Request for Quotation for Consultancy Services for Economic Impact

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Disclaimer

1. The information contained in this Request for Proposal document (“RFP”) or subsequently provided to Applicants, whether verbally or in documentary or any other form by or on behalf of the Client or any of its employees or advisers, is provided to Applicants on the terms and conditions set out in this RFP and such other terms and conditions subject to which such information is provided. 2. This RFP is neither an agreement nor an offer by the Client to the prospective Applicants or any other person. The purpose of this RFP is to provide interested parties with the information that may be useful to them in the formulation of their Proposals pursuant to this RFP. This RFP includes statements, which reflect various assumptions and assessments arrived at by the Client in relation to the Consultancy. Such assumptions, assessments and statements do not purport to contain all the information that each Applicant may require. This RFP may not be appropriate for all persons, and it is not possible for the Client, its employees or advisers to consider the objectives, technical expertise and particular needs of each party who reads or uses this RFP. The assumptions, assessments, statements and information contained in this RFP, may not be complete, accurate, adequate or correct. Each Applicant should, therefore, conduct its own investigations and analysis and should check the accuracy, adequacy, correctness, reliability and completeness of the assumptions, assessments and information contained in this RFP and obtain independent advice from appropriate sources. For the avoidance of doubt, in case an Applicant places reliance on any aforesaid assumptions, assessments, statements, data and information furnished by APUIAML and/or its consultants, in this RFP or under any project report etc. then the same shall not in any manner bind/make liable the APUIAML and/or its consultants, employees or representatives, to indemnify the Applicant in respect of any loss/damage/costs whatsoever arising out of or in connection with such reliance placed by the Applicant on the aforesaid assumptions, assessments, statements, data and information.

3. Information provided in this RFP to the Applicants may be on a wide range of matters, some of which may depend upon interpretation of law. The information given is not intended to be an exhaustive account of statutory requirements and should not be regarded as a complete or authoritative statement of law. APUIAML accepts no responsibility for the accuracy or otherwise for any interpretation or opinion on the law expressed herein.

4. The Client, its employees, consultants and advisers make no representation or warranty and shall have no liability to any person including any Applicant under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment or otherwise for any loss, damages, cost or expense which may arise from or be incurred or suffered on account of anything contained in this RFP or otherwise, including the accuracy, adequacy, correctness, reliability or completeness of the RFP and any assessment, assumption, statement or information contained therein or deemed to form part of this RFP or arising in any way in this Selection Process. 5. The Client also accepts no liability of any nature whether resulting from negligence or otherwise, howsoever caused, arising from reliance of any Applicant upon the statements contained in this RFP.

6. The Client may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information, assessment or assumption contained in this RFP. 7. The issue of this RFP does not imply that the Client is bound to select an Applicant or to appoint the Selected Applicant, as the case may be, for the Consultancy Services and the Client reserves the right to reject all or any of the Proposals without assigning any reasons whatsoever. 8. The possession or use of this RFP in any manner contrary to any applicable law is expressly prohibited. The Applicant shall inform themselves concerning, and shall observe any applicable legal requirements.

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

The information does not purport to be comprehensive or to have been independently verified. Nothing in this RFP shall be construed as legal, financial or tax advice. 9. The Applicant shall bear all its costs associated with or relating to the preparation and submission of its Proposal including but not limited to preparation, copying, postage, delivery fees, expenses associated with any demonstrations or presentations which may be required by the Client or any other costs incurred in connection with or relating to its Proposal. All such costs and expenses will remain with the Applicant and the Client shall not be liable in any manner whatsoever for the same or for any other costs or other expenses incurred by an Applicant in preparation or submission of the Proposal, regardless of the conduct or outcome of the Selection Process.

10. The Applicants are prohibited from any form of collusion or arrangement in an attempt to influence the selection and award process of the Proposal. Giving or offering of any gift, bribe or inducement or any attempt to any such act on behalf of the Applicant towards any officer/employee/ advisor/ representative of APUIAML or to any other person in a position to influence the decision of APUIAML for showing any favour in relation to this RFP or any other contract, shall render the Applicant to such liability/penalty as the APUIAML may deem proper, including but not limited to rejection of the Proposal of the Applicant and forfeiture of its Proposal Security.

11. Laws of the Republic of India are applicable to this RFP

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

I. Letter of Invitation

APUIAML/Proj/VSP/Eco Imp Assmt/2018-19/01/01

22nd October 2018

Sub.: Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Dear Sir / Madam

Andhra Pradesh Urban Infrastructure Asset Management Limited (APUIAML), hereinafter called as the (“Client”) is a joint venture between Government of Andhra Pradesh and IL&FS Investment Managers Limited, formed specifically to set up, administer and manage the Andhra Pradesh Urban Development Fund (hereinafter called “APUDF”). Government of Andhra Pradesh is the main sponsor of the APUDF. APUIAML, as the asset management company to the APUDF will carry out and co-ordinate all technical assistance services on behalf of the APUDF.

The Client invites proposals (hereinafter called “Services”) for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project. More details on the Services are provided in the Terms of Reference.

This Request for Proposal has been addressed to invite Proposals. A firm will be selected based on Technical and Financial Proposal submitted, and a Consultancy Contract will be entered into by the Client with the selected firm.

This RFP contains the following sections:

I. Letter of Invitation

II. Instruction to Bidders on Preparation and Submission of Proposals

III. Terms of Reference for the Services

IV. Draft Contract Form and Conditions of Contract

You are hereby invited to submit your Proposal (Technical & Financial) for the subject work.

Thanking You

Sincerely,

For Andhra Pradesh Urban Infrastructure Asset Management Limited

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

II. Instruction to Bidders on Preparation and Submission of Proposals

1. GENERAL INSTRUCTIONS / DATA SHEET

Sl. Particular Information 1 Title of the Consultancy Services for Economic Impact Assessment for Assignment Visakhapatnam Sewerage and Recycled Water Project. 2 Name and Address of Andhra Pradesh Urban Infrastructure Asset Management the Client Limited (APUIAML) Reg. Office: - 4th Floor, NTR Administrative Block, Pandit Nehru Bus Station, Vijayawada 520 013, Andhra Pradesh 3 Name and contacts of Mr. Tarun Sharma the Coordinator Email id: [email protected] Cell No.: 9998955580 5 Date of Submission of 05th November 2018; 16:30 Hrs (IST) Proposals 6 Validity of Proposals The Proposal shall be unconditional, firm and irrevocable and shall be valid for a period of 3 (three) months from the Proposal Due Date 7 Address for The Chief Executive Officer, submission of Andhra Pradesh Urban Infrastructure Asset Management Proposals Limited (APUIAML), 4th Floor, NTR Administrative Block, Pandit Nehru Bus Station, Vijayawada 520 013, Andhra Pradesh 8 Estimated duration of 3 months. the Assignment (no. of months from Effective Date mentioned in the Conditions of Contract)

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

9 Manner of The Applicant shall prepare One Set of the Proposal (together Submission of with originals/ copies of Documents required to be submitted Proposals along therewith pursuant to this RFP) and clearly marked “ORIGINAL”. It is required to submit Proposal in Soft Copy Format (CD/DVD/Pen drive).

The Proposal shall be typed or written in indelible ink and signed by the authorized signatory of the Applicant who shall initial each page, in ink. In case of printed and published Documents, only the cover shall be initialed. All the alterations, omissions, additions, or any other amendments made to the Proposal shall be initialed by the person(s) signing the Proposal.

The Proposal shall be submitted as under in a common sealed Envelope:

Envelope 1: Technical Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project. - Technical Proposal Submission Form (Tech Form 1) - Approach, Methodology, and Work Plan for performing the Assignment (Tech Form 2)

Envelope 2: Financial Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project. - Financial Proposal Submission Form

All the costs associated with the assignment shall be included in the Financial Proposal. The total amount indicated in the Financial Proposal shall be without any condition attached or subject to any assumption

The Envelope 1 and Envelope 2 to be sealed separately and enclosed in a larger common Envelope mentioning the Name of Work and the name and address of the Applicant 10 Amendment of RFP At any time prior to the deadline for submission of Proposal, the Client may, for any reason, whether at its own initiative or in response to clarifications requested by an Applicant, modify the RFP document by the issuance of Addendum/ Amendment by conveying the same to the prospective Applicants. The amendments will be binding on all Applicants The Client may, in its sole discretion, extend the Proposal Due Date by issuing an Addendum for all Applicants

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

11 Consultant The Applicant who is qualified for the Assignment and has submitted Selection the lowest Financial Proposal will be shortlisted The shortlisted Applicants may, if necessary, be invited for negotiations for both technical & financial proposals Applicants are advised that Selection shall be entirely at the discretion of the Client. Applicants shall be deemed to have understood and agreed that the Client shall not be required to provide any explanation or justification in respect of any aspect of the Selection Process or Selection 12 Work Order The Work Order will be signed by the Selected Applicant, to commence the Assignment 13 Commencement of The Consultant shall commence the Services within 5 (five) days of the Assignment date of the Agreement or such other date as may be mutually agreed 14 Proprietary Data All information collected, analyzed, processed or in whatever manner provided by the Consultant to the Client in relation to the Consultancy shall be the property of the Client

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

TECHNICAL PROPOSAL - STANDARD FORMS

Tech Form 1: Technical Proposal Submission Form

[On the Consultant’s Letterhead] TECHNICAL PROPOSAL SUBMISSION FORM

Date:______

To: Andhra Pradesh Urban Infrastructure Asset Management Limited (APUIAML), 4th Floor, NTR Administrative Block, Pandit Nehru Bus Station, Vijayawada 520 013, Andhra Pradesh

Dear Sirs: We, the undersigned, offer to provide the Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project in accordance with your Request for Proposal dated ……….. and our Proposal. We are hereby submitting our Proposal, which includes this Technical Proposal and a Financial Proposal sealed in a separate envelope.

We hereby declare that: a. All the information and statements made in this Proposal are true and we accept that any misinterpretation or misrepresentation contained in this Proposal may lead to rejection of our Proposal by the Client b. Our Proposal shall be valid and remain binding upon us for the period of time specified in the Data Sheet.

c. We undertake that the personnel proposed for the assignment will be made available to work on the assignment in case we are selected as the successful bidder. Any replacement required due to unforeseen circumstances acceptable to the Client will be done with prior approval of the Client.

d. Our Proposal is binding upon us and subject to any modifications resulting from the Contract negotiations. e. We hereby certify that we have taken steps to ensure that in conformity with the provisions of the RFP, no person acting for us or on our behalf will engage in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice f. We understand that the Client reserves the right to accept or reject any Proposal and to annul or modify the Selection Process and reject all Proposals, at any time without any liability or any obligation for such acceptance, rejection or annulment, and without assigning any reasons thereof.

g. We undertake, if our Proposal is accepted and the Contract / Work Order is signed, to initiate the Services related to the assignment within 5 (five) days of the date of the Agreement or such other date as may be mutually agreed. We acknowledge the right of the Client to reject our application

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

without assigning any reason or otherwise and hereby waive our right to challenge the same on any account whatsoever.

In witness, thereof, I/we submit this Bid/ Proposal under and in accordance with the terms of the RFP document

Thanking You

Sincerely

Authorized Signatory Name and Title: Name of Consultancy Firm:

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Tech Form 2: Description of the Approach, Methodology, and Work Plan for performing the Assignment

Provide a description of the approach, methodology and work plan for performing the assignment, including: a. Proposed Technical Approach & Methodology: Please explain your understanding of the objectives of the assignment as outlined in the Terms of Reference (TORs), the technical approach, and the methodology you would adopt for implementing the tasks to deliver the expected output(s), and the degree of detail of such output. Please do not repeat/copy the TORs in here.

b. Work plan: Please outline the plan for the implementation of the main activities/tasks of the assignment, their content and duration, phasing and interrelations, milestones, and tentative delivery dates of the reports. The proposed work plan should be consistent with the technical approach and methodology, showing your understanding of the TOR and ability to translate them into a feasible working plan. A list of the final documents (including reports) to be delivered as final output(s) should be included here. The work plan should be consistent with the Work Schedule Form provided below.

Work Schedule Form Sr. Kay Activity / Weeks No. Deliverable. 1 2 3 4 … n Total

c. Organization & Staffing: Please provide the composition of your team, including the list of the Key Personnel and relevant technical support personnel

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

FINANCIAL PROPOSAL

The Consultant is required to provide the Proposal to the Client as provided below:

[On the Consultant’s Letterhead] FINANCIAL PROPOSAL SUBMISSION FORM

Date:______

To:

Andhra Pradesh Urban Infrastructure Asset Management Limited (APUIAML) 4th Floor, NTR Administrative Block, Pandit Nehru Bus Station,

Vijayawada 520 013, Andhra Pradesh

Dear Sir:

We, the undersigned, offer to provide the “Consulting Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project” in accordance with your Terms of Reference and Request for Proposal (RFP).

Our Financial Proposal for the said consulting services is Rs. ………………………[Insert amount in figures and words], exclusive of GST. We also understand that, in case any difference between the quoted amount in words and figures, the quote in words will be taken as final.

Our Financial Proposal shall be binding upon us.

We understand that the Client is not bound to accept any Proposal that the Client receives. Thanking You

Sincerely

Authorized Signatory Name and Title: Name of Consultancy Firm:

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

III. Terms of Reference

Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

A. Background:

Greater Vishakhapatnam Smart City Corporation Limited (GVSCCL) has intended for Development of Sewerage System for Visakhapatnam (Gajuwaka, Malkapuram and Pendurthi area) and supply of Treated (Recycled) Water to various industries in Visakhapatnam.

The project thus comprises of integrated waste water converting to green/new water. The project covers house service connection for sewerage, collection system, pumping of sewerage, treatment of waste water to potable quality equal to international standards like Singapore and providing to Industry like Vizag Steel Plant, NTPC and HPCL and few medium scale industries. The project is not only sustainable for water recycling point of view but providing potable water to industry leading to industrial growth, GDP enhancement, job creation and tax benefit to state. It is intended to avail funding assistance from national and international financial institutions. A brief note on the Project is provided as Annexure-A.

To showcase the projects at national and international platform, an Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project (“Assignment”) is required to be carried out for the Project.

B. Objective of Assignment:

The objective of the Assignment is to assess the benefits to society, economy and environment through an Economic Impact Assessment study for the Project. The value creation by such an initiative can also become a case-study for integrated urban water resource planning.

C. Scope of Work:

The scope of work shall comprise of the following:

1 Study (Desk and Field) comprising of extensive review of published and unpublished documents, field visits, discussion and inputs of experts, stakeholders, etc. for sectoral & study area review and analysis including but not limited to demography, socio-economic profile, habitat and access to infrastructure services (water, toilet, sewerage, type of dwelling etc.), city economy profile, industry profile, policy review etc. in consideration of the related interventions

2 Case Study for similar projects (nationally like Surat, Chennai etc. and internationally like Singapore etc.) and impact creation

3 Study Approach and Methodology

4 Development of Economic Impact Assessment Model for Visakhapatnam Sewerage and Recycled Water Project. The overall related ecosystem shall be included but not limited to the urban and potential / beneficiary industry. a) Assessment of various Impacts from life cycle consideration (including construction and operation stages) approach for the Project. viz., i. Direct impact ii. Indirect impact iii. Induced impact

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

b) Measurement of various Impact from life cycle consideration, such as: i. Production ii. Gross Domestic Product iii. Employment generation iv. Income generation v. Health and Environment

c) Cost Benefit Analysis

i. Developing framework for Cost Benefit analysis

ii. Identify and evaluate the various costs and the resulting benefits w.r.t. the following:

▪ Social Aspects including but not limited to per capita water availability, supply reliability, public health, meeting total sanitation goals etc.

▪ Environmental aspects including but not limited to water balancing, potential savings in terms of expected GHG emissions etc.

▪ Economic aspects including but not limited to water substitution effects, production by industries / users etc.

iii. Opportunity Costs of the Project shall be calculated

iv. Identification of Risks; Risk management structure shall be determined

v. Sensitivity analysis shall be carried out

5 Visakhapatnam Sewerage and Recycled Water Project evaluation and Conclusion

D. Outcome and Deliverables:

The outcome of the study shall be delivered as follows:

Sl. No. Deliverable Schedule (Start Date ‘T’) 1 Draft Report (including Economic Impact T + 45 days Assessment Model) 2 Final Report Within 15 days from clearance of Draft Report

The estimated duration of the Assignment is 3 months

The Reports should be presented with all information including assumptions, case studies, references, methodology, spreadsheets etc. The data should be provided in supplementary documentations as appendices to the Report.

The Reports should be submitted in 2 copies (hard copies printed back to back pages) besides providing an editable soft copy of all reports.

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

E. Key Personnel:

The following are the Key Personnel expected for the Assignment: Sl. Position on Team 1 Economist / Urban Planner 2 Social / Environmental Expert 3 Water Expert

F. Terms and Conditions

i. Time line The period for the Assignment is 3 months. The work schedule is to be reckoned from the start date, which will be 5 days from the date of receipt of the LOI or such other date as may be mutually agreed and the task shall be completed as per the schedule.

ii. Payments: The payment schedule for the Assignment shall be as follows:

Sl. No. Deliverable % of Cumulative Consultancy Consultancy Fee % of the Contract Fee Agreement Value 1 Draft Report (including Economic 50%* 50% Impact Assessment Model) 2 Final Report 50%* 100% The Consultancy Fee shall be excluding GST. GST will be paid as applicable along with the Consultancy Fee.

iii. Taxes The Consultant shall pay the taxes, duties fee, levies and other impositions levied under the Applicable law and the Client shall perform such duties in this regard to the deduction of such tax as may be lawfully imposed. However, GST payable for providing this Consultancy Services shall be paid / reimbursed by the client separately.

G. Non-Disclosure

The Consultant shall not, except as authorized or required by the Consultant’s duties hereunder, reveal or divulge to any person or entity any information concerning the survey, design data, methodology, drawings and documents which shall come to the Consultant’s knowledge during the continuance of this Work order, and the Consultant shall keep in complete secrecy all confidential information entrusted to the Consultant and shall not use or attempt to use any such information in any manner which shall injure or cause loss either directly or indirectly to the Employer’s interests. This restriction shall continue to apply without limit in point of time but shall cease to apply to information or knowledge which shall come into the public domain.

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Annexure-A: Visakhapatnam Recycled Water Project - Brief

A. Background

1. Visakhapatnam, also known as VIZAG, is the largest city of Andhra Pradesh in India, both in terms of area and population. It is the administrative headquarters of Visakhapatnam district. The total area of the city at present is about 625 sq.km. Visakhapatnam is being developed as a Smart City under the Smart Cities Mission.

2. The city has the advantage of connectivity, infrastructure and demographics. Visakhapatnam is considered as the economic and industrial capital of the state. The City has evolved into a major port city over the decades. The City is rapidly developing due industrialization, employment and education opportunities.

3. The Greater Visakhapatnam Municipal Corporation (GVMC) consists of the Municipal Corporation of Visakhapatnam, 32 peripheral areas and the erstwhile Gajuwaka, Bheemunipatnam and Anakapalli Municipalities. The population in Yr 2015-16 is estimated to be about 2 mn.

4. GVMC is responsible for providing basic municipal services to the City. This includes supply of potable water and treatment of wastewater for the city. The city thus requires sewerage infrastructure to improve the services in uncovered areas. There are Sewage Treatment Plants (STP) and Mini STP’s existing in the city. The prominent STPs include:

1. Appughar – 25 MLD

2. Laxmi Talkies – 38 MLD

3. Mudasarlova – 13 MLD 4. Narava – 108 MLD

5. It is proposed to cover the areas of Pendurthi, Gajuwaka and Malkapuram under the Project. These areas need to be served by sewerage infrastructure comprising of sewerage connection system and providing household service connections.

B. Visakhapatnam Smart Recycled Water Project:

1. The Project is structured to create value from the urban sewage / waste water by further treatment that can satisfy appropriate water demands, and thus can free considerable amounts of water and thus form a sustainable approach for smart urban development.

2. As the economic significance of Visakhapatnam lies in the presence of many industries, and their respective water requirements for routine operations, it is proposed to treat and reuse Recycled Water for usage by industries in the vicinity. This would bring in social, economic and environmental sustainability in development of the City.

3. An integrated development approach is thus considered in project planning and development. The project aims for the following:

a) Enhancing the sewerage infrastructure cover area in the city

b) Increase in sewage disposal in GVMC area

c) Usage of Recycled Water by industries

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

4. The Project considers laying sewerage infrastructure covering the following areas in the City:

a) Pendurthi

b) Gajuwaka

c) Malkapuram

5. The location map is provided below:

6. It is expected to treat about 108 MLD sewage / waste water in the existing Sewage Treatment Plant (STP) at Narava.

7. Upon further treatment, it is expected to cater about 75-80 MLD Recycled Water requirement of the industries for their usage.

8. The demand for Recycled Water may be augmented in view of the proposed expansion of the industries in their further phases. The notification by Ministry of Power, Government of India notification in Tariff Policy Resolution dated 28.01.2016 is also set to create a potential for sale of treated water produced at STPs.

9. The project thus proposed to overall comprise of the following:

a) About 700 km of sewerage collection network and providing 60,000 House Service Connections in Pendurthi, Gajuwaka and Malkapuram areas.

b) Construction of Sump and Pump Houses and Rising Mains for conveyance of sewage to treatment plant

c) Treatment of about 108 MLD sewage collected from the catchment areas. The Narava STP will be fully operationalized and utilized for treatment of sewage d) Construction of Waste Water Treatment Plant along with additional treatment facility for production and conveyance of Recycled Water for usage by industries

e) The overall project scheme is provided in figure below:

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Figure # Overall Project Scheme

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

C. Project Implementation:

1. It is proposed to carry out the overall development of the project in a period of about 3-3.5 years in a packaged manner.

2. The Package – 1 of the Project comprises of the following:

a) About 226 km sewerage collection network to be laid and 15,000 House Service Connections (HSCs) to be provided in Pendurthi

b) Restoration of Trenches/Roads

c) Operationalizing existing 108 MLD Narava STP

d) Construction and Operationalizing of Waste Water Treatment Plant (WWTP) and additional treatment required for producing about 46 MLD RO Water, and O&M for 15 years

e) Conveyance of Recycled Water of RO quality to Industries viz., Rashtriya Ispat Nigam Limited RINL (Visakhapatnam Steel Plant) and Hindustan Petroleum Corporation Limited (HPCL) i.e. Door step delivery

The Package-1 is planned to be implemented in a period of about 2.5 years and with an O&M period of 15 years.

The Tender for the Project Package-1 has been awarded to M/s Tata Projects Limited on 03rd October 2018.

3. The DPR for Package-2 is under preparation. The Package-2 would broadly comprise of the following:

a) About 460 km sewerage collection network to be laid and 45,000 House Service Connections (HSCs) to be provided in Gajuwaka and Malkapuram areas

b) Restoration of Trenches/Roads

c) Construction of three Sewage Pumping Stations (SPS)

d) Providing and laying of sewage transmission mains from SPS to Narava STP

e) Construction and Commissioning of 33 MLD Wastewater Treatment Plant incl. UF&RO

The duration of the implementation for Package-2 would be about 3 years and with an O&M period of about 15 years.

4. The Project would be implemented by the Smart City Special Purpose Vehicle (SPV) of GVMC i.e. Greater Visakhapatnam Smart City Corporation Limited (GVSCCL).

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

D. Project Impacts:

The following impacts of the Project are envisaged:

1. Integrated Development Approach in planning and development provides a holistic solution to the City

2. The water saved by usage of Recycled Water by industries could be used to meet the freshwater requirements of the city for various purposes

3. Usage of Recycled Water would ease Water Management mechanism at City level and thereby may result in enhanced provision of water to various industries

4. Reduction in Water Stress due to ready availability of assured Recycled Water to the industries

5. Provision of adequate sewerage infrastructure in GVMC area i.e. Pendurthi, Malkapuram & Gajuwaka

6. Substantial increase in safe sewage disposal in GVMC area

7. Conservation of water due to reuse of treated sewage

8. Serve Civic requirements for Total Sanitation and meeting “Swachh Bharat” Goals

9. Leveraging environmental sustainability by utilization of waste water a. Improvement of surface and ground water quality b. Reduction in Health Cost

10. Investment opportunity creation

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

IV. Draft Contract Form and Conditions of Contract

Contract for Consultancy Services

for

Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Between

Andhra Pradesh Urban Infrastructure Asset Management Limited (Client)

And

<> (Consultant)

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Appropriate Stamp paper

WORK ORDER

This Work Order (hereinafter referred to as the “Work Order”) is made on this ___ day of ______, 2018 by and between:

Andhra Pradesh Urban Infrastructure Asset Management Limited (APUIAML), a company incorporated under the Companies Act, 2013, having its registered office at 4th Floor, NTR Administrative Block, Pandit Nehru Bus Station, Vijayawada 520013, (hereinafter referred to as the “Client”, which expression shall, unless repugnant to the context or meaning thereof, be deemed to include its successors and assigns) of ONE PART

AND

………………………., a company within the meaning of the Companies Act, 2013 (incorporated under the Companies Act, 1956), and having its office / registered office at ______, (hereinafter referred to as the “Consultant” which expression shall, unless repugnant to the context or meaning thereof, include its affiliates, associates, successors, substitutes and permitted assigns) of the OTHER PART.

WHEREAS

(a) The Client has requested the Consultant to provide its services with respect to “Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project”, as more particularly defined in this Work Order (hereinafter referred to as the “Assignment”).

(b) The Consultant has represented to the Client that it has the required professional skills, personnel and technical resources & expertise, and is competent & willing to undertake the required services for the completion of the Assignment.

(c) On the faith, assurance and belief of the representations and averments made by the Consultant with respect to the Assignment, the Client hereby offers to the Consultant and the Consultant hereby accepts the Assignment on ………….. on the terms and conditions set forth in Annexure ‘A’ and ‘B’ of this Work Order.

(d) The Parties have agreed that the terms and conditions of this Work Order shall deemed to have become operative and effective between the Parties on and with effect from ……………. Now therefore the Parties hereto hereby agree as follows:

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

1. The following documents attached hereto shall be deemed to form an integral part of this Agreement:

• Annexure - ‘A’ : Terms of Reference including Scope of Work; • Annexure - ‘B’ : Terms and Conditions of the Assignment

2. Further, the mutual rights and obligations of the Client and the Consultant shall be construed in the manner as set forth in this Work Order, in particular:

(a) the Consultant shall undertake and carry out the Assignment in accordance with the provisions of this Work Order; and

(b) the Client shall make payments to the Consultant in accordance with the provisions of the Work Order.

The Parties hereto have caused this Work Order to be signed in their respective names as of the day and year first above written.

Capitalized terms used but not defined in this Work Order shall have the meanings ascribed to them in Annexure ‘B’ hereto.

For and on behalf of APUIAML (‘Client’)

(Authorized Signatory)

For and on behalf of ……….. (‘Consultant’)

(Authorized Signatory)

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Annexure A

SCOPE OF WORK

Refer Section III: Terms of Reference

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

Annexure B

TERMS & CONDITIONS OF THE ASSIGNMENT

(1) Definitions

The following terms and expressions, unless defined otherwise or the context otherwise requires, shall have the meaning hereinafter respectively assigned to them:

(a) “Applicable Law” means all laws, brought into force and effect by Government of India or the state government including rules, regulations and notifications made there under, and judgments, decrees, injunctions, writs and orders of any court of record, applicable to this Work Order and the exercise, performance and discharge of the respective rights and obligations of the Parties hereunder, as may be in force and effect during the subsistence of this Work Order.

(b) “Assignment” means the work to be performed by the Consultant as per the scope of work defined in Annexure ‘A’ and according to the terms of this Agreement and shall specifically include provision of complete services with respect to Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project.

(d) “Client” shall refer to APUIAML.

(e) “Work Order” or “Agreement” shall refer to this Work Order made on the date hereof and signed by the Parties together with all Annexures hereto.

(f) “Effective Date” is …………… i.e. the date with effect from which the terms of this Agreement shall be deemed to have come into full force and effect.

(g) “Consultancy Fees” means the aggregate fees payable to the Consultant as a consideration for the services rendered towards the Assignment, and as more particularly detailed under clause 3 hereto

(h) “Party” shall refer to the Client or the Consultant, as the context may admit or require, and “Parties” shall collectively refer to both of the Client and the Consultant.

(2) Time Schedule for the Assignment

2.1 The Consultant shall adhere to the following time-schedule, which shall be computed from the Effective Date and may be extended, with the written consent of the Client as per the requirements of the Assignment: Sl. No. Deliverable Schedule (Start Date ‘T’) 1 Draft Report (including Economic Impact T + 45 days Assessment Model) 2 Final Report Within 15 days from clearance of Draft Report The period for the Assignment is 3 months

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

2.2 The time frame for the Assignment will be as above said to be reckoned from the Effective Date. The Parties agree that the above time frame would exclude the time taken by the Client for giving its inputs / comment / approval/ observation.

2.3 The Consultant shall submit all the Deliverables, hereinabove mentioned, as and when they become due. The draft reports to be submitted in 2 sets of hard copies while Final Reports (duly incorporating Client’s comments and suggestions) will be submitted in 2 sets of hard copies. The deliverables to be also submitted in a soft copy format.

(3) Consultancy Fees

3.1 The Consultant shall, as a consideration for the services rendered towards the Assignment, be entitled to an agreed fee (hereinafter referred to as the “Consultancy Fees”) for an aggregate amount of Rs. ……………… (Rupees …………….. Only) (as per definitions) plus applicable service tax.

3.2 The Consultancy Fees, as and when becoming payable as per terms hereof, shall be inclusive of manpower cost, cost of material, travel & all other related expenses, costs of deliverables (including out of pocket expenses) and shall be subject to deduction of tax at source as per the Applicable Laws.

Provided however that the Consultancy Fees shall always be exclusive of the applicable GST and the same will be paid to the Consultant by the Client against each invoice, so raised.

(4) Consultancy Fees Payment Schedule, Time Frame and Deliverables

4.1 Consultancy Fees Payment Schedule

The Consultant shall be entitled to the following Consultancy Fees upon approval of the corresponding milestone by APUIAML.

Sl. No. Deliverable % of Consultancy Cumulative Fee Consultancy Fee % of the Contract Agreement Value 1 Draft Report (including Economic 50%* 50% Impact Assessment Model) 2 Final Report 50%* 100%

4.2 The payment of Consultancy Fees to the Consultant, in the manner provided for under sub-clause 4.1 above, shall subject to the proviso herein below, be made by the Client, after the achievement of respective Milestones and submission of the respective invoices by the Consultant, against each of the respective Milestone so achieved, by the Consultant.

4.3 In case of delay in completion of the Deliverables/Milestones within the timelines, so respectively prescribed under sub-clause 2.1 herein above, a penalty equal to Rs. 2,500 Rupees Two Thousand and Five Hundred Only) per day subject to a maximum of 10 % of the total Consultancy Fees will be imposed and shall be recovered from payments due. However, in case of delay due to reasons beyond the control of the Consultant, suitable extension of time will be granted.

4.4 Statement of Final Bills – issue of no claim / no due certificate The Consultant shall furnish a No-Due declaration indicating that there are no balance dues from the Employer to him / his sub-vendor/ sub-Consultant / Agency along with the final bill and a No-Claim certificate declaring that there are no balance or pending claims from Employer towards the work order.

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(5) Relationship between the Client and the Consultant

The Consultant and the Client shall act on principal to principal basis at all times and there shall be no principal agent or master servant relationship between them. For avoidance of doubt, neither the Consultant nor the employees, agents or servants of the Consultant shall acquire the status of employee of the Client and they shall not be entitled to any insurance cover, pension, bonus or other benefit other than the Consultancy Fees payable hereunder from the Client.

(6) Labour Laws Compliance

6.1 (a) The Consultant shall employ its own competent, experienced staff/employees/personnel for the purpose of providing services towards the Assignment. (b) This Agreement does not and shall not be construed to create any employer-employee or principal–agent relationship between the Client and any employees, contract labour, representatives and personnel engaged by the Consultant in the performance of services towards the Assignment. (c) The Consultant, interalia, agrees that the services towards the Assignment shall be rendered in strict compliance with the provisions of all Applicable Laws. The Consultant shall make statutory payments / remittances, applicable tax deductions including service taxes etc. as are required to be made under labour related and other Applicable Laws. The Client reserves the right to recover from the Consultant or withhold any amounts payable to the Consultant towards discharge of any claim or statutory obligations arising out of the breach of any of the contract labour laws or other Applicable Laws by the Consultant, without prejudice to any of its rights and other remedies herein stated or available under other Applicable Laws. (d) The contract labour, if any, engaged by the Consultant shall be at their own risk and cost. The contract labour employed to render the services towards the Assignment in terms of these presents shall be paid by the Consultant, the wages in conformity with the applicable wages notified by the respective State Government/ authorities from time to time. The Consultant shall be solely responsible for payment of all wages, salaries and any expenses of the personnel employed including, without limitation, all amounts payable towards State employee insurance, provident fund, pension, or employment compensation, or any other payment to be made under the Applicable Law and/or otherwise to the professionals, technicians or workmen employed and/or contracted in relation to the provision of services towards the Assignment under this Agreement. (e) The Consultant shall, in timely manner, obtain and / or maintain the licenses, registrations, employment records, registers, certificates and other records and file returns as are required under various Act/ Rules / Regulations of the State Government in force or as amended from time to time and furnish proof of the same to the Client on demand. The Consultant shall abide by and comply with all the statutory requirements under the existing Central, State and local body regulations, laws or those made applicable from time to time, such as the Contract Labour (Regulations and Abolition) Act 1970, the Employees Provident Fund and (Miscellaneous Provisions) Act, 1952 and Payment of Gratuity Act, 1972, Employees State Insurance Act, 1948, Minimum Wages Act 1948, Payment of Wages Act 1936, Payment of Bonus Act 1965, Public Liability Insurance Act, 1991, respective State Shops and Establishments Act, and other labour related laws and regulations as are applicable and in force from time to time and all lawful orders made by the Competent Authority/authorities under the aforesaid Acts. The Consultant shall obtain requisite registrations, statutory permissions, licenses from concerned authorities and furnish proof of the same to the Client on demand. The Consultant shall have the absolute control and /or supervision on its employees / staff / contract labour there being no nexus of employment between the Consultant and the Client. The Client shall not be liable for any dispute, which may arise between the Consultant and its employees / contract labour. The Consultant shall itself regulate the engagement of its workers and their working conditions, providing statutory benefits, uniform, food etc. at its sole discretion in accordance with the Applicable Law.

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(f) During the validity of this Agreement, the Consultant shall be solely responsible for: (i) All acts and/or omissions by the workmen, technicians, contract-labor, contractors and other personnel engaged in the performance of the services towards the Assignment as set forth in this Agreement; (ii) Health, safety and security of the workmen, technicians, contract-labor, contractors and other personnel engaged in the performance of the services towards the Assignment as set forth in this Agreement; (g) The Consultant shall maintain proper books of accounts, registers, records, bills, invoices, receipts, vouchers etc in respect of the services performed towards the Assignment carried on by the Consultant and shall regularly cause proper entries to be made therein and of all other particulars and matters necessary thereto and furnish a certification of compliance thereof on demand by the Client. The Consultant shall make available such information and documents as may be required by the authorized representatives of the Client for verification. 6.2 The Consultant hereby agrees to indemnify and defend the Client and its representatives and employees, and hold the Client, its representatives, employees harmless from: (a) Against all and any claims or other lawsuits or proceedings, that may arise on account of breach of any of the applicable labour and other related laws and / or that may arise out of breach of any covenants of this Agreement including those arising out of any accident that may occur during or in relation to the services performed towards the Assignment as may be proceeded against the Client for any reason whatsoever and assume full responsibility for whatsoever including the payment of indemnification, penalties, attorneys’ fees, legal costs and other charges, if any; (b) Damages and losses caused by its negligent or intentional act or omission or any damages and losses caused by the negligent act of any third party or sub-contractor or agency engaged by Consultant; (c) Damages and losses resulting from the non-compliance with the obligations established hereunder; (d) Any environmental damages caused by it and/or its representatives or employees or employees of any third party or sub-contractor or agency engaged by the Consultant; (e) Breach (either directly by it or through its representatives and/or employees) of any representation and warranty declared herein by it; (f) Any and all claims, actions, suits, proceedings, taxes, duties, levies, costs, expenses, damages and liabilities, including attorneys’ fees, arising out of, connected with, or resulting from or arising in relation to this Agreement due to neglect, omission or intentional act of the Consultant.

(7) Insurance to be taken out by the Consultant

Not Applicable

(8) Intellectual Property Rights

All intellectual property rights including copyright over materials, reports, designs, drawings etc. (hereinafter referred to as the “Study Documents”) produced/made, by the Consultant, during the course of or in connection with the Project, shall rest with the Client absolutely with all title and interest. If required, the Consultant shall execute a suitable deed of assignment or any other document or deed, as may be deemed appropriate, in favor of the Client to that effect. The Client shall be free to use the Study Documents anywhere else, without incurring any liability or obligation, directly or indirectly towards paying any compensation/royalty or any other fees to the Consultant.

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(9) Accountability & Indemnification

9.1 The Consultant shall be responsible for accuracy of the data collected, by him directly or procured from other agencies/authorities, drawings, and all other details prepared by him as part of this Assignment. It shall indemnify the Client or other agencies/authorities against any inaccuracy in the work which might surface during implementation of the project. The Consultant will also be responsible for correcting, at his own cost and risk, the drawings including any re-survey / investigations and correcting layout etc. if required during the execution of the Assignment.

9.2 The primary responsibility of complying with all the requirements of the Applicable Laws/ local customs and practices shall be of the Consultant and the Consultant shall keep the Client (including its Directors, employees, agents and representatives) fully indemnified against all cost’s, charges, damages, penalties or litigation that may arise on account of any contravention or violation thereof.

9.3 In case of any dispute, controversy, litigation, public agitation etc. connected with the services or arising out of any matter connected with or incidental to the services performed by the Consultant under this Work Order or arising out of any violation, breach or contravention of any provision of applicable law / guidelines or regulations or directions by the Consultant or for any other reason (including violation or breach of any of the provisions of this Work Order), Consultant shall indemnify and keep indemnified and hold the Client and its directors, employees, authorized representatives, agents harmless from and against all costs, claims, damages, proceedings, liability, including fees paid to legal counsels etc. in this behalf.

9.4 The Consultant agrees, acknowledges and specifically undertakes that it shall ensure that any and all restrictions or limitations, if any, as per its Agreement with APUIAML made applicable (in terms of its appointment) by in connection with this Assignment, in order to avoid the probability of any conflict of interest situation or any other restriction, the same shall to the extent applicable to the Consultant, be adhered to and complied with by the Consultant without demur and the same shall for the purpose of this Work Order be deemed to be explicitly incorporated herein and the provisions pertaining to indemnification hereinabove contained shall apply mutatis mutandis to any breach by the Consultant of this clause 9.4.

(10) Force Majeure

10.1 A Force Majeure shall refer to the occurrence and subsistence of the following events which (i) is beyond the reasonable control of the Consultant; and (ii) the Consultant could not have prevented or overcome by exercise of due diligence; and (iii) prevents, restricts, delays or interferes the Consultant from performing any of its obligations/services towards the Assignment:

▪ Act of terrorism leading to unsafe working environment; ▪ Fire, explosion, cyclone, flood, radioactive radiation; ▪ War, revolution act of public enemies, blockage or embargo; ▪ Change in applicable law, through an order/proclamation/ordinance/demand etc, rendering the Assignment illegal; ▪ Requirements of any government or authority or perspective of any such Government including restrictive trade practice or regulation; ▪ Strike, shut down or labour disputes, which are not instigated for the purpose of avoiding obligations herein; ▪ Any event or circumstances of a nature analogous to any of the foregoing.

10.2 The Parties hereby agree that on confirmation of the occurrence of a Force Majeure event by the Client, the Consultant would be entitled to a proportionate extension of time schedules, as agreed to by the Client in writing, in respect of the balance Deliverables/Milestones.

10.3 In case the Force Majeure event subsists for a continuous period of more than fifteen (15) days, this Work Order /Agreement shall, unless otherwise agreed to by the Parties, stand revoked / terminated

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with no claims or liabilities, in respect thereof, on either Party; except those which would have accrued prior to the date of such termination/revocation.

(11) Termination

11.1 This Work Order shall come into force and effect on the Effective date and shall, unless terminated or extended by the Parties hereto, remain valid and effective for a term of 6 (six) months there from.

11.2 This Work Order may be terminated at any time by either Party, by giving a 7 (seven) days prior notice to the other Party, during the currency of the term of the Work Order. In case of such termination, the Consultant shall only be entitled to the amount due/remaining unpaid to him for the services performed by him till the date of such termination, subject to the Consultant handing over to the Client all deliverables, completed up to the date of termination, together with all paper work, reports and designs & drawings in respect of the same.

11.3 Upon termination of this Work Order pursuant to provisions hereof, or upon expiration of this Work Order, all rights and obligations of the Parties hereunder shall cease, except (i) such rights and obligations as may have accrued on the date of termination or expiration, (ii) the obligation of confidentiality set forth in Clause 13 hereof, and (iii) any right which a Party may have under the Applicable Law in India.

(12) Standard of Performance

The Consultant shall, towards the successful completion of the Assignment, perform its services and carry out all its obligations with due diligence, in accordance with generally accepted professional techniques and shall observe sound management practices. The Consultant shall always act, in respect of any matter relating to this Assignment or to the services, as advisors to the Client and shall at all times support and safeguard the Client’s legitimate interests in any dealings with third parties.

(13) Confidentiality

The Consultant, their sub-Consultant, and the personnel of either of them shall not disclose any proprietary or confidential information relating to the project, the services, this Assignment, or the Client’s business or operations without the prior written consent of the Client.

(14) Language

This Assignment shall be executed in English language which shall be the binding and controlling language for all matters relating to this assignment.

(15) Documents prepared by the Consultant to be the Property of the Client

All documents and reports in both hard and soft copies prepared / submitted by the Consultant in accordance with the Scope of Work and deliverables, shall become and remain the property of the Client and the Consultant shall not use the same for any purpose, other than those with respect to the Scope of Work and deliverables, without the written consent of the Client.

(16) Dispute Resolution

16.1 Any dispute between the Consultant and the Client as to matters arising out of or in connection with the Assignment and/or this Work Order or the interpretation thereof shall, by use of best efforts of the Parties, be settled amicably.

16.2 Any dispute between the Parties as to matters arising pursuant to this Assignment and/or this Work Order or the interpretation thereof which cannot be settled amicably within 10 (ten) days after receipt by one Party of the other Party's request for such amicable settlement may be settled by arbitration in

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project

accordance with the provisions of the Arbitration & Conciliation Act 1996 by a sole arbitrator, to be appointed jointly by the Parties. In case the Parties are unable to appoint the sole arbitrator within 30 (thirty) days of a request made by one of the Parties for appointment of the sole arbitrator, the Parties may initiate appropriate proceedings under Arbitration and Conciliation Act, 1996 for appointment of such arbitrator. The decision of the arbitrator shall be final and binding on the Parties. The Parties shall bear their respective costs of arbitration and the final sharing of the arbitration cost shall be as per the award given by the arbitrator.

16.3 The venue of such arbitration shall be Vijayawada only and the language of arbitration proceedings shall be English.

16.4 This Work Order and the rights and obligations of the Parties shall remain in full force and effect, pending the Award in any Arbitration proceedings hereunder.

(17) Governing Law & Jurisdiction

This Agreement/Work Order shall be construed and interpreted in accordance with and governed by the laws of India, and the courts at Vijayawada only shall have exclusive jurisdiction over matters arising out of or relating to this Agreement/Work Order.

(18) Communication & Correspondences

18.1 Communication in Writing

Any communication given or made under or in connection with the matters contemplated by this Work Order shall be in writing and in English.

18.2 Method of Service

Any communication shall be addressed as provided in clause 18.3 and, if so addressed, shall be deemed to have been duly given or made (unless it is obvious that it has not been) as follows: (i) if sent by personal delivery, upon delivery at the address of the relevant Party; (ii) if sent by registered post, 5 (five) days after dispatch.

18.3 Address for Communication The relevant addressee, address and Phone numbers of the Parties for the purposes of this Work Order shall be:

If to the Consultant: Party : Kind Attn : Address : Phone : E-mail :

If to the Client: Party : Andhra Pradesh Urban Infrastructure Asset Management Limited, Kind Attn: : Mr. Prakash Gaur, Chief Executive Officer, Address : 4th floor, NTR Administrative Block, Pandit Nehru Bus Station, Vijayawada 520 013 Andhra Pradesh Ph No. : 9909961323 E-Mail : [email protected]

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18.4 Change of Address

A Party may notify the other Party of a change to its name, addressee, address and telex, E-mail provided that such notification shall only be effective on:

(i) The date specified in the notification as the date on which the change is to take place; or

(ii) If no date is specified or the date specified is less than five (5) days after the date on which notice is given, the date falling five (5) days after notice of any such change has been given.

(19) Miscellaneous

19.1 Entire Agreement

This Work Order constitutes a complete and exclusive statement of the terms of the agreement between the Parties on the subject hereof, and no amendment or modification hereto shall be valid and effective unless such modification or amendment is agreed to in writing by the Parties and duly executed by persons empowered in this behalf by the respective Parties. All prior written or oral understandings, offers or other communications of every kind pertaining to this Work Order stand hereby abrogated and withdrawn.

19.2 Severability If at any time any provision of this Work Order is or becomes illegal, invalid or unenforceable in any respect under the law of any jurisdiction that shall not affect or impair:

(i) The legality, validity or enforceability in that jurisdiction of any other provision of this Work Order; or (ii) The legality, validity or enforceability under the law of any other jurisdiction of that or any other provision of this Work Order.

19.3 Change in Applicable Laws

Any increase or decrease in the cost or reimbursable expenses incurred by the Consultant in performing the services towards the Assignment after the Effective Date due to any change in the Applicable Law with respect to taxes (excluding GST) and duties on the subject matter of this Assignment or in relation thereto, shall be exclusively borne by the Consultant and no corresponding adjustments shall be made to the ceiling amount specified in Clause 3.1.

19.4 Modifications & Variations

Any modification or variation of the terms and conditions of this Work Order, including any modification or variation of the scope of the Assignment, can only be made by written agreement between the Parties. However, each Party shall give due consideration to any proposals for modification or variation made by the other Party.

19.5 Good Faith

The Parties undertake to act in good faith with respect to each other’s rights under this Work Order and to adopt all reasonable measures to ensure the realization of the objectives of this Work Order.

Request for Proposal for Consultancy Services for Economic Impact Assessment for Visakhapatnam Sewerage and Recycled Water Project