

services as per the schedule/price bid quoted by him and the charges fixed in tripartite agreement

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5.3.5 The Operator shall make public the tariff schedule/schedule of rates by publishing in Notice Boards of Terminals.

5.4 PRICE ADJUSTMENTS 5.4.1 The quoted rate ‘X’ (Basic rate) shall be based on the diesel cost / price index

prevailing as on 14 days prior to the date of opening of tenders. 5.4.2 If the price of diesel/overheads required for operation of the service increase/

decrease, the Operator shall be eligible for adjusting the rates to accommodate such increase/ decrease as per provisions detailed below.

5.4.3 The base date for working out such variation shall be as on 14 days prior to the

date of opening of tenders. 5.4.4 The price of the diesel considered for regulating the payment as aforesaid shall

be the price charged by M/s. Indian Oil Corporation at their local deliver point.

The compensation for variation in price of diesel shall be worked out as given below:

VF = 0.30 x X x (Pa-P)/ P, where VF = Compensation for variation in price of diesel i.e., amount of

increase or decrease in rupees X = Basic rate. Pa = The price of diesel at the first day of the month after a revision P = The price of diesel prevalent as on 14 days prior to the date of opening of tenders.

5.4.5 The compensation for escalation for overhead charges will be linked to the All India wholesale price index and will be worked out as per the formula given below:

VL = 0.5 x X x ( L1 –L0)/L0, where VL = Compensation of Variation in overhead expenses i.e., amount of

increase or decrease in rupees X = Basic rate. L1 = The average wholesale price index on the first day of the month

after a change in whole sale price index. L0 = The Average wholesale price index prevalent as on 14 days prior to

the date of opening of tenders. 5.4.6 Variation in rates will be effected only if the gross compensation due to variation

in diesel charges and over head expenses is above 5% of the basic rate and would be prospective effect

5.4.7 ChPT reserves the right to enhance charges at any point of time commensurate

with tripartite agreement.

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5.5 TIME SCHEDULE AND MONITORING OF SERVICE 5.5.1 Tenderer shall prepare and attach with the tender a detailed schedule for

operation of service. This time schedule forms the basis for monitoring the service.

5.5.2 The Operator shall furnish to the Sr. Deputy Traffic (OP) TM’s dept.of ChPT and

CM(MS) of KPL daily log statements of operation of the service on weekly basis. 5.5.3 The log book/ books of accounts maintained at the Terminals shall be open for

inspection by Authorised representative of ChPT/KPL. 5.5.4 In the event of any complaints regarding the operation of service/ rates charged,

Authorised representative of ChPT/KPL will be free to get the matter investigated.

5.5.5 In case of unfair trade practices being established, the license will be revoked

and alternate arrangements will be made at the risk and cost of the operator/ Bidder.

5.6 CARE OF JETTIES AND STRUCTURES 5.6.1 During the contract period the Operator shall take full responsibility for the care

of the Port property and in case any damage, loss or injury shall happen to the works or any part thereof or to any temporary work from any cause whatsoever (save and except the excepted risks as defined in clause 5.7 given below) shall at his own cost repair and make good the same so that the work shall be completed in good order and in conformity in every respect with requirement of the contract. In the event of any such damage, loss or injury happening from any of the excepted risks, the Operator shall if and to the extent required by the Chief Engineer, Chennai Port Trust make good the same as aforesaid.

5.7 EXCEPTED RISKS 5.7.1 The excepted risks are riot (in so far as it is uninsurable), war, invasion, act of

foreign enemies, hostilities (whether war be declared or not), rebellion, revolution, or a cause solely due to use of occupation by Chennai Port Trust, any operation of the forces of nature that the Operator could not have foreseen or reasonably provided against. (All of such are herein collectively referred to as the excepted risks).

5.8 INSURANCE OF WORKS 5.8.1 Without limiting his obligations and responsibilities, under Clause 5.12 hereof, the

Operator shall prior to commencement of the works insure in the joint names of Chennai Port Trust and the Operator against all loss or damage from whatever cause arising, other than the expected risks, for which he is responsible under the terms of the contract and in such manner that Chennai Port Trust and Operator are covered for the period stipulated in Clause 5.12 hereof.

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5.8.2 The insurance cover shall be for the jetties for an amount of Rs 5 crores towards Port assets & comprehensive Insurance for and Compensation for removal of wreck and for Third party collision damage and against carrier’s legal liability.

5.8.3 It shall be the responsibility of the Operator to notify the insurer of any change in

the nature and extent of the works and to ensure the adequacy of the insurance cover at all times in accordance with the provisions of this clause.

5.9 SUB CONTRACTING

It is the responsibility of the Operator to obtain the prior approval of Chennai Port Trust for engaging sub Operators and also to monitor their performance.

5.10 SUSPENSION OF SERVICE

If any of the following events shall have happened and be continuing, Chennai Port Trust may, by written notice to the Operator, suspend the service and forfeiture of security Deposit under the contract:

a) A violation in any of conditions aforesaid shall have occurred on the part of the Operator in the operation of the service.

b) Any other condition which makes it unable for either party by reason of "Force Majeure" as referred to in Clause 5.12 to successfully carry out the service or to accomplish the scope of the contract.

5.11 TERMINATION OF SERVICE

5.11.1 If any of the following events shall have happened and be continuing, ChennaiPort Trust may, by written notice to the Operator, terminate the contract.

a) Any of the conditions referred to in Clause 5.12 shall continue for a period of two weeks after Chennai Port Trust shall have given written notice to the Operator of the suspension of the service.

b) In any event, Chennai Port Trust may terminate the contract at any time by giving not less than four weeks prior notice to the Operator.

5.12 FORCE MAJEURE

a) If either party is temporarily unable by a reason of Force Majeure or the laws or regulations of India to meet any of its obligations under the contract, and if such party gives to the other party written notice of the event within two weeks after its occurrence, such obligations of the party as it is unable to perform by reason of the event, shall be suspended for, as long as the inability continues;

b) Neither party shall be liable to the other party for loss or damage sustained by such other party arising from any event referred to in Clause (a) above or delays arising from such event;

c) The term "Force Majeure" as employed herein, shall mean "Act of God, Land Slides, Earth Quakes, Storms, Floods and any other similar event not within the control of either party, and which, by the exercise of due diligence, neither party is able to overcome."

5.13 SECURITY DEPOSIT

All compensations or other sums of money due from the Operator under the terms of this contract shall be deducted from, his security deposit. In the event of

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his Security Deposit being reduced by reason of any such deductions , the Operator shall within 10 days make good in cash or by Bank Guarantee endorsed in favour of Financial Adviser and Chairman, Chennai Port Trust any sum or sums which may have been deducted from his Security Deposit.

5.14 DISPUTE BETWEEN THE OPERATOR, CHENNAI PORT AND KAMARAJAR PORTS

In case of any dispute between Chennai Port Trust, Kamarajar port and the Operator all reasonable efforts shall be made for an amicable settlement in the first instance. Unresolved dispute between the Operator and Chennai Port Trust or Kamarajar port shall be referred to sole arbitrator to be appointed by respective Port. The arbitration shall be conducted in accordance with the provisions of the Indian Arbitration and Conciliation Act, 1996 (26 of 1996) or any statutory modification or re-enactment thereof and the rules made there under and for the time being in force shall apply to the arbitration proceedings. The venue of the arbitration shall be such place as may be fixed by the Arbitrator in a sole discretion. Fees, if any, payable to the Arbitrator shall be paid equally by both the parties. The Arbitrator shall give reasons for the award and the decision of the sole arbitrator shall be final and binding on both the parties.

5.15 LAW GOVERNING THE CONTRACT

This Contract, its meaning and interpretation and the relation between the Parties shall be governed by the Applicable Law.

SIGNATURE OF TENDERER

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6. CONDITIONS PRECEDENT

6.1. Conditions Precedent The Award of the Project shall be subject to the satisfaction of the following

conditions precedent (the “Conditions Precedent”): a) The following Conditions Precedent shall be satisfied by the Successful

Bidder / Developer: (i) Submission of the Security deposit stipulated in Clause 2.11 of this tender. (ii) Execution of the Concession Deed for the allotment of land, as per the format

given at Annexure –XI; (iii) Furnishing of copies (certified as true copies by a director of the Developer) of

the constituent documents of the Developer; (iv) Furnishing of all resolutions adopted by the Board of Directors of the Developer

(certified as true copies by a director of the Developer) authorizing the execution, delivery and performance by the Developer of each of the Transaction Documents (means collectively the Project Contracts and the Financing Documents);

(v) Furnishing a copy of the Management Contract, if applicable; (vi) Furnishing a certificate from its principal officer/director on the shareholding

pattern of the Developer; (vii) Furnishing its Financing Plan and Financing Documents for the Project and

demonstrating Financial Close. Provided, Financial Close shall be deemed to be achieved if the only conditions pending for achieving Financial Close are those which are required to be fulfilled by the ChPT under Clause 1 (b) of this section hereunder;

(viii) Procuring and furnishing the following confirmations, in original, from the

Bidder/Developer/members of Consortium: (a). it/they shall at all times comply with the provisions of sub clause 4.6.1 in respect

of their shareholding in the Developer; (b). it/they has/have the financial standing and resources to fund / raise finances for

undertaking and implementing the Project in accordance with this Bid Document; (c). the Developer is/each of the member of the Consortium is duly organized and

validly existing under the laws of the jurisdiction of its incorporation, and has requested the ChPT to enter into this Agreement with the Developer and has agreed to and unconditionally accepted the terms and conditions set forth in this Agreement;

(ix) Furnishing to the ChPT a legal opinion from the legal counsel of the Developer

with respect to the authority of the Developer to enter into this Agreement and the enforceability hereof; and

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(x) Obtaining Applicable Permits as may be required for commencement of

Construction Works as set out elsewhere in this Bid Document. b) The following Conditions Precedent shall be satisfied by the ChPT:

i) Procurement of Environment clearance if required for the project. ii) handing over physical possession of the following Ports’ Assets, subject

to furnishing of Security deposit, and execution of Concession Deed, tripartite Agreement as stipulated in Sub Clauses 6.1 (a) (i) and 1 (a) (ii)

(a) About 3800 sq.m of land will be allotted each near CITPL and CCTPL in Chennai

Port and 5000 sq.m in Kamarajar Port Limited. (b) The above areas will be allotted for the period of 10 years with license fee. The

license fee is applicable based on Schedule of Rates prescribed by the concerned Ports. They shall be permitted to use the area exclusively for parking of Trailers, containers etc., as required for the operation for the barge service.

6.2 The aforesaid Conditions Precedent except those under Sub clause 6. 1 (a) (i) &

(ii) shall be complied with, within 120 (One hundred and twenty) days of the date of the Agreement. The Conditions Precedent under Sub clause 6.1 (a) (i) of is to be complied with, within 28 Days of receipt of LoA of ChPT and Clause 6.1 (a) (ii) shall be complied within 1 month of receipt of LoA of ChPT as specified in the relevant clauses. Each Party shall promptly inform the other Party in writing when the Conditions Precedent for which it is responsible have been satisfied.

6.3 Any of the Conditions Precedent set forth in Clause 6.1 (a) of this section may be

waived fully or partially by the ChPT at any time in its sole discretion or the ChPT may grant additional time for compliance with these conditions and the Developer shall be bound to ensure compliance within such additional time as may be specified by the ChPT. Any of the Conditions Precedent set forth in Clause 6.1 (b) of this section may be waived fully or partially by the Developer at any time in its sole discretion.

6.4 If the Developer has fulfilled all the Conditions Precedent under Clause 6.1(a) of

this section including the furnishing of the Bank Guarantee and has not waived or extended the time under Clause 6.3 above, and if the ChPT has failed to fulfil the Conditions Precedent to be fulfilled by it under Clause 6.1(b) of this section (and which are within the power of the ChPT), the ChPT shall be liable to pay liquidated damages in a sum calculated at the rate of 0.1% (zero point one percent) of the Performance Guarantee for each day’s delay until fulfilment of the Conditions Precedent subject to a maximum of 5% (five percent) of the figure mentioned in the Performance Guarantee furnished by the Developer. In such event, having regard to the quantum of damages, the time for the performance shall be deemed to have been extended by the number of days for which the liquidated damages is paid and if, after the extended period, the ChPT is still not in a position to comply with the Conditions Precedent, then the agreement shall be liable to be terminated as provided for in Clause 6.6 of this section below;

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6.5 If the ChPT has fulfilled all the Conditions Precedent under Clause 6.1(b) of this section and has not waived or extended the time under Clause 3 of this section above, and if the Developer has failed to fulfil the Conditions Precedent to be fulfilled by it under Clause 6.1(a) of this section (and which are within the power of the Developer), the Developer shall be liable to pay liquidated damages in a sum calculated at the rate of 0.1% (zero point one percent) of the Performance Guarantee for each day’s delay until fulfilments of the Conditions Precedent subject to a maximum of 5% (five percent) of the figure mentioned in the Performance Guarantee furnished by the Developer. In such event, having regard to the quantum of damages, the time for the performance shall be deemed to have been extended by the number of days for which the liquidated damages is paid and if, after the extended period the Developer is still not in a position to comply with the Conditions Precedent, then the agreement shall be liable to be terminated as provided for in Clause 6.6 of this section;

6.6 In the event that the Conditions Precedents are not complied with within the time

(including the extended time, if any) in terms of the aforesaid Clause 6.2 to 6.5 of this section, this Agreement shall be liable to be terminated. If such termination is on account of failure of the Developer to comply with the Conditions Precedent, the Security deposit shall stand forfeited. If such termination is on account of failure of the ChPT, the ChPT shall be obliged to return the Security deposit. It is clarified that except for the payment as stipulated in the foregoing Clauses 6.4 and 6.5 of this section, forfeiture in this Clause 6.6 of this section, each Party hereto shall have no claims against the other for costs, damages, compensation or otherwise.

SIGNATURE OF BIDDER

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7. SERVICE SPECIFICATION AND OPERATIONAL REQUIREMENTS AT CHENNAI PORT & KAMARAJAR PORT

(As per their Jurisdiction)

7.1 GENERAL 7.1.1 This section provides additional service delivery specification for the core

requirements for this service. 7.1.2 The Operator will be required to provide an advertised scheduled service. 7.1.3 Service Requirement 1. The bidder shall have container transfer capacity of minimum 100

TEUs per day between two Terminals.

2. A minimum of 3 Seaworthy barges each of minimum capacity of 24

containers to be developed deployed by the Developer

3. Operational Ramp structure of 20m width and 10m length has to be

built in the south of CCTPL, near quay wall located north of CITPL and

KPL with required Slope to match deck top level and barge for handling

Ro / Ro container. Necessary modifications for Quay wall/ berth in

Chennai / KPL shall be carried over by the developer.

4. Obtain and maintain all requisite regulatory approvals / permissions /

licenses / permits / consent by the developer

5. The concessioner will provide necessary tug assistance for berthing

vessels.

6. The period of operation must be 24 x 365 days of each year. 7.2. TIMETABLE 7.2.1 Operator must include detailed timetables as part of their operational plan.

Chennai Port Trust is not specifying the precise timing, so long as the timetables meet the required transfer capacity.

7.2.2 Operator must identify timetables which maximise the opportunities for use of the

service, and minimises the waiting time involved. Operator may consult with user representatives about the timings which maximise the potential use of the service and the economic impact.

7.2.3. Chennai Port Trust seeks to encourage integrated transport links where possible.

Operator is encouraged to contact providers of connecting transport services in considering the most effective timetabling.

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7.2.4 Operator is also encouraged to respond to any specific extra demands generated by special occasion/events, by including extra services where practicable in consultation with users.

7.2.5 The final agreed timetable shall be included in the Contract. 7.2.6 The contract envisages commencing the service from the target date indicated

by Chennai Port Trust. Failure/delay in commencement of service will attract penalty of Rs.5000/- per day.

7.3 FARES 7.3.1 The Operator will be responsible for setting the fare structure and the level of

fares, subject to tender provisions. 7.3.2 The Chennai Port Trust & Kamarajar Port Limited expects that the fares set will

maximise the possible usage of the vessel and channel. 7.3.3 It will be for the Operator to decide whether they make Concessionary fares

offers for various services, e.g. to empty containers, volume discounts without prejudice to the amount due to the Chennai Port Trust & Kamarajar Port Limited..

7.3.4 The Operator will be required to issue a transaction receipt for every carriage of

service undertaken to the Traffic department of ChPT 7.4 HAZARDOUS GOODS 7.4.1 The Operators must ensure that carriage of dangerous goods complies with all

relevant legislation, including the IMDG Code and the Merchant Shipping Dangerous Goods and Marine Pollutants Regulations. Tenderers will be required to give details in their technical submissions of how the requirements of all the applicable regulations would be met.

7.5 SERVICE VESSELS AND SAFETY 7.5.1 The Operator will be fully responsible for the vessel to be used on the route and

related risks involved. 7.5.2 The vessel to be used must be capable of entering and leaving the existing

facilities at the terminals and manoeuvring on and off and working at the jetties without assistance in all operational conditions.

7.5.3 Tenderer must however confirm that the vessels to be used in providing the

designated service will be registered under the flag of India with due permission from D.G Shipping of India, if registered under a different flag.

7.5.4 Vessel proposed should ensure a reasonably fast and safe crossing taking into

account the likely weather conditions all year round.

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7.5.5 It is for the Operator to decide from where any vessel is procured subject to presenting valid charter documents for the minimum period of 5 years in the event of a charter.

7.5.6 It is emphasised that it is the Operator's responsibility to ensure that the vessel(s)

to be used, and all matters concerning the operation of any such vessel, complies with all relevant Indian regulations.

7.6 BOOKING AND TICKETING 7.6.1 The Operator is responsible for the arrangements for the issue of tickets and the

arrangements they will put in place for issue of tickets shall be submitted along with offer.

7.7 CONSULTATION WITH USERS 7.7.1 Tenderer should consult user groups prior to submitting their technical

submission, in order that their proposals reflect user requirements. 7.8 MARKETING 7.8.1 Marketing is a crucial part of realising the full potential of the service. It can help

to maximise use of the route and thereby contribute to the economic impact of the service. The Operator will be responsible for marketing the service. Chennai Port Trust & Kamarajar Port Limited expects the marketing plan to be fully co-ordinated with the local and national agencies with an interest in promoting the route.

SIGNATURE OF TENDERER

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8. SERVICE STANDARDS AND PERFORMANCE AT CHPT & KPL

8.1 PURPOSE 8.1.1 The service standards and performance level will focus on reliability and

punctuality of the service. The standards set are designed to encourage operational efficiency.

8.1.2 The Operator shall use his best endeavours to ensure that the schedule is met.

The service standards, however, will remain subject to the Operator's responsibility for the operational safety of the vessel, crew and cargo, which will remain paramount at all times.

8.2 PERFORMANCE LEVEL 8.2.1 The proposed performance level is summarised in Annexure - IX. There will be a

penalty in the event that the targets identified are not met. 8.3 MONITORING OF OPERATIONS 8.3.1 Chennai Port Trust & Kamarajar Port Limited will monitor the Operator's

performance against the requirements of the specification and the Operator's other obligations under the contract. Chennai Port Trust & Kamarajar Port Limited will conduct appropriate audits it feels are required. The Operator shall co-operate in these arrangements and provide accurate auditable information to Chennai Port Trust & Kamarajar Port Limited.

SIGNATURE OF TENDERER

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Rate not to be Quoted here

9. SCHEDULE OF RATES Name of Work: “Development of marine highway along east coast connecting

Chennai and Kamarajar Port for a lease period of 10 years” The Operator shall quote the value of ‘X’ ** in the price bid, the charges to be collected from the users for Roll on, Roll off and transporting the 20’ Empty containers in barge from Chennai port to Kamarajar Port or vice versa. The financial evaluation will be based on the said quote. Operator is entitled to charge for other versions of the carriage an amount not exceeding the multiple indicated against each mode.

Rate Quoted for X (Rs.) **

In Figures In Words

** Amount ‘X’ quoted shall be exclusive of charges mentioned in Tripartite Agreement.

SIGNATURE OF TENDERER

‘A’ ‘B’ Container

+ Vehicle Chasis alone

20’ Empty 3X 2.5X 40’ Empty 5X 4.5X 20’ Loaded 3X 40’ Loaded 5X

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Annexure – I

PROFORMA OF BANK GUARANTEE FOR SECURITY DEPOSIT

(On stamp paper of value Rs.100/-)

1. In consideration of the Board of Trustees of the Chennai Port Trust (hereinafter called the “Chennai Port Trust”) having agreed to exempt ………………………………………………….(hereinafter called “The Said Operator(s)” from the demand, under the terms and condition of an Agreement between Board of Trustees of Chennai Port Trust and ………………………….for the “Development of marine highway along east coast connecting Chennai and Kamarajar Port for a lease period of 10 years” as per work order No………………… dated …………….(hereinafter called “the said agreement”) of Security Deposit for the due fulfillment by the said Operator(s) of the terms and conditions contained in the said agreement, on production of a Bank Guarantee for Rs.28,00,000/-(Rupees twenty Eight lakh only). We_________________________________(Name of Bank) (hereinafter referred to as “the Bank) at the request of ……………………..[Operator(s)] do hereby undertake to pay to the Chennai Port Trust an amount not exceeding Rs.28,00,000/- (Rupees twenty Eight lakhs only) on demand.

2. We, ____________________________________Bank Ltd., do hereby undertake to pay Rs.28,00,000/- (Rupees twenty Eight lakhs only) the amounts due and payable under this guarantee without any demur, merely on a demand from the ChennaiPort Trust stating that the amount claimed is required to meet the recoveries due or likely to be due from the said Operator(s). Any such demand made on the Bank shall be conclusive as regards the amount due and payable by the Bank under this guarantee. However, our liability under this guarantee shall be restricted to an amount not exceeding Rs.28,00,000/- (Rupees twenty Eight lakh only)

3. We, ____________________________________Bank Ltd., do hereby undertake to pay to the ChennaiPort Trust any money so demanded notwithstanding any dispute or disputes raised by the Operator(s) in any suit or proceeding pending before any court or Tribunal relating thereto, our liability under this present being absolute and unequivocal. The payment so made by us under this bond shall be a valid discharge of our liability for payment there under and the Operator(s) shall have no claim against us for making such payment.

4. We, _____________________________Bank Ltd., further agree that the guarantee herein contained shall remain in full force and effect during the period that would be taken for the performance of the said Agreement and that it shall continue to be enforceable till all the dues of the Chennai Port Trust under or by virtue of the said Agreement have been fully paid and its claim satisfied or discharged or till Engineer-in-charge on behalf of the Chennai Port Trust certifies that the terms and conditions of the said Agreement have been fully and properly carried out by the said Operator(s) and accordingly discharges this guarantee.

5. We, _____________________________Bank Ltd., further agrees with the Chennai Port Trust that the Chennai Port Trust shall have the fullest liberty without our consent and without affecting in any manner our obligations hereunder to vary

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any of the terms and conditions of the said Agreement or to extend time of performance by the said Operator(s) from time to time or to postpone for any time or from time to time any of the powers exercisable by the Chennai Port Trust against the said Operator(s) and to forebear or enforce any of the terms and conditions relating to the said Agreement and we shall not be relieved from ours liability by reason of any such variation, or extension being granted to the said Operator(s) or by any such matter or things whatsoever which under the law relating to sureties would but for this provision, have effect of so relieving us.

6. This guarantee will not be discharged due to the change in the constitution of the Bank or the Operator(s).

7. We, _________________________Bank Ltd., lastly undertake not to revoke this guarantee except with the previous consent of the Chennai Port Trust in writing.

8. This guarantee shall be valid upto _________________________unless extended on demand by Chennai Port Trust. Notwithstanding anything mentioned above, our liability against this guarantee is restricted to Rs___________________________. (Rupees_______________________________only) and unless a claim in writing is lodged with us within six months of the date of expiry of or the extended date of expiry of this guarantee all our liabilities under this guarantee shall stand discharged.

Dated the _ day of __________________________ 2014.

For___________________________Bank Ltd.

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Annexure – II

PROFORMA OF POWER- OF-ATTORNEY / LETTER OF AUTHORITY

To

The Dy. Chief Engineer,

Chennai Port Trust,

Chennai 682009.

India.

Dear Sir,

We______________________________________________________________________

_________________________________________________________________do hereby

confirm that Mr./Ms./Messrs____________________________(Name and Address) is /are authorized to represent us to bid, negotiate and conclude the agreement on our behalf with you against Tender No. __________________

We confirm that we shall be bound by all and whatsoever our said agents shall commit.

Yours faithfully,

Signature :

Name & Designation :

For & on behalf of :

Signature, name and seal of the certifying authority

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Annexure – III

FORMAT OF JOINT VENTURE AGREEMENT (On stamp paper of value Rs.50/-)

This Joint venture Agreement is made and entered into on this ……..day of

……2014 by and between M/s ………………..and M/s ………….and M/s ………….,

primarily for Development of Marine Highway along East Coast connecting

Chennai and Kamarajar Port for a lease period of 10 years” Hereinafter individually

referred to as the parties and collectively as the ‘Joint venture’ (JV).

NOW THESE PRESENTS WITNESS:

1. Formation of Joint Venture

1.1 M/s (……Name of the firm to be filled in………) is engaged in (……Details of operation of service undertaken by the party….…..)

1.2 M/s (……Name of the firm to be filled in………) is engaged in (……Details of

operation of service undertaken by the party….…..) 1.3 M/s (……Name of the firm to be filled in………) is engaged in (……Details of

operation of service undertaken by the party….…..) 1.4 Chennai Port Trust intends to implement a project known as ‘Development of

Marine Highway along East Coast connecting Chennai port and kamarajar port for a lease of 10 years’ and notice inviting tenders is issued by the Dy. Chief Engineer, Chennai Port Trust, Chennai– 600 001

1.5 The parties have been exploring together the ways and means of collaboration

for the purpose of an offer to be made for the said project of Chennai Port Trust and have mutually agreed to enter into a Joint Venture agreement to submit a common bid for the project and to carry out the operation of the service in the event of award of the contract, in association with each other and (……Name of Partner to be filled in………) shall be the Lead Partner and (……Name of Partners to be filled in………) shall be the other partners.

NOW THEREFORE IT HAS BEEN AGREED TO BETWEEN THE PARTIES AS

FOLLOWS

1.6 The Joint Venture will be known as (……Name of JV to be filled in………) and shall consist of (……Name of the firm to be filled in………) and (……Name of the firm to be filled in………) and (……Name of the firm to be filled in………), parties to the present agreement.

1.7 The recitals are true and correct and form an integral part of this agreement and are representations of the parties to which they relate and have been relied upon by the parties to enter into the present agreement.

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1.8 Notwithstanding the date of signature of this agreement, its effective date will be

the date of submission of tender.

1.9 All costs incurred by the parties before the date of award of contract will be borne by the parties concerned. All costs in implementation of this Joint Venture agreement after award of the contract till the expiry of this agreement will be borne by the parties as hereinafter provided.

1.10 The Joint Venture will be dissolved and this agreement will cease to have effect

on completion of the operation of service and fulfilment of all other conditions under the contract, after adjusting any amount due to Chennai Port Trust and on settlement of accounts between the parties as hereinafter provided.

1.11 The contract, if awarded by Chennai Port Trust, work order shall be issued in the

name of (……Name of JV to be filled in………) and the contract shall be signed by all the parties.

1.12 The parties shall be jointly and severally liable and responsible to Chennai Port

Trust for the due performance of the different components required for achieving the scope of work defined in the contract.

1.13 The parties hereto shall be at liberty to enter into liaison work/correspondence

with statutory and local authorities/ Chennai Port Trust as the circumstances warrant individually or collectively.

1.14 All the partners of the Joint Venture shall be liable jointly and severally during the

tendering process and for the execution of contract in accordance with the contract terms.

1.15 It is hereby agreed and undertaken that, all the parties are jointly and severally

liable to the “Board” of Chennai Port Trust for the due performance of the contract.

1.16 The Lead Partner is authorized to act on behalf of the Joint Venture.

1.17 The Lead Partner is authorized to incur liabilities and receive instructions for and

on behalf of all the partners of the Joint Venture and the entire execution of the contract will be carried out exclusively through the Lead Partner.

1.18 The payments due to Chennai Port Trust under the contract will be made by the

Lead partner on behalf of the Joint Venture. 1.19 In the event of default of Lead Partner, it shall be construed as default of the

tenderer/Operator and Chennai Port Trust shall be entitled to take action under the relevant clause(s) of the Department Tender Document.

1.20 Notwithstanding the demarcation or allotment of work between JV partners, JV

shall be liable for non-performance of the whole contract irrespective of their demarcation or share of work.

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The parties hereto have mutually agreed to the terms and conditions set forth herein above and have assured each other to duly perform the reciprocal promises and obligations on either side for effective implementation of the Joint Venture for proper and due operation of the service envisaged, in the event of award of contract to the Joint Venture and have affixed their signature in this indenture on this the ……day of …… 2014. Signature Signature Name Name Designation seal Designation seal

& & Common seal of the firm Common seal of the firm

Signature Name

Designation seal &

Common seal of the firm Witness 1 Witness 2

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Annexure -IV

PROFORMA OF POWER- OF-ATTORNEY (On stamp paper worth Rs.50/-)

By this Power- of-Attorney executed on this ….day of …..(month) of 2014,

(……Name and address of the first partner to be filled in………) hereby authorize

Mr./Ms. (……Name and Address of the person to be filled in………) ) for signing the

Joint Venture Agreement to be entered with (……Name of the second partner and third

partner to be filled in………) and to bid, negotiate and conclude the contract for the work

of “Development of Marine Highway along East Coast connecting Chennai and

Kamarajar Port for a lease period of 10 years” (Tender No………..) on behalf of

(……Name of the first partner to be filled in………).

Specimen Signature

Attested Signature :

Name & Designation seal :

Common seal of the firm :

Signature, name and seal of the certifying authority/Notary Public

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Annexure –V

PROFORMA OF POWER- OF-ATTORNEY (On stamp paper worth Rs.50/-)

By this Power- of-Attorney executed on this ….day of …..(month) of 2014, we,

(……Name of the authorized signatory of first partner to be filled in………) and

(……Name of the authorized signatory of Firm No.2 and Firm No.3 to be filled in

………) hereby jointly authorize and agree the Lead Partner, M/s (……Name of the

lead partner to be filled in………), to act on behalf of the Joint Venture and to incur

liabilities and to receive instructions for and on behalf of all the partners of the JV and to

carry out the entire execution of the Contract for the work of “Development of marine

highway along east coast connecting Chennai and Kamarajar Port for a lease

period of 10 years” (Tender No………..).

Signature Signature

Name Name

Designation seal Designation seal

& &

Common seal of the firm Common seal of the firm

Signature Name

Designation seal &

Common seal of the firm

Signature, name and seal of the certifying authority/Notary Public

51

Annexure – VI

PROFORMA OF UNDERTAKING

We, (……Name and address of the first partner to be filled in………) and (……Name

and address of the second partner to be filled in………) and (……Name and address of

the third partner to be filled in………) the partners of the Joint Venture (……Name of JV

to be filled in………) hereby undertake that we are jointly and severally liable to the

Board of Trustees of ChennaiPort Trust for the performance of the contract for the work

of “Development of Marine Highway along East Coast connecting Chennai and

Kamarajar Port for a lease period of 10 years” (Tender No………).

Signature Signature

Name Name

Designation seal Designation seal

& &

Common seal of the firm Common seal of the firm

Signature Name

Designation seal &

Common seal of the firm

Signature, name and seal of the certifying authority/Notary Public

52

Annexure VII

FORMAT OF FINANCIAL CAPABILITY CERTIFICATE

Certified that to the best of our knowledge and information

………………………….., a customer of our bank is respectable and can be treated as

capable and has sufficient resources for furnishing security deposit, and financing the

mobilization of the required vessels and equipment and its operations and management

of the services amounting to Rs………………….

(Rs…………………………………………).

It is clarified that this certificate is issued without any guarantee or responsibility on

the bank or any of the officers.

Manager ………………………. Bank

Note: This certificate may be issued on the letter head of the bank and addressed to

Chennai Port Trust.

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Annexure - VIII

TENDER DOCUMENTATION - REQUIRED The tender must be accompanied with the Supporting Material as follows. 1. Management Structure

The management structure which would be put in place by the tenderer, if successful in winning the Contract showing job description for all key staff.

2. The names , qualification and experience of the persons responsible for this route, with reference to:

• Operational Safety.

• Quality.

• Technical management of the vessel.

• Personnel management.

• Marketing, booking and services.

3. Details of the tenderer’s Safety Record

Details must be provided of the tenderer’s safety record over the past three years. Details of accidents if any to passengers and crew should be included, and particulars of all serious vessel incidents such as grounding, collision, fire, or loss .

4. Proposed Schedule

Tenderers must provide details of their proposed schedule for the service.

5. Insurance

• Tenderers must provide details of proposed insurance arrangements against third party liability and carriers legal liability.

• Tenderers should provide full details of the existing insurance policies for the vessel to be used.

6. Quality Plan. A Quality Plan must be provided, containing:

• Details of the tenderer’s current operational accreditation, such as ISO 9001with a copy of the certificate.

SIGNATURE OF THE TENDERER

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Annexure – IX PERFORMANCE STANDARDS

This Annexure summarises the arrangements proposed for monitoring the performance standards. The system will be transparent and simple to apply using the record and log method. The Operator should record as follows the sailing and arrival time of each transit in the log book as follows: i. Sailing time-Time of letting go the last rope; ii. Arrival time – Time at which the vessel is secured alongside the berth. The performance monitoring will be based on log sheets to be maintained by the Operator. Chennai Port Trust will require copies of Operators' log records to be made available at the end of each week. Reliability: Reliability deals with a service running on the route as scheduled. In estimating lateness, the Chennai Port Trust will use the published timetable as the basis. 'Significantly late' is defined as being delayed for more than 30 minutes after the scheduled departure time. If the sailing is cancelled, or becomes significantly late that it is in effect cancelled, the service is deemed as not provided. Penalty: Penalty will be calculated & imposed on the basis of total intra day deficit in the schedules of barges operated. The number of sailings cancelled or significantly late that it is in effect cancelled is reckoned for imposition of penalty. The penalty will be applicable when the number of sailings cancelled is above 10% of the number of sailings for the day. The penalty will be calculated @ Rs 1000/ per sailing cancelled. The penalty will not be applicable in the first year of operations. In addition if the service is not available for 3 consecutive days, Chennai Port Trust may implement alternative measures to provide the service. Chennai Port Trust will seek reimbursement from the Operator for additional costs involved, in such an event. The log statements of operation of the cranes at Bolghatty and W/Island will also be recorded in separate log books. The time duration between the berthing of the barge and pick up by the crane will also be monitored for promptness. An undue delay will be treated as failure in meeting performance standards and will be penalized to the extent of 10% of service charges for every 20 minutes of delay. There will be no penalties for delay/ cancellation in the following events.

• Adverse weather conditions as declared by the Dy. Conservator of Chennai Port Trust & CM(MS) of Kamarajar Port.

• Vessel, crew or cargo safety (at the discretion of the vessel's master)

Any claim for exemption from penalty will require a written request giving details of the full circumstances for the delay or cancellation. The final decision will be taken by Chennai Port Trust on the application for exemption from penalty

SIGNATURE OF THE TENDERER

55

Annexure X

Memorandum of Understanding (MOU) between Chennai Port Trust, Kamarajar Port Limited and the Operator

Terms of Reference

Purpose and Scope

The purpose of this Memoranda of Understanding (MOU) is to clearly/identify the roles and responsibilities of Chennai Port, Kamarajar Port and the Operator/Contractor in the development, operation and management of the marine highway for handling trucks carrying containers on Roll on/Roll off barges between Chennai Port and Kamarajar Port. The Operator/Contractor will bear the Civil costs incurred for the development of ramp facilities at two locations in Chennai port and one in Kamarajar Port for facilitating safe and easy movement of container loaded trucks between the berths and the barges. During the tenor of the contract, the Operator will provide adequate number of Ro- Ro barges so as to facilitate container movement between Chennai Port and Kamarajar Port and to other destinations, if required. The operator will be allowed to collect the “User fee” on the Marine Highway facility which should maintain parity between the distance covered and across the users.

Rights of Operator

ChPT and KPL hereby grant the following rights to the operator:

1 The operator shall have control over the project site and have the right to develop and use the same during the agreement period. The facilities developed shall be operated and maintained by operator in compliance with relevant national legislations, codes and standards as applicable to the nature of the business.

2 The operator has the rights to develop, operate and manage the Marine Highway either on its own or through other parties and/or subcontractors.

3 The operator has the rights to hold, occupy access, enter upon, use the project site for the purpose of development, operation and management of the Marine Highway

4 Determine, demand, charge, collect, retain and periodically revise the charges from the users and authorise any person as agent to collect charges, as approved by ChPT and KPL.

5 The operator can carry out other activities which will enhance the safety and efficiency of the operation and management of marine highway with the consent from ChPT and KPL.

6 With the prior permission of ChPT / KPL, the operator can deny the entry of any container loaded trucks provided such consignment will adversely affects the safety of other consignments.

7 The Operator may hold the possession of any container in the event of non payment of User fee.

8 Halting the Marine highway operation due to warning issued on account of bad weather, strike / labour unrest etc

ChPT’s - Responsibilities under This MOU

Chennai Port shall undertake the following activities to the satisfaction of KPL and the private operator:

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1 Providing the water front of length 350 m and back up area of 3800 m2 located to the North of the CITPL terminal to the private operator for the development of ramp facilities and the parking yard.

2 Handover the 245 m water front available to the South of CCTL terminal and 3800 sqm the backup area to the private operator.

3 Support the operator in resolving any problems with regard to usage of the Marine Highway facility or any permission required for Chennai Port, in continuing the operation of trucks carrying containers through barges.

4 Collect land lease rent for the space utilised for the operations of Marine highway within Chennai Port limits.

5 Assist the operator in obtaining all requisite regulatory approvals, license or permissions, relating to construction of ramps and development of other infrastructure facilities at the Chennai port.

6 Cooperate with the operator in obtaining all requisite regulatory approvals/permissions/licenses/permits consents to start or carry on the operations of the barges between Chennai and Kamarajar Port.

7 Water supply and electricity will be provided by Chennai port at cost as prevailing SoR .

8 Permitting the Operator in storing / handling of fuel necessitated for the barge operations within th premises allotted to the tenderer.

9 Assisting the operator in resolving any issues related to the collection of User fee.

KPL’s Responsibilities under This MOU

KPL shall undertake the following activities to the satisfaction of ChPT and the private operator:

1 KPL shall allow the operator to develop ramp facilities at the existing general cargo berth for handling of Ro/Ro barges

2 Any future developments planned by KPL at Kamarajar Port shall be planned in such a way that it will not affect operations of Ro/Ro barges at Kamarajar Port.

3 Making arrangements to collect the berth hire charges, land lease rent and the royalty for the containers received at Kamarajar Port from ChPT.

4 Assist operator to remove any kind of hindrance, with regard to usage of the said facility or any permission required for Kamarajar Port, in continuing the operation of containers through barges.

5 Assist the operator in obtaining all requisite regulatory approvals, license or permissions, relating to construction of ramps and development of other infrastructure facilities at the Kamarajar port.

6 Provide water supply and electricity connections at Kamarajar port.

7 Permitting the Operator in storing / handling of fuel necessitated for the barge operations.

8 Assisting the operator in resolving any issues related to the collection of User fee.

9 provide a separate road to the GCB berth for container truck movement.

10 KPL will not be party to any disputes whatsoever arises between operator and third party

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Operator’s - Responsibilities under This MOU

The following shall be the rights, obligations and responsibilities of the operator, which they undertake to, perform and comply with, to the satisfaction of KPL and ChPT:

1 Operator shall construct the ramp facilities at Chennai and Kamarajar Port for handling Roll on/Roll off barges carrying containers.

2 The operator shall carry out the necessary modifications required at the quay wall located to the north of CITPL Terminal at Chennai port for the construction of ramp.

3 The operator shall carry out the necessary modifications required at the general cargo berth at Kamarajar Port for the construction of ramp.

4 The operator shall carry out the necessary dredging operations required at Chennai Port for the safe manoeuvrability of barges.

5 The operator shall arrange for the required number of barges to comply with the container traffic projected for marine highway through lease/own arrangement.

6 The maintenance of the barge berths shall be carried out by operator.

7 The operator shall accept and agree to make the following payments to ChPT. The charges mentioned below have been calculated as per the existing Scales of Rates (SOR) and is subjected to variation if the SOR are revised.

a. Land lease rent at Chennai Port - Rs 24.38/sq m/month or part thereof

b. Waterfront charges to Chennai Port - 50% of land lease rent

c. Land lease rent at Kamarajar Port - Rs 24.38/sq m/ month of part thereof

d. Royalty to KPL (on receiving containers) - Rs 115 / container

e. Berth hire charges at Kamarajar - Rs 0.27/GRT/Hour

8 The capital cost incurred in obtaining water supply & electricity connections and the development of infrastructures facilities for these connections shall be borne by the operator. Also the operational and maintenance expenses of water and electricity shall be borne by the operator.

9 The operator shall obtain and maintain all requisite regulatory approvals/permissions/licenses/permits/consents at its own cost required for operation and management of the said marine highway.

10 Operator shall keep the proper record of activities carried in the said facility.

11 It is responsibility of the operator to ensure that the service is operated in safe manner. There are no circumstances under which the operational safety should be compromised in furtherance of commercial interest.

12 The operator shall be responsible for all the aspects of the barge operation, including the upkeep, manning, operation, loading, unloading and replacement of any barge if required. It is the responsibility of the operator, to satisfy themselves that the vessel proposed is compatible with the existing terminal and jetty facilities and has to be usable in all conditions throughout the year. All the operational charges related to barges shall be borne by the operator.

13 The operator shall be solely responsible for any damage or injury to the persons or things caused or suffered during the operation of the service and these shall be compensated at his risk & cost.

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14 The operator shall take all care and precautionary measures for avoiding any kind of damage/accident during the operation of the service on any account. The operator claim any compensation for any damage/accidents occurred due to negligence from his part, during the operation of the service.

15 The service shall be operated by the operator without causing any damage to Port’s/ any other structures. Any damage caused by the operator’s operation shall be compensated/ made good at operator’s risk and cost to the satisfaction of the Engineer-in-Charge of the said works.

16 The service shall be operated by the operator without causing any hindrance to the ship and other water craft operating in the area. No damage shall be caused to the structures in the area, water crafts operating in the area or otherwise by the operator’s operations. Any damage or accident caused by the operator’s operations shall be compensated / made good at the operator’s risk and cost.

17 The operator shall observe the conservancy rules relating to the Port and shall always take necessary steps to keep the Port water free of noxious or unhygienic matter due to the service. Under no circumstances, inflammable materials shall be allowed to spill into Port waters.

18 The operator shall ensure that no labourers with criminal background are engaged for the work. The operator shall ensure that all employees have proven identity.

19 It is a key part of the requirement that the operator complies with all relevant national legislation, Conventions, Directives, as well as Industry Codes and Standards

20 Operator shall ensure that no undue delay is caused due to any container laden vehicles opting for Ro-Ro service.

21 Selected operator will make sure that the existing operations at GCB berth are not disturbed

22 Operator to carry out dredging, maintenance of depth and laying up of marker buoy if required for safe navigation of barges and tugs as per KPL’s requirement.

23 No obstructions to transit towers, physical or otherwise, which will affect the safe navigation of shipping movements to be installed by the operator.

24 All cargo accounting to be done by the operator and same submitted to KPL with supporting for accounting.

25 Operator shall provide highly manoeuvred and classed by IRS or any other classification societies barge with both thrusters should be used with proper manning as per MMD.

Signatories: Chief Engineer Director (MS) Chief Executive Officer Chennai Port Trust Kamarajar Port Limited Operator

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FORMAT OF CONCESSION DEED THIS CONCESSION DEED, made on the ......................day of ....................Two Thousand and .................between: THE BOARD OF TRUSTEES OF THE PORT OF CHENNAI, a body corporate under the Major Port Trust’s Act, 1963, having its office in Chennai, at No.1, Rajaji Salai, Chennai – 600001,represented by Chairman, Chennai Port Trust, (hereinafter called “the Concessioning Authority”, which expression shall unless repugnant to the context or meaning thereof, include its successors in office and assigns) of the one part and M/s.…………………………………………………………………………………............................., a company registered under the Companies Act, 1956 and having its registered office at………………………………………….., represented by its .................................................., son of ……………, aged …… years residing at ………………….. (hereinafter called “the Concessionaire” which expression shall unless repugnant to the context or meaning thereof, include its successors and permitted assigns) of the other part, WHEREAS, By the Agreement dated ________________ entered into between the Concessioning Authority as Employer and the Concessionaire, as the Developer (hereinafter referred to as “the Project Agreement”), the Concessioning Authority has awarded to the Concessionaire the Project of ““Development of Marine Highway along East Coast connecting Chennai and Kamarajar Port for a lease period of 10 years” (hereinafter referred to as “the Project”) to the Concessionaire, in terms of the provisions set out thereunder. AND WHEREAS for the execution of the above project, the Concessionaire has to put up the required facilities in the land earmarked for the project (Project Site) at South of CCTPL & North of CITPL in ChPT and area in General cargo berth, KPL, and it has been agreed between the Concessioning Authority and the Concessionaire, that the Concessioning Authority shall grant to the Concessionaire the above Project Site, on concession basis. NOW THIS DEED WITNESSETH AS FOLLOWS:- a) The Concessionaire shall collect the charges from the users as quoted in the price bid towards loading and transporting the containers along with the trailers from ChPT to KPL visversa through barges. b) The Concessionaire will be offered an area of about 3800 Sqft of land each near CCTPL & CITPL and 5000 Sqm in KPL. c) The operator shall make the all the following payments to ChPT. The charges mentioned below have been calculated as per the existing Scales of Rates (SOR) and is subject to variation if the SOR of concerned ports are revised.

a. Land lease rent at Chennai Port - Rs 24.38/sq m/month or part thereof

b. Water front charges to ChPT - 50% of land lease charges

c. Land lease rent at Kamarajar Port - Rs 24.38/sq m/ month or part thereof

d. Royalty to KPL (on receiving containers) - Rs 115 / container

e. Berth hire charges at Kamarajar Port - Rs 0.27/GRT/Hour

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d) The bidder has to pay from the date of award of the project all Charges specified in It is the responsibility of the Operator to establish arrangements for remittance to Chennai Port Trust on weekly basis ie amount due from Monday to Sunday will be paid on following Tuesday. Delay in remittance of the charges will attract a penalty as per SOR of concerned Ports. e) The Concessionaire will have the option to surrender the Concession to the Concessioning Authority and request for termination of the contract by giving 6 months notice to the Concessioning Authority without any right to claim compensation from the Concessioning Authority. f) In the event of both pre mature surrender of Concession or expiring of the full Concession period, any infrastructural development / immovable assets in the Leased area shall become the property of the Concessioning Authority free of cost. However, the Concessionaire will be permitted to take away all the movable properties owned by him. g) The Concessioning Authority will provide Power and water subject to availability on payment of charges fixed by the Concessioning Authority which may be revised from time to time. In the event of the above utilities not being provided by the Concessioning Authority on the request of the Concessioning Authority, it will not be an event of default h) The Concessionaire shall, from time to time and at all times during the said term, pay and discharge all rates, taxes, charges, and assessments of every description now subsisting, excluding arrears if any accrued before the .............................. (viz., the date of commencement of the term of the concession), or which may at any time hereafter during the said term be imposed, charged or assessed upon the said premises hereby demised or the building to be erected thereon, whether it be payable by the Concessioning Authority or the Concessionaire. i) The Concessionaire shall be bound to pay interest @ SBI Advance Rate plus 2% (two percent) per Annum on all overdue payments from the date such payments become due at the rate as specified in the Scale of Rates for the time being in force and as revised from time to time, subject to minimum amount of Rs.100 (Rupees One Hundred Only) it being made clear that the liability for payment of interest shall not affect the other rights accruing to the Concessioning Authority on account of such defaults on the part of the Concessionaire. j) If the Concessionaire defaults in payment of the electricity & water charges, cargo and vessel related charges or any other dues to the Concessioning Authority and/or interest as provided hereinbefore, the Concessioning Authority shall be entitled to revoke this Deed and cancel the Concession forth with. The Concessionaire shall thereupon, forfeit all his/its rights there under and shall remain liable for any sum then due by the Concessionaire and also for any loss, which may be caused to the Concessioning Authority by reasons of such default. k) The Concessioning Authority also reserves the right to disconnect electricity & water connections and stop all port related services to the Concessionaire in the event of non-payment of any of the dues as stated above and the Concessionaire shall be solely responsible for any loss or damage arising out of this action of the Concessioning Authority. l) Notwithstanding the above, this Concession Deed shall stand terminated with the termination of the Project Agreement.

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� 2. a) All plans for the development of Leased Premises shall be got vetted by the Competent Authority of Civil Engineering Department of the Concessioning Authority, before the commencement of work. The plans shall also be got approved by the concerned statutory authority, wherever required, before the commencement of work. b) The Concessionaire shall not, at any time without previous consent in writing of the Concessioning Authority, erect or suffer to be erected on any part of the premises, any building/structures/facilities as approved of the Chief Engineer of the Concessioning Authority and existing at the time of transfer or make any alterations in the plan or elevation of the said building. The Concessioning Authority shall further see that the buildings put up are in reasonable conformity with the buildings already built on Chennai Port in elevation, style of construction and the materials used. The Concessionaire shall also obtain such other approvals / permissions as are statutorily required for the construction of such buildings. c) The Concessionaire shall use the said Leased Premises for construction of building(s)/structure(s)/facilities………….for the purpose for which, the Leased Premises has been Leased unless otherwise approved by the Concessioning Authority, and shall not make any unnecessary excavation or remove or appropriate any minerals, mineral substances of any description, sand or clay, from the said Leased Premises. Any such materials obtained from the site should be placed or disposed of as directed by the Chief Engineer of the Concessioning Authority or his authorised representative. d) Buildings / Structures erected on the Leased premises shall not be occupied until a formal order of allotment is issued by the Concessioning Authority. i. The Concessionaire shall have the liberty to use the said Leased Premises for purposes connected with his/its trade or business. ii. It is made clear that the Concessionaire should utilize the maximum permissible area of the Leased Premises for the development of marine highway and the Concessioning Authority reserves the right to repossess without any claim for compensation whatsoever, the whole or part of the portion left unutilized and use the same in any manner deemed expedient by the Concessioning Authority. In case there is any dispute regarding the extent of Leased Premises that should be utilized for the construction or the extent to be repossessed, the decision of the Board of the Concessioning Authority shall be final and binding. e) The Concessionaire shall not at any time without the previous consent in writing of the Concessioning Authority erect or suffer to be erected on the said Leased Premises any buildings / structures nor permit the same to be used for any purpose other than that specified above. In case Concessionaire fails to do so the Concession shall be liable for termination. f) The Concessionaire shall obtain all statutory and mandatory clearances as may be required under law excluding Environmental Clearances if required from appropriate authorities, before execution/commissioning of the Project and from time to time thereafter. g) The Concessionaire shall perform its activities in accordance with all Port Regulations/directions and follow all safety norms as may be prescribed by the competent/statutory authorities from time to time and the same are deemed to be a part of the Concession Deed and shall be binding on the Concessionaire. h) The Concessions shall be governed by provisions of the Major Port Trust’s Act, 1963, Indian Ports Act, 1908 and all directives issued by the Government of India from time to

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time. It shall be binding upon the Concessionaire to comply with all such directives issued by the Government of India and communicated by the Concessioning Authority. i) The Concessionaire shall at all times during the subsistence of the Concession maintain the premises in good sanitary condition and repair and keep the buildings/ structures/facilities erected and/or to be erected on the said Leased Premises in good and tenantable condition. j) If, on request in writing by the Concessionaire, the Concessioning Authority removes/relays/reroutes or causes removal/relay/rerouting of any utility services such as underground or overhead electric lines, telegraphic or telephonic lines, pipelines, drains etc., from the said Leased Premises, the Concessionaire shall pay the Concessioning Authority, the cost of such removal within fourteen days from the date on which demand in writing for such cost is served on the Concessionaire. k) The Concessionaire shall pay for any damage, done by him/it or his/its Employees/Workers or agents during the aforesaid period, to any property of the Concessioning Authority on the said Leased Premises or land and water areas adjacent thereto, other than those transferred to the Concessionaire/Developer in accordance with the provisions of the Project Agreement. l) The Concessioning Authority shall not be responsible to the Concessionaire or any other person(s) for any loss or damage or injury to life or property arising directly or indirectly from the use of the Leased Premises and the activities that the Concessionaire is engaged in, on the said Leased Premises during the period of Concession. The Concessionaire shall also indemnify the Concessioning Authority against all loss or damage or injury to life or property of anyone including third party or claims and costs thereof arising directly or indirectly from the use of the Leased Premises and the activities that the Concessionaire is engaged in, on the said Leased Premises during the period of Concession. m) Hoarding or advertisement boards shall not be erected in the Leased Premises without the prior written permission of the Concessioning Authority. � 3. a) The Concessionaire shall not assign, transfer or underlet the demised Leased Premises or the buildings/structures/facilities erected or to be erected thereon or any part thereof, without the consent in writing of the Concessioning Authority. Upon assignment, transfer or sub-lease of the Leased Premises demised or any part thereof or of the building to be erected thereon or any part thereof with the consent of the Concessioning Authority in writing and at any rate within one month of the date of such assignment, transfer or sublease, the Concessionaire shall deliver a notice of such assignment, transfer or sub-lease to the Concessioning Authority setting forth the names and descriptions of the parties thereto and particulars and effect thereof. b) The Concessionaire shall be liable to pay such charges, fees or levy as are prescribed from time to time on account of such assignment, transfer or sub-lease as the case may be. In the event of the Concessionaire effecting any such sub-lease, without the prior consent in writing of the Concessioning Authority for the same, it shall be open to the Concessioning Authority to approve of the same if a request therefore is made, provided, the Concessionaire pays the Concessioning Authority during the subsistence of such unauthorized assignment, transfer or sub-lease, an additional amount as detailed below: (i) Where consent has already been granted by the Concessioning Authority for the sub-lease as above, and the delay is only in respect of the submission of the application for renewal of the same, the amount payable in the case of delay not exceeding two months shall be equivalent to interest at 20% of the levy payable in respect of the sub-lease levy for

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the period of such delay and where it exceeds two months, at 40% of sub-lease levy for the total period of such delay. (ii) In case of unauthorized sub-lease, the Concessionaire shall be liable to pay a penalty at the rate of three times the sub-lease levied. Provided, however, that the Concessioning Authority, if it is satisfied at its absolute discretion that such delay in filing the application for consent or renewal of consent for such sub-lease was for circumstances beyond the control of the Concessionaire, the Concessioning Authority may grant remission of a portion of the amount payable as above. c) It is also made clear that the above provision shall not be construed as a waiver of any of the rights of the Concessioning Authority under the Concession Deed including the right to terminate the Concession for unauthorised sub-letting, which the Concessioning Authority is entitled to enforce against the Concessionaire. d) Any assignment, transfer or sub-lease without the prior approval of the authority which sanctioned the Concession, shall render the Concession liable for cancellation. The Concessionaire shall also be liable to pay any levy or charges to the Concessioning Authority for permitting the sub-lease as mentioned above at the rates prescribed by the Concessioning Authority from time to time. e) The Concessionaire shall not create any charge in respect of the Leased hold interest relating to the property described in the schedule hereto vested in it as well as the building constructed on the same without the prior written consent of the Concessioning Authority, it being clearly understood that such consent will not be granted, except in the case of charges in favour of commercial banks and State & Central financial institutions. The consent of the Concessioning Authority shall be subject to prevailing conditions and payment of mortgage fee as applicable from time to time. Notwithstanding anything contained hereinbefore, it is expressly agreed and understood that in the event of violation, if any, of the provisions hereof by the Concessionaire, the Concessioning Authority shall be entitled to terminate the Concession and Project Agreement in accordance with the relevant provisions in the Project Agreement. � 4. a) The Schedule above referred to: Registration District : Chennai Registration Sub District : Taluk : Firka : Village : Desom : Land Area (in cents/acres/hectares) : Survey No. : Sub Division No. : Limit : Water Area (in cents/acres/hectares) : Survey No. : Sub Division No. : Limit : Tenure : Lease

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b) DESCRIPTION OF BOUNDARIES: All the piece and parcel of Leased Premises situated near CCTPL and CITPL in Chennai port and near general cargo berth in Kamarajar Port Ltd.. The plan above referred to is appended. In witness whereof the common seal of the Board Of Trustees of the Port of Chennai has been affixed and the ________________ of the Board of Trustees of the Port of Chennai for and on behalf of the Trustees of the Port of Chennai has signed and the concessionaires have by their duly constituted attorney ......................... executed those presents on the day and year first above written. The common seal of the Board of Trustees of the Port of Chennai has been affixed and the ______________ of the Chennai Port Trust Board for and on behalf of the Board of Trustees of the Port of Chennai has signed in the presence of: Witness (1) (2) The duly constituted attorney of the Concessionaire, in the presence of: Witness (1) (2) The document is typewritten : The Document is prepared by : Correction and interlineations: IN WITNESS WHEREOF, THE CONCESSIONING AUTHORITY and the CONCESSIONAIRE have set their hands to this deed on the day and year first above written.

CONCESSIONAIRE CONCESSIONING AUTHORITY

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TABLE - 1

DETAILS OF PAST EXPERIENCE OF TENDERERS FOR SIMILAR OPERATION

Sl. No.

Name & Location of Project

Owner’s Complete address including Telex Fax No. with contact Person

Value of Contract

Commen-cement

date

Completion date

Details of operation

Type of operation

and barges Deployed

1 2 3 4 5 6 7 8

Note: Tenderer to enclose copies of letter of intent and completion certificate issued by owner, certified by a Notary public or equivalent certifying authority.

SIGNATURE OF THE TENDERER

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TABLE – 2

CURRENT COMMITMENTS OF THE TENDERER

SIGNATURE OF THE TENDERER

Sl. No.

Full Postal Address of Client & Name of Officer - in-Charge

Description Of the service

Value of Contract

Date of Commencement of service

Period of Operation

Type of barges deployed

1 2 3 4 5 6 7

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TABLE- 3

FINANCIAL CAPABILITIES

Name of Tenderer

Tenderer should provide the following financial information.

I.

Name of banker

Address of banker

Telephone Contact name and title

Banker

Fax Telex

Note: If necessary, use separate sheets to provide complete banker

information.

II. Summarize actual assets and liabilities for the previous three years. Based upon known commitments, summarise projected assets and liabilities for the next two years,

Financial Information in lakhs Rs.

Actual previous Projected

(a) Total assets

(b) Current Assets

(c) Cash, temporary investments and current receivable

(d) Total Liabilities

(e) Current Liabilities

(f) Net Worth = (a) - (d)

(g) Working Capital = (b) –

(e)

(h) Authorised Capital

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(i) Capital Issued and paid

up

(j) Current Ratio = (b) / (e)

(k) Acid Test Ratio = (c) /

(e)

(l) Total Liability of net worth = (d) / (f)

(m) Net Profit Before Tax

(n) Net Profit after Tax

III. Specify proposed sources of financing to meet the cash flow demands of the project, net of current commitment.

Source of Financing Amount

in Rs. lakhs

1. Own Resources

2. Bank Credits *

3. Working Capital with Operator

IV. Attach audited financial statements for the: last three years

Note:-

* The availability of credits for execution of the work shall be supported by the concerned Bank’s assurance letter(s) specifying the amounts involved.

** Firms owned by individuals, and partnerships, may submit their balance sheets certified by a registered accountant, and supported by copies of tax returns, if audits are not required by the laws of their countries of origin.

SIGNATURE OF THE TENDERER

69

TABLE –4

DETAILS OF FLEET PROPOSED TO BE DEPLOYED FOR SERVICE

Fleet proposed

Name/whether Ro-Ro

Size, age, capacity in terms of TEU,

Draft Requirement, classification etc.

Year of built of the vessel

Whether owned / rented/ leased/

specially manufactured

Remarks

1 2 3 4 5

It is confirmed that the operation proposed and the vessels intended to be used, will meet, and will be operated in accordance with, all rules and relevant legislation as applied by the Director General of Shipping, Govt. of India. It is certified that document regarding ownership/ confirmed charter agreement attached herewith are of current validity.

SIGNATURE OF THE TENDERER

70

71

Proposed Locations for development of marine highway at Chennai

Port.

Location 1: Area near CCTPL (1st Container Terminal)

Parking Area – 3800 Sqm (Open space)

Water spread area for ramp – 200 Sqm

Location 2: Area near CITPL (2nd container Terminal)

Parking Area – 3800 Sqm (Open space)

Water spread area for ramp – 200 Sqm

72

Layout of Kamarajar Port

73

Proposed Locations for development of marine highway at Kamarajar Port.

Parking Area – 5000 Sqm (Open space)

Water spread area for ramp – 200 Sqm

74

FORM FOR ‘REQUEST FOR RELEASE OF EMD’ From

------------------------- ------------------------- ------------------------- To The Dy. Chief Engineer, Chennai Port Trust.

Sir,

Sub: Name of Work/ Tender No:-

Request for Release of EMD reg:

Ref: Tender No:------------ dated --------

I/ We have submitted tender for the subject work . I/We hereby request to release our EMD for Rs.--------------------- ( Rupees ----------------------------------------------) submitted along with the tender at the earliest in case the tender is not accepted. The hand receipt duly stamped and signed is enclosed.

Yours faithfully,

Signature ( Name & Designation)

Place: Date:

75

PROFORMA

CHENNAI PORT TRUST

H A N D R E C E I P T

No. and Date of Sanction : Name and address of Party to whom payment is to be made :

CASH BOOK VOUCHER NO.

Department / Division. Dated :

Head of Account/Code No. 1. Pay by cash / cheque. 2. Paid by me by cash / cheque.

(Space for use in CAD)

Received from the Financial Adviser & Chief Accounts Officer,

Chennai Port Trust, Chennai– 600 001, a sum of Rs. . . . . . . . . . . . . . . . . . ….

(Rupees. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . …….. .

Name of work or purpose for which payment is made. . . . . . . . . . . . . . . . . . . .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .

. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ……………… .

DATE: Signature of payee (with date ) Witness: Designation

76

CHENNAI PORT TRUST TENDER DOCUMENT

No. T / NP1 / 6 / 2014 / E

DEVELOPMENT OF MARINE HIGHWAY ALONG EAST COAST CONNECTING CHENNAI AND KAMARAJAR PORT FOR A LEASE PERIOD OF 10 YEARS

PRICE BID

CIVIL ENGINEERING DEPARTMENT MARCH 2014

77

SCHEDULE OF RATES

Name of Work: Tender for development of marine highway along east

coast connecting Chennai and Kamarajar port for a lease period of 10 years

The contractor shall quote the value of ‘X’ ** in the price bid towards charges for carrying 20’ Empty container from Chennai Port to Kamarajar Port or vice versa from the user . The Financial evaluation will be based on the said quote. Contractor is entitled to charge for other versions of the carriage an amount not exceeding the multiple indicated against each mode.

Rate Quoted for X (Rs.) **

In Figures In Words

** Amount ‘X’ quoted shall be exclusive of charges mentioned in Tripartite Agreement.

SIGNATURE OF TENDERER

‘A’ ‘B’ Container

+ Vehicle Chasis alone

20’ Empty 3X 2.5X 40’ Empty 5X 4.5X 20’ Loaded 3X 40’ Loaded 5X