Notice Inviting Rfprrrr Bsnl

NOTICE INVITING RFPRRRR BSNL REQUEST FOR PROPOSAL (RFP)

SELECTION OF PARTNER FOR SETTING UP MANUFACTURING

FACILITIES FOR SOLAR POWER SUPPLY SYSTEM COMPRISING SPV MODULES,

FLOAT CHARGER & OTHER RELATED EQUIPMENTS / ITEMS

AT TELECOM FACTORY, BHILAI

(Through e-tender bidding process)

RFP NO. : - CA/Ent- TF/SPV-TF-BHILLAI/RFP-492/2014 issued on 28/11/2014

BHARAT SANCHAR NIGAM LIMITED

(A Government of India Enterprise)

MMT Section, Bharat Sanchar Bhawan,

Janpath, New Delhi-110001

Visit us at www.bsnl.co.in

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL INDEX

PART - I (ELIGIBILITY CUM TECHNICAL BID)

Sl. PAGES DETAILS No. From To

1. INDEX

2. SECTION - I : Notice Inviting Request for Proposal. 3 9

3. SECTION - II :Terms & Conditions of RFP 10 30

4. ANNEXURE – I : Turnover in the last three financial years 31 31

ANNEXURE – II: PROFORMA FOR PERFORMANCE BANK 5. 32 33 GUARANTEE

ANNEXURE – III : Proforma for Declaration by the Bidder for 6. submitting bid on the RFP document downloaded from the 34 34 Website

7. ANNEXURE – IV : Proforma for Near Relationship Certificate 35 35

8. 36 36 ANNEXURE – V: Proforma for A C C E P T A N C E 9. ANNEXURE – VI: BIDDER’S PROFILE 37 38

ANNEXURE – VII: CONDITIONS APPLICABLE FOR 10. 39 39 PARTICIPATION OF CONSORTIUMS OF COMPANIES IN RFP

ANNEXURE – VIII : PROFORMA FOR BANK GUARANTEE FOR 11. 40 40 EMD

ANNEXURE – IX: UNDER-TAKING (To be submitted by all 12. 41 41 members of Consortium)

13. ANNEXURE-XI : SPECIAL INSTRUCTIONS FOR E-TENDERING 44 49

PART – II (FINANCIAL BID)

1. ANNEXURE-X :Financial Bid Proforma 42 43

SECTION-I

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL Part I - ELIGIBILITY CUM TECHNICAL BID

NOTICE INVITING REQUEST FOR PROPOSAL ( RFP )

1.1 Bharat Sanchar Nigam Limited (BSNL), a wholly owned Public Sector Enterprise of the Govt. of India, is a leading Telecom Service Provider in India with pan India presence (except in Delhi & Mumbai Metro City Service Areas) along with the dominant market share in the Landline Telephony, Cellular Mobile Telephony, Internet & Broad Band services etc.

1.2 Telecom Factories are in-house production units of BSNL and are engaged in the production of variety of Telecom Equipment / items. BSNL Telecom Factory, Bhilai, Chhatisgarh spread over 49.5 acres, is located in the Heavy Industrial Area at Hathkhoj developed by the Chhatisgarh State Industrial Corporations (CSIDC) on Kolkata – Mumbai East-West corridor of National Highway. The Unit is having separate Engg.- cum-Administration Block, Production shops, Stores & Godowns , Testing Labs & other regular factory infrastructure with adequate support utilities like water, electricity etc.

1.3 Govt. of India has recently unveiled National Electronic Manufacturing Policy as well as National Telecom Policy which lay special emphasis on indigenous manufacturing of Electronic / Telecom Equipments & products. Govt. has also made very ambitions Plans to aggressively accelerate the Solar Energy Program under Jawahar Lal Nehru National Solar Mission DOT has already issued guidelines for promoting green power for Telecom Installations in a time bound manner. Keeping these policies in mind BSNL intends that various Electronic Telecom equipments and other related products having demand are manufactured in its Telecom Factories with an aim to generate revenue by targeting the markets available in India & abroad. To optimally utilize the aforesaid Telecom Factory infrastructure & manufacturing facilities, BSNL is desirous of selecting suitable manufacturer(s) who may be interested to start manufacturing of their products in India using above said infrastructure without having to go for a Greenfield project infrastructure.

1.4 BSNL intends to offer its premises at TF Bhilai, Chhatisgarh for manufacturing of latest technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items for Telecom / Non-Telecom Applications as per the scope of work mentioned in para 3.0 Sec. II. It is envisaged that around 30% of the annual requirement of BSNL for these items shall be met from this venture to be set up at Telecom Factory, Bhilai.

1.5 BSNL therefore invites online digitally sealed Request for Proposal (RFP) from prospective eligible bidders to be a Partner in this endeavor. The successful bidder will be required to enter into an agreement / contract with BSNL for this. For aforesaid purpose: 1) Online digitally sealed ‘REQUEST FOR PROPOSAL (RFP) are invited on behalf of CMD, BSNL for selection of partner for setting up manufacturing facilities for latest technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items for Telecom / Non-Telecom Applications at BSNL Telecom Factory, Bhilai, Chattisgarh, in Single Stage Bidding & Two Stage Opening using two electronic envelopes ( Eligibility cum Page 3 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL Technical Bid & Financial Bid) from the eligible bidders in the prescribed Bid document up to 1130 hrs on the date mentioned below.

2) The bid document can be downloaded from www.bsnl.co.in . The same document shall be made available on e-tendering portal (https://www.tcil-india-electronictender.com), after release of clarifications to pre-bid queries of bidders, if any, or by 22/12/2014 and up to penultimate date of the last date of submission of RFP. The cost of the RFP document @Rs. 5,000/- (Rupees Five Thousand only) including all taxes shall be payable in the form of Demand Draft drawn on scheduled Indian bank in favour of AO [Cash], BSNL Corporate Office, payable at New Delhi at the time of submission of bids, failing which the online bids shall be rejected. 3) In case of any correction/ addition/alteration/omission found in the document submitted by the bidder vis-à-vis the document available on website, the bid shall be treated as non-responsive and summarily rejected.

4) Eligibility Criteria:- The intending bidder will submit the online bid document in electronic tendering system along with the scanned attested copies of the documents fulfilling the following eligibility criteria :-

(i) The bidder or its Parent Company of which the bidder is a subsidiary shall either be an Indian Company registered under Companies Act 1956 or a foreign company incorporated outside India under their respective laws or a Consortium of companies fulfilling the conditions prescribed in Annexure-VII. In case of consortium, the partners will have to give undertaking as mentioned in the Annexure-IX. In case of foreign company declared a successful bidder, they will have to form an Indian subsidiary & register under Indian companies Act 1956 (this agreement will be signed between BSNL and Indian subsidiary only).

(ii) The bidder or its parent company of which the bidder is a subsidiary or Lead Member of consortium of companies shall have a minimum annual turn over of Rs. 60 Crore (US $ 10 Million) each during last three years. The audited balance sheet/ Profit & Loss accounts of the last 3 years shall be enclosed as supporting documents. The turn over mentioned in these criteria shall not include business other than Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations . The bidder, who is not exclusively in manufacturing of Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations shall submit the component of their turnover attributable to manufacturing and supply duly certified by Chartered Accountant. (iii) (a) The bidder or its parent company of which the bidder is a subsidiary or Lead Member of consortium of companies shall have the experience of Manufacturing & Supplying of Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations for various Telecom/Non-Telecom Applications for a minimum period of five years. (b) Certificate of Performance from minimum three customers to whom these products have been supplied, must be submitted.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL (iv) The bidder or its parent company of which the bidder is a subsidiary or Lead Member of consortium of companies should be Original Equipment Manufacturer (OEM) of latest technology Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations for Telecom /Non-Telecom Applications.

(v) The bidder should be an ISO 9001:2008 Certified company. (vi) Any of the Indian subsidiary company, which is seeking qualification on the financial strengths of its parent company, would have to give a written undertaking from the parent company that it would bear all financial or contractual liabilities of the subsidiary with regard to this enquiry and subsequent contract which may be entered into between the subsidiary and BSNL. (vii)The bidding company should not have been barred, blacklisted or banned from having business dealings with / by any of the Government Agency. The bidder has to give an undertaking, duly signed by the authorized signatory to this effect. If the undertaking is found to be false at a later date, after the Selection of Partner, the said selection is liable for termination with immediate effect without any notice.

5) The cost of the RFP document is to be submitted offline in the manner prescribed in para ‘2’ above and the scanned copy of the same to be uploaded along with the RFP Bid. Further, a declaration thereof as per Annexure VII shall also be furnished in the bid.

6) Bid Security : The bidder shall furnish an Earnest Money Deposit (hereinafter called EMD) along with their proposal of amount Rs.25,000,00/- (Rs. Twenty five Lakh only). EMD in original shall be submitted offline to the AGM (MMX), 2nd Floor, BSNL CO, New Delhi-110001 before closing time on date as mentioned below and a scanned copy of the same shall also be uploaded with the RFP bid.

Kindly refer clause 10 of Section-II for modes of submission of EMD.

7) Schedule of Bidding Process : Details for obtaining the prescribed Bid document, receipt and opening thereof shall be as follows:- S. N. Stage Time & Date A Start date of availability RFP Document on 28/11/2014 $ BSNL website and e-tender portal B Date & time of pre-bid conference 10/12/2014 at 15:30 Hrs * C Last date for receipt of queries from bidders 12/12/2014 D Start date of availability RFP Document on e- 22/12/2014 $ tender portal for starting online bid submission. E Last date for download of RFP document Upto one day prior to last from e-tender portal date of submission of bids F Last date and time for receipt of sealed bids Up to 1130 hrs on (both techno-commercial & Financial). 09/01/2015 G Time and date for opening of Eligibility cum 1200 hrs on the last date of Technical Bid. receipt of the bids i.e. 09/01/2015 Page 5 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL H Time and date for opening of financial bid. Will be intimated after evaluation of Eligibility cum Technical bid. I E-forward auction Will be intimated after evaluation of financial bid. Note * - Details shall be confirmed in due course of time through our website. $- RFP document shall be uploaded on BSNL website first and then after release of clarifications to pre-bid queries, if any, the same document will be made available on e-tender portal ETS.

8) The RFP should be submitted online in electronic tendering system in the following manner:- I. The RFP should be submitted On-line in two Bid system in two parts namely Technical Bid Part and Financial Bid Part along with electronic form.

II. The Part-I, i.e. Eligibility cum Technical Bid should contain the scanned copy of Earnest Money, digitally signed complete prescribed Bid document, scanned copies of the payment instrument towards cost of RFP document, detailed project report (DPR)for setting up manufacturing facilities for latest technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations for Telecom/Non-Telecom Applications indicating details about the Type of SPV Chips & Cell Modules , Technology proposed to be used in manufacture of Solar Power Supply Systems, projected sales turnover over minimum five year period, IRR, anticipated business and market viability etc., the ‘Declarations’ as prescribed in the RFP document, the asked for details in the prescribed proformas, scanned self attested copies of the documents/testimonials/certificates meeting the eligibility conditions and the power of attorney, if any.

III. The Part-II, i.e. Financial Bid should contain Financial bid duly filled up in the prescribed Proforma, digitally signed and encrypted. IV. Any deviation from the above manner shall render the bid liable for the rejection. 9) The Eligibility-cum-Technical Bid will be opened online, in the online presence of the bidders. The bidders or their authorized representatives can also attend the event at BSNL office located at BSNL CO, Janpath, New Delhi – 110001 as per schedule.

10) Financial bid (of only those bidders who qualify in Eligibility-cum-Technical bid) shall be opened online in the online presence of the authorized representatives of the bidders. 11) In case of the attested copies of the documents/testimonials/certificates, original copies thereof should be produced by the bidder on demand before opening of the Financial Bid.

12) The bid in which any of the prescribed conditions are not fulfilled is liable to be summarily rejected.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL 13) The bidder is advised to acquaint himself with the work specified in the prescribed RFP document and to satisfy himself by carefully examination before submitting his bid as nature of the work involved, nature and magnitude of the work and to make local and independent enquiries and to obtain complete information as to the matters and things referred to or implied in the RFP document or having any connection therewith, and to consider the nature and extent of all the probable and possible situations, delays, hindrances or interferences to or with the execution and completion of the work to be carried out under the contract, and to examine and consider all other matters, conditions and things and probable and possible contingencies, and generally all matters incidental thereto and ancillary thereof affecting the execution and completion of the work and which may influence him in making his bid. A bidder shall be deemed to have full knowledge of the work whether he inspects it or not and no extra charges consequent on any misunderstanding or otherwise shall be allowed. Submission of the bid by a bidder implies that he has read this notice and all other contract documents and has made himself aware of the scope of the work to be done and local conditions and other factors having bearing on the execution of the work.

14) However, it should be clearly understood that any cost incurred for collection of preliminary information, for preparation of the proposal, for attending the pre- bid conference or for any subsequent negotiations will not be reimbursable.

15) Canvassing whether directly or indirectly, in connection with the bids, is strictly prohibited and the bid of the bidders, who resort to canvassing, will be liable to rejection.

16) The competent authority on behalf of Bharat Sanchar Nigam Limited reserves with himself the right of accepting the whole or any part of the bid and the bidder shall be bound to perform the same in accordance with the amount quoted by him in the bid/proportionate amount worked out with mutual consent at the time of acceptance.

17) The bidder should give a certificate that none of his/her near relative, as defined below, is working in the units where he is going to apply for the tender. In case of limited company the certificate will be given by all the Directors of the company excluding Government of India/Financial institution nominees and independent non-official part time Directors appointed by Govt. of India or the Governor of the state and full time Directors of PSUs both state and Central. Due to any breach of these conditions by the company or firm or any other person the tender will be cancelled and Bid Security will be forfeited at any stage whenever it is noticed and BSNL will not pay any damage to the company or firm or the concerned person. The Company or firm or the person will also be debarred for further participation in the concerned unit.

The near relatives for this purpose are defined as:- (a) Members of a Hindu undivided family. (b) They are husband and wife.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL (c) The one is related to the other in the manner as father, mother, sons(s) & Son’s wife (daughter in law), Daughter(s) and daughter’s husband (son in law), brother(s) and brother’s wife. Sister(s) and sister’s husband (brother in law). The format of the certificate is given at Annexure IV.

18) The competent authority on behalf of Bharat Sanchar Nigam Limited do not bind himself to accept the lowest or any other bid and reserves to himself the authority to reject any or all of the bids received without assignment of a reason. All the bids, in which any of the prescribed condition including that of conditional rebate is put forth by the bidder, shall be summarily rejected.

19) The bid shall remain open for acceptance for a period of 120 days from the last date of submission of bid. If any bidder withdraws his bid before the said period or issue of letter of acceptance/intent, whichever is earlier, or, makes any modifications in the terms and conditions of the bid then the BSNL shall, without prejudice to any other right or remedy, be at liberty to forfeit the said earnest money as aforesaid.

20) The successful bidder shall, upon issue of letter of acceptance of their bid, be required to furnish Performance Guarantee @ 5% of the bid amount, in the form of Bank Guarantee of any Scheduled Indian Bank in prescribed proforma to BSNL,CO (Annexure-VIII) within 15 days of the issue of letter of acceptance of their bid by the BSNL. In the event of failure on the part of the successful bidder to furnish the Performance Bank Guarantee within 15 days, the earnest money deposit will be forfeited and their bid be cancelled. The PBG shall be initially valid for a period of 180 days beyond the stipulated date of completion of the work. In case the time for completion of the work gets enlarged, the Partner shall get the validity of the Performance Bank Guarantee extended, at his own cost, to cover such enlarged time for completion of work.

21) This RFP with any amendment issued there to shall form part of the contract agreement of the work.

22) The letter of acceptance shall be issued first in favour of the successful bidder. After submission of the performance bank guarantee, the letter for award of work shall be issued. The contract shall be deemed to have come into effect on issue of letter of acceptance of the bid. On issue of the letter of award, the successful bidder shall within 15 days from such date, formally sign the agreement. After signing of the Contract Agreement, no variation in or modification of the term of the Contract shall be made except by written amendment signed by the parties.

23) The RFP document/forms shall not be issued by post/courier. Further, Bids shall not be received by post/courier/fax.

24) In case of any queries in respect of this RFP document, kindly contact or submit the same to following officers latest by 12/12/2014:

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL BSNL’s Contact Person-1 Mr. M.S.Shekhawat, AGM(MMX) Telephone/ Mobile 011-2303 7172 E-mail ID [email protected]

BSNL’s Contact Person-2 Mr. Manoj Jain, DM(MMX) Telephone/ Mobile 011-2303 7172 E-mail ID [email protected]

File No: CA/MMT/11-32/2014(TF Cell) Dated 28/11/2014

AGM(MMX) BSNL Corporate Office, Janpath, New Delhi

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL SECTION-II

TERMS AND CONDITIONS OF REQUEST FOR PROPOSAL 1. INTRODUCTION:

Bharat Sanchar Nigam Limited (BSNL), a wholly owned Public Sector Enterprise of the Govt. of India, is a leading Telecom Service Provider in India with pan India presence (except in Delhi & Mumbai Metro City Service Areas) along with the dominant market share in the Landline Telephony, Cellular Mobile Telephony, Internet, Broad Band services etc. and having adequate manufacturing infrastructure in its in-house production units located at 7 places in the country including one at Bhilai. BSNL Telecom Factory, Bhilai, Chhattisgarh is located in the Heavy Industrial Area developed by Chhattisgarh State Industrial Corporation (CSIC) on Mumbai- Kolkata National Highway known as East-West Corridor.

It is 25 Km. from Raipur, the Capital of Chhattisgarh state and around 45 Km. from Raipur Airport having flights to Delhi, Mumbai, Kolkata, Chennai Hyderabad daily. The Mumbai-Howrah Main Railway line passes through Bhilai. The Unit is having separate Engg.-cum-Administration Blocks, Production shops, Stores & Godowns , Testing Labs & other regular factory infrastructure with adequate support utilities like water, electricity etc. In order to optimally utilize the infrastructure available at TF Bhilai, BSNL is desirous of selecting suitable partner who may be interested to start manufacturing of latest technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations for Telecom /Non-Telecom Applications in India using spare infrastructure without having to go for a Greenfield Project Infrastructure.

BSNL therefore, invites sealed Request for Proposal (RFP) from reputed firms for selection of partner for setting up manufacturing facilities for latest Technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations for Telecom /Non-Telecom Applications at BSNL Telecom Factory, Bhilai, Chhattisgarh.

2 . DEFINITIONS:

Unless the context otherwise requires, the following terms whenever used in this RFP and Contract have the following meanings:

(a) “RFP” (Request for Proposal) shall mean proposal submitted by bidder in response to the RFP issued by BSNL for selection of partner for setting up manufacturing facilities for latest technology Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations for Telecom / Non- Telecom Applications at BSNL Telecom Factory, Bhilai, Chhattisgarh.

(b) “The Bidder” means the entity which participates in the RFP and submits its bid.

(c) “BSNL” means Bharat Sanchar Nigam Limited, having Regd. & Corporate office at Bharat Sanchar Bhawan, H.C. Mathur Lane, Janpath, New Delhi-110 001.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL (d) “Competent Authority” means the CMD, BSNL, New Delhi.

(e) “ Agreement” means the Agreement signed by the parties along with the entire documentation specified in the RFP. (f) “Committee” means committee constituted by CMD, BSNL, for evaluation of RFP. (g) “ Proposals” means proposal submitted by bidders in response to the RFP issued by BSNL for appointment of Partners. (h) “Government” means the Government of India. (i) “Effective date” means the date on which the Agreement comes into force and effect. (j) “Applicable Law” means the laws and any other instruments having the force of law in India as they may be issued and in force from time to time. (k) “TF” means Telecom Factory, the in-house productions unit of BSNL. (l) “ Day” means calendar day (m) “Partner” means successful bidder selected on the basis of this RFP 3. SCOPE OF WORK/ RESPONSIBILITY OF PARTNER & BSNL:

3.1 SCOPE OF WORK (i) Successful bidder would be required to set up complete manufacturing facility for manufacturing of latest technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations for Telecom /Non-Telecom Applications. They will be required to bring in Technology, Plant and Machinery, Test equipments required, Supervisory Manpower and all raw materials/components including software.

(ii) The Production , Supply , Sales & Marketing and after sales service within BSNL or outside BSNL if any, shall be done by the successful bidder only.

(iii) Such manufactured equipments/items shall be supplied to BSNL field unit at the Last Procurement Price (within 1 year) or at a negotiated price (downwardly) to be decided and agreed by both parties. In case the sale price to external customer is lesser than such price then lower of the two shall be applicable to supplies made to BSNL. In case of non-availability of last procurement price (within one year) the price at which supply will be made to BSNL units, will be decided mutually by BSNL and Partner taking into consideration the current market price, last available procurement price of BSNL. Procurement price of other PSU / Govt. Departments etc. For sales to external customers, the partner will be free to decide the pricing of their products.

(iv) The partner shall pay BSNL the usage charges for the infrastructural facilities used, cost of BSNL Labour / staff engaged on actual basis and a percentage of Sales Turnover as per terms & conditions of the RFP. The infrastructure usage charges will increase every year at the rate of 5% of the amount indicated in the Clause 3.3 in this RFP. 3.2 RESPONSIBILITY OF PARTNER: Page 11 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL (i) Successful bidder as a Partner would be required to set up complete manufacturing facility for manufacturing of latest technology Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations for Telecom /Non-Telecom Applications. He will be required to bring in Technology, Plant and Machinery, Test equipments required, Supervisory Manpower and all raw materials/components including software. (ii) The Production, Supply, Sales & Marketing and after sales service within BSNL or outside BSNL if any, shall be done by the Partner. They will be free to market their product so manufactured globally and to render pre-sales and post sales services also.

(iii) The workforce required for Receiving, Material handling, Assembling, Manufacturing, Testing, Store, Packing and Dispatch etc. of Solar Power Supply Systems except those at Managerial Level and Specialized manpower required, if any, would be taken from Telecom Factory, Bhilai to the extent found suitable by partner after due screening. However the partner would attempt utilizing minimum 50% of the total required manpower in the various activities of the factory. In case BSNL is unable to spare the required manpower, they can be engaged from the external market by the partner. The Partner would pay the cost of this workforce to BSNL on actual basis on monthly basis. The indicative emoluments of BSNL employees are as under:-

Grade Indicative average Emoluments per Month (in Rs.) including leave salary and pension contribution. Executive 62274 Non-Executive Chargeman 35333 Technician I 31322 Technician II 28820 Asstt. Technician 26085 Shraimik 21022 (iv) To bring in required Supervisory and Managerial manpower and specialized manpower, if any, for operating its specialized machines & carry out specialized activities. (v) Suitable training to TF workmen/staff if required will be arranged by the Partner at TF premises or their own, free of cost. The TA/DA expenses of BSNL staff however will be borne by BSNL. (vi) The Partner shall be the OEM of latest technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations and also be responsible for technology up- gradation in line with international standard if any during the period of agreement.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL (vii) The successful bidder would obtain all requisite registration and approval as required under various Central/ State Laws/ Acts like Factory Act, Control of Pollution Act, Central Excise Act, Central Sales Tax Act , Environment Protection Act or any other applicable / relevant Law/ Act.

(viii) The partner shall comply with all laws/rules and regulations w.r.t. factories act Labour laws, Taxation laws, Environment Protection acts etc. wherever applicable and indemnify BSNL against any loss whatsoever on account of the same. (ix) The Partner shall comply with the provisions of Excise, Service Tax and all other taxation laws wherever applicable to them and indemnify TF against any loss on account of same. (x) The Partner shall comply with all the statutory requirements wherever applicable to them for engaging Labour and execution of any part of the work within the TF. The Partner shall solely be responsible for any dispute/complaint before the statutory authorities for non-compliance of any requirements on their part under the law. (xi) The Partner will make payments to Telecom Factory for the infrastructural facilities used as per the rate indicated in Clause 3.3 of this RFP, actual cost of BSNL manpower engaged and revenue sharing as a percentage of sales Turnover as per terms & conditions of this RFP. The energy charges will be borne by Partner as per Actuals. Stand by Power / Power Back up will have to be arranged by the Partner and all related expenses will be borne by them. (xii) The Partner will maintain strict confidentiality regarding all the aspects of this venture including those about the product & processes existing in the factory and no information on this will be passed on to others without prior & written permission from the BSNL. (xiii) In case of injury/loss (incidental to material handling, manufacturing and associated works) to the persons engaged by the Partner within the Factory premises, the Partner shall compensate as per the statutory provisions e.g. Factory Act, Contract Labor Act, and any other Act/Rules. (xiv) Any subsequent up-gradation/augmentation of infrastructure and its maintenance shall be done by the Partner, if agreed by BSNL. (xv) The Partner shall also be responsible for any loss (as determined by BSNL TF) caused to the infrastructure of BSNL during manufacturing.

3.3 RESPONSIBILITY OF BSNL (i) Telecom Factory, Bhilai shall provide Infrastructural facilities such as Work Place, Electricity, Water and other utilities in usable condition. The infrastructure being offered by BSNL is as under:

SN Head Availability Applicable Infrastructure charge rate. 1 Covered Area 1500 Sq. Meter Rs. 299.16/- per Sq. Meter per month 2 Open Area 5000 Sq. Meter Rs. 52.58/- per Sq. Meter per month 3 Power (KVA) As per actual requirement As per Actuals within the sanctioned load of 250 KVA.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL Additional open /covered areas can be provided if required by the Partner in future at the same rate or market rate whichever is higher and at terms & conditions mentioned above.

(ii) BSNL shall provide the required manpower (except the specialized manpower to be brought by the partner) as indicated above in Responsibilities of Partner.

(iii) BSNL can also offer its residential quarters in the adjoining Campus for the staffs hired by the Partner from the market on the standard rental charges and guidlines decided by BSNL BW Cell, Corporate Office from time to time.

(iv) BSNL may procure 30% of its annual requirement of the Telecom Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations manufactured by the partner in the Telecom Factory. Successful bidder will fulfill the BSNL requirement if any, before supplying the manufactured products to others.

4. ELIGIBILITY CRITERIA :- As per Clause 4 of Section-I of RFP document.

5 SALE OF REQUEST FOR PROPOSAL DOCUMENT : Kindly refer clause 2 of Section-I of RFP document.

6. APPLICATION FOR SUBMISSION OF RFP

(The bidder shall be required to submit the following application online along with the RFP)

To, DGM (MMT) BSNL, CO, New Delhi-110001 Sub: Submission of RFP for selection of partner for setting up manufacturing facilities for latest technology Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations for Telecom /Non-Telecom Applications at Telecom Factory, Bhilai. Dear Sir,

I/We have read and examined the RFP document, terms and conditions thereof and other documents and Rules referred to in the bid and all other contents in the RFP documents for the consultancy. I/We hereby submit our Proposal for setting up manufacturing facility for latest technology Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations for Telecom /Non-Telecom Applications as per the stated scope of work within the specified time schedule. I/We hereby deposit a sum of Rs………../-(Rupees. ………… only) as earnest money deposit in the prescribed manner. I/We hereby submit all the documents mentioned in the RFP document.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL Further, I/We submit details of our turnover from supply of various types of Batteries in last three financial years. I/We agree to keep the bid open for ------( ) days from the date of opening of RFP thereof and not to make any modifications in its terms and conditions. If, I/We withdraw my/our bid before the said period or before issue of letter of acceptance, whichever is earlier, or makes any modifications in my/our bid, BSNL shall without prejudice to any other right or remedy, be at liberty to forfeit the earnest money absolutely. Further, if I/We fail to submit the performance guarantee in the prescribed period after issue of letter of acceptance of the work within the specified time period, I/We hereby agree that BSNL shall without prejudice to any other right or remedy, be at liberty to forfeit the said earnest money absolutely otherwise the said earnest money shall be retained by the competent authority on behalf of BSNL towards Performance Guarantee to execute all the works referred to in the RFP document upon the terms and conditions contained or referred to therein.

I/We hereby declare that I/We treat the RFP document, drawings and other records connected with the consultancy as secret / confidential documents and shall not communicate information / derived there from to any person except to whom, I/We may be authorized to communicate the same or use the information in any manner prejudicial to the interest of the BSNL

I/We agree that should I/We fail to commence the work specified in the above memorandum, an amount equal to the amount of the performance guarantee and earnest money mentioned in the form of invitation of Request for Proposal shall be absolutely forfeited to the BSNL and the same may at the option of the competent authority on behalf of the BSNL be recovered without prejudice to any right or remedy available in law out of the deposit in so far as the same may extend in terms of the said bond and in the event of deficiency out of any other money due to me/us under this contract or otherwise. I/We agree that this contract is subject to jurisdiction of Court at New Delhi only (Where the Notice for RFP has been issued). The information in respect of work in hand is as per Proforma enclosed. Seal of Bidder Signature of the Bidder

Postal Address: Place: Date: Witness: Address: Occupation:

7. INSTRUCTIONS / GUIDELINES

a) The scope of work has been provided in Section-II, Clause-3. Since the information is indicative in nature, the Bidder shall be required to gather the requisite information. In addition to above, Bidder shall also be required to be aware of all the latest statutory provisions needed to carry out the activities as per Scope of Work.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL b) The intending bidder must use only the prescribed Proforma for the RFP document issued by BSNL or download from the website www.bsnl.co.in or e-tender portal (in the same form in A4 size paper). c) The intending bidder shall quote their Minimum Annual Assured Sales Turnover/percentage of Annual sales turnover for revenue sharing on LUMP SUM in the prescribed Proforma of Financial Bid (Part-II of RFP). Applicable taxes, if any, should be quoted separately. d) A Pre-Bid Conference shall be held on 10/12/2014 at 15.30 hours in the Conference Hall, 9th Floor, Bharat Sanchar Bhawan, BSNL, Corporate Office, New Delhi- 110001 or at any other designated place (which shall be confirmed through our website). Clarifications, if any, shall be made during the Pre-Bid Conference. During the Pre-Bid Conference, intending bidders may make suggestions also which may be considered if found appropriate. BSNL’s response as well as the clarifications sought will be uploaded on BSNL Web site. On conclusion of the Pre-Bid Conference, necessary clarifications shall be issued, if required. e) Submission of the bid by a bidder would imply that he has carefully read, understood and agreed to the terms and conditions contained in the RFP document. As far as possible, the bidder shall consider information provided in this RFP for preparing the technical & financial offers. However, it is strongly recommended that bidders carry out their own due diligence and make their own assumptions for preparation and submission of the respective proposals. f) No conditional bid including conditional rebate shall be accepted. Conditional bid will be liable to be summarily rejected. g) The RFP /bid for the work shall remain open for acceptance for a period of One Hundred and Twenty (120) days from the last date of submission of bid, which may be extended, if required, by mutual agreement and the bidder shall not cancel, alter terms and conditions or withdraw the offer during this period. h) Canvassing in any form whether directly or indirectly, in connection with bid, is strictly prohibited and bid of the Bidder found to be canvassing, will be liable to rejection. i) Bharat Sanchar Nigam Limited do not bind himself to accept the highest or any other bid and reserves to itself the authority to reject any or all of the bids received without assignment of a reason. All the bids, in which any of the prescribed condition including that of conditional rebate is put forth by the bidder, shall be summarily rejected.

j) BSNL reserves the right to accept or reject any Proposal, and to annul the selection process and reject all RFP at any time prior to award of contract, without thereby incurring any liability to the affected bidder(s) or any obligation to inform the affected bidder(s) of the grounds for such decision.

k) In case holiday is declared on the dates of receipt/opening of RFP, the date shall be deemed to be extended to the next working day unless otherwise stated.

l) References, information and certificates/documents (only duly attested copies to be submitted) from the respective clients / customers submitted in compliance of terms and conditions of the RFP document should be duly signed by the authorized signatory or wherever prescribed. Page 16 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL m) On acceptance of the bid, the name of the accredited representative(s) of the successful bidder, who would be responsible for taking instructions from the BSNL, shall be communicated in writing to the BSNL. n) The bidder shall be deemed to have satisfied himself before bidding as to the correctness and sufficiency of his bid for the works and the quoted amount except as otherwise provided, cover his entire obligation under the contract and all matters and things necessary for proper completion of the work. o) The successful Bidder shall be required to execute an agreement on non-judicial stamp paper with the BSNL within 15 days of issue of letter of Selection by the BSNL. p) The stamp duty payable under the law in respect of this agreement shall be borne by the Partner. q) The works to be executed under the contract shall be executed under the direction and subject to the approval in all respect of the In-charge from BSNL who shall be entitled to direct at what point or points and in what manner they are to be commenced, and from time to time carried on. r) The BSNL shall be at liberty to object to and require the Partner to remove from the work any person, who in his opinion misconducts himself, or is incompetent or negligent in the performance of his duties or whose employment is otherwise considered by the BSNL undesirable. Such person shall not be deployed again at the work without the written permission of the BSNL and the person so removed shall be replaced as soon as possible by competent substitute. s) If at any stage, it is found that the Partner has supplied incorrect / wrong information, the contract agreement may be terminated by the BSNL and / or any other action, as deemed fit, may be taken against the Partner without any prior intimation to the Partner. t) BSNL reserves the right to disqualify the Partner for a suitable period who habitually failed to perform in time. Further, the Partners who do not perform satisfactorily in accordance with the terms and conditions of the RFP may also be disqualified for a suitable period as decided by BSNL.

u) Bidders, if they so choose, may prior to submitting their Request for Proposal, visit and examine the site of the Project and its surroundings at their own expense and obtain and ascertain for themselves, at their own responsibility, any site-specific information they desire. v) Near Relationship Certificate : Kindly refer clause 17 of Section-I.

(w) Number of proposals – Each bidder shall submit only one proposal as part of this bidding process (either individually or as a part of consortium)

8. METHOD OF APPLICATION

a) The bidder shall submit his bid, online, complying with all eligibility conditions and other terms and conditions of RFP bid document to be read along with the clarifications and amendments issued in this respect. All the documents must be authenticated using Digital Signature by the authorized person.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL (b) The bid shall contain no interlineations, erasures or overwriting except as necessary to correct errors made by the bidder in which case such corrected documents or revisions shall be authenticated by the person signing the bid using digital signature. Over-writing should be avoided. Correction, if any, should be made up by neatly crossing out, signing, dating and rewriting. Correction fluid/tape shall not be used. (c) The bid shall be digitally signed by the bidder or a person duly authorized to bind the bidder to the contract. The letter of authorization shall be indicated by written power-of- attorney accompanying the bid. (d) The Power of Attorney should be submitted and executed on the non-judicial stamp paper of appropriate value as prevailing in the respective states(s) and the same be attested by a Notary public or registered before Sub-Registrar of the states(s) concerned. (e) The Power of Attorney be executed by a person who has been authorized by the Board of Directors of the bidder in this regard, on behalf of the Company. (f) In the event of the bid being submitted by a consortium of companies, it must be signed by lead member of the consortium. During currency of the Contract, in case of a consortium, prior approval in writing of the BSNL shall be obtained by the Partner before any change is made in the constitution of the consortium. (g) If the Bidder is a limited company, the bid shall be signed by a duly authorized signatory holding power of attorney for signing the application. The power of attorney shall be on non-judicial stamp paper of appropriate value and attested by Notary Public or Executive Magistrate and its attested copy shall be furnished with the bid. The Bidder should also furnish a copy of the memorandum of articles of association duly attested by a Public Notary and it must disclose that the Company is duly registered under the Indian Companies Act, 1956. (h) The bidder or his authorized representative shall sign and put his seal on each page of the RFP document before submission, in token of acceptance of the terms and conditions of the RFP.

9. SUBMISSION & OPENING OF BIDS AND VALIDITY THEREOF: a) Online Submission: The RFP bid should be submitted online in electronic tendering system in the following manner:-

I. The Bid should be submitted Online in two Electronic Envelope system in two parts namely Technical Bid Part and Financial Bid Part along with electronic form in each part. II. The Part-I, i.e. Eligibility cum Technical Bid part should contain the scanned copy of Earnest Money, digitally signed complete prescribed Bid document, scanned copy of the RFP bid document cost, detailed project report for setting up manufacturing facilities latest Technology Solar Power Supply Systems comprising of SPV Modules, float charger and other related equipments / items of different configurations for Telecom/Non-Telecom Applications indicating details of Type of Solar Cells & Modules, Technology Proposed to be used in manufacture of SPV Modules as well as the projected sales turnover of the entire Solar Power Supply Systems over minimum five year

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL period, IRR, anticipated business and market viability etc., the ‘Declarations’ as prescribed in the RFP document, the asked for details in the prescribed proformas, scanned attested copies of the documents/ testimonials/ certificates meeting the eligibility conditions and the power of attorney, if any. III. The Part-II, i.e. Financial Bid part should contain Financial bid duly filled up in the prescribed Proforma, digitally signed and encrypted.

b) Offline Submissions:

I. The bidder is requested to submit the following documents offline to DM(MMT), BSNL CO, Janpath, New Delhi-110001 before closing date of this RFP, in a Sealed Envelope. The envelope shall bear the name of work and the words ‘DO NOT OPEN BEFORE’ (due date & time). (i) Earnest money deposit (in Original). (ii) Demand Draft towards cost of RFP document. (iii) Power of Attorney in accordance with Section-II Clause-8 (Method of Application). The Bidder shall also upload the scanned copy of all above said original documents during Online Bid-Submission. (iv) Pass-phrases used for electronic envelopes in two separate sealed envelopes.

c) Any deviation from the above manner shall render the bid liable for the rejection.

d) At the time of opening the bids, initially offline submission/envelope of all bidders will be opened. The Electronic envelope, consisting Eligibility cum Technical bid of only those bidders will be opened who would have submitted required documents as offline submissions. The Eligibility-cum-Technical Bid will be opened online, in the online presence of the bidders. The bidders or their authorized representatives can also attend the event at BSNL office located at BSNL CO, Janpath, New Delhi – 110001 as per schedule. The Part I of the bid “Eligibility cum Technical Bid” shall be opened first. The 2nd part (Financial Bid) shall be opened in the online presence of the qualifying bidders or their authorized representatives subsequently on the date and time separately notified, only in case of those bidders who’s Earnest Money, cost of bid document and eligibility is found in order.

e) Any bid received after the prescribed deadline of date and time shall not be opened and summarily rejected.

f) RFP /Bid shall remain valid for acceptance for a period of 120 days from the last date of submission / opening of bids. The bid in which the bidder has restricted its validity for the period shorter than the aforesaid shall be treated by BSNL as non-responsive. In certain circumstances, BSNL may request in writing to the bidders for extending validity of their bid.

g) The un-opened bids shall be archived unopened after final decision is taken on the bids.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL

10.EARNEST MONEY DEPOSIT: a) The bidder shall furnish an Earnest Money Deposit (hereinafter called EMD) along with RFP of amount Rs.25,000,00 (Rs. Twenty five Lakh only). Earnest Money shall be in the form of either

(i) Demand Draft drawn on Scheduled Indian Bank in favour of Dy. Manager/AO(Cash), BSNL Corporate Office, New Delhi-110001 Or (ii) Bank Guarantee (BG) in the proforma give at Annexure-VIII from a scheduled Bank in India. The BG should be valid up to 30 days beyond the period of bid validity. b) On commencement of the work, EMD of the successful bidder shall stand converted into the Performance Bank Guarantee. If the EMD has been submitted in the form of BG, then the successful bidder will have to submit separate performance guarantee as per given format and the BG for EMD will be returned.

c) EMD of the unsuccessful bidder will be returned after finalization of the RFP.

d) If any bidder withdraws his bid before the expiry of the validity period of RFP /Bids, or before the issue of letter of acceptance, whichever is earlier, or makes any modification in the terms and conditions of the RFP which is not acceptable to BSNL, then BSNL shall, without prejudice to any other right or remedy, be at liberty to forfeit the EMD absolutely and his bid shall be cancelled.

e) The EMD shall be forfeited absolutely in the circumstances mentioned below. On forfeiture of the earnest money, his bid shall stand cancelled and the bidder shall not be allowed to bid in case of recall of RFP.

i. In case near relationship certificate is found false. Or ii. In the event of failure on the part of the successful bidder to furnish the Performance Guarantee within 15 days after the issue of letter of acceptance. Or iii. On determination/rescission of the work. Or iv. In case bidder fails or refuses to BSNL execution of Contract. 11. CHECKLIST OF THE DOCUMENTS TO BE SUBMITTED AGAINST RFP:

a) Eligibility-cum-Technical Bid part: Online submission i. Scanned copy of the Cost of the RFP document in accordance with Section-II clause 5.

ii. Scanned copy of Earnest money in accordance with Section-II Clause 10.

iii. Declaration in the prescribed Proforma in accordance with Section-II Clause 6.

iv. Scanned copy of eligibility Documents in accordance with Section-II clause 4.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL v. Scanned copy of Documents related to turnover in the last three years as per Section- II Clause 4 and duly filled up Annexure - I

vi. Scanned copy of list of Directors on the Board of the company including their names/address(s) and contact telephone numbers (Off. & residence), e-mail address, etc. duly signed and certified by the Company Secretary.

vii. Scanned copy of notary certified copy of resolutions of the Directors of the company, authorizing MD or one of the Directors or Managers of the Company to sign RFP /Agreement, such other documents required to be signed on behalf of the Company and enter into liability against the company and/or do any other act on behalf of the company. viii. Scanned copy of Power of attorney in accordance with Section-II Clause 8.

ix. The prescribed RFP bid document duly signed digitally by the authorized signatory in token of acceptance of its terms and conditions in accordance with Section-II Clause 8(a).

x. Declaration in case of downloaded RFP Document (as per Annexure- III). xi. Declaration of near relative working in BSNL (as per Annexure-IV). xii. In case the bidder is a limited company, scanned copy of Certificate of Registration & Incorporation, Articles and Memorandum of Association, and power of attorney of the authorized signatory of the RFP document is to be submitted. xiii. Bidders profile as Annexure VI xiv. Undertaking in accordance with Section II Clause - 4(vii)

xv. In case of consortium , scanned copies of the following documents are to be submitted :- a. Notary certified copy of resolutions of the Directors of the company, authorizing MD or one of the Directors or Managers of the Company to sign Consortium Agreement, such other documents required to be signed on behalf of the Company and enter into liability against the company and/or do any other act behalf of the company. b. Power of Attorney by the Company authorizing the person to do/act mentioned in the para (a) above. c. Copy of Memorandum and Articles of Association of all the member Companies d. Copy of Certificate of Registration & Incorporation of all the member companies e. Audited Annual reports of Lead member for last three financial years f. Power of Attorney in favour of Lead member. g. Consortium Agreement between the bidding company and its consortium members, if any, clearly highlighting the scope of work for each and clearly stating that the said agreement will be for the entire period of agreement with BSNL and that the consortium members will be jointly and severally responsible for complying with each of the terms and conditions in the RFP and agreement with BSNL. Page 21 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL

xvi. Detailed project report for setting up manufacturing facilities for latest technology Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations, for Telecom /Non-Telecom Applications indicating details of the Type of Solar Power Supply Systems comprising SPV Modules, float charger and other related equipments / items of different configurations, Technology Proposed to be used in manufacture of SPV Modules as well as entire Solar Power Supply Systems, Projected sales turnover over minimum five year period, IRR, anticipated business and market viability etc.

xvii Undertaking in accordance with Section-II, Clause 4(vi), if applicable.

Offline submission i. Cost of the Bid document in accordance with Section-II clause 5 ii. Earnest money in accordance with Section-II clause 10. iii. Power of attorney (in original) in accordance with Section-II Clause 8. b) Financial Bid part:-

I. The financial bid duly filled up in prescribed proforma, digitally signed and then uploaded. 12. EVALUATION OF BIDS: a) Evaluation of the bids shall consist of :- (i) Evaluation of Eligibility-cum-Technical Bid. (ii) Evaluation of Financial Bid. (iii) E-forward auction after evaluation of financial bids. b) Evaluation of Eligibility-cum-Technical Bid: i. The details given by the Bidder in the Eligibility-cum-Technical Bid will be evaluated to assess the eligibility of Bidders as per Eligibility Criteria and terms and conditions of this RFP. In case any information is not supported with documentary proof it will be presumed that the bidder does not have that particular facility/performance. ii. Even though the bidder may satisfy the above requirements, he is liable to be disqualified if: a) He makes misleading or false representation in the Annexures, statements and enclosures required in the ‘Eligibility-cum-Technical Bid’. b) His previous records of poor performance such as abandoning work, not properly completing the contract, or financial failures/ weaknesses which may come into the notice of BSNL. iii. Decision of the BSNL in this regard shall be final and binding.

c) Evaluation of Financial Bid: i. The Financial Bid duly filled up shall be submitted in the prescribed proforma as placed at Annexure X. ii. The Minimum Annual Assured Sales Turnover to be quoted in the aforesaid Financial Bid should be rounded off to the nearest rupee. The Minimum Annual Assured Sales Turnover/percentage of Annual sales turnover for revenue sharing shall be firm and final and exclusive of applicable taxes. iii. Financial bids of only those bidders shall be opened who fulfill the Eligibility Criteria and qualify in the technical cum eligibility bids. (d) E-forward auction: e-forward auction will be conducted subsequent to evaluation of financial bids. All those bidders whose financial bids are opened shall be allowed to participate in e-forward auction. However, e-forward auction shall be conducted only if there are at least two techno-commercially responsive bidders whose financial bids are opened. (e) Selection Methodology Only those bidders who fulfill the eligibility criteria will be assessed and evaluated. The Bidder who will quote the highest Bid Value after e-forward auction will be selected as Partner. The selected bidder will have to enter into a non-exclusive agreement with BSNL, defining various terms and conditions as per scope of work with BSNL

13. PERFORMANCE GUARANTEE: a) The successful bidder, will be required to furnish an irrevocable PERFORMANCE BANK GUARANTEE of 5% (Five percent) of the evaluated bid value, after adjusting the EMD amount mentioned in the RFP document for his proper performance of the contract / agreement, (notwithstanding and/or without prejudice to any other provisions in the contract) within 15 days of issue of letter of Acceptance of the bid. The Performance Guarantee should be in the form of Bank Guarantee of any Scheduled Indian bank on the prescribed proforma (Annexure-II). The PBG shall be initially valid for a period of 180 days beyond the stipulated date of Contract/ Agreement period. In case the Contract / Agreement period is extended, the partner shall get the validity of the PBG extended, at his own cost, to cover such enlarged time for extension of period. In the event of failure on the part of the successful bidder to furnish the Performance Bank Guarantee within 15 days, the earnest money deposit will be forfeited and their bid be cancelled.

b) No interest shall be paid on the amount deposited as Performance Bank Guarantee.

c) In case the Bank goes in liquidation or for any reason is unable to make payment against the said Performance Bank Guarantee, the loss caused thereby shall be borne by the Partner. The Partner forthwith, on demand in writing from BSNL, shall make good the deficit.

d) In the event of the contract being determined or rescinded under provisions of any of the clauses/conditions of the agreement, the Performance Guarantee shall be forfeited. Further the

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL Performance Bank Guarantee shall be invoked and the amount thereof shall stand forfeited absolutely. BSNL reserves the right to recover the liquidated damage suffered by it on account of breach of contract by the Partner from the Performance Bank Guarantee. Decision of the BSNL in this regard shall be final and binding.

e) The Partner, whose Performance Bank Guarantee has been forfeited in the aforesaid manner, shall not be allowed to participate in the recall of the RFP. f) The Performance Bank Guarantee will be discharged by BSNL only after satisfactory completion of the Partner’s performance obligations under the contract. g) In cases where PBG amount is worked out less than the EMD amount already deposited by the bidder, the full EMD amount shall be converted to PBG amount and will be kept with BSNL

14. PERIOD OF AGREEMENT

The estimated time period allowed for Setting up the manufacturing facilities shall be 180 days, which shall commence from the date of signing of contract/ agreement between BSNL and Partner. The Partnership will be in force initially for a period of five years from the date of signing of agreement.

The aforesaid time allowed for execution of the work or the extended time in accordance with the RFP shall be the essence of the contract. If the successful bidder commits default in commencing/execution of the work as aforesaid, BSNL shall without prejudice to any other right or remedy available in law, be at liberty to forfeit the Performance Bank Guarantee and the Earnest Money absolutely. If the work be delayed by:

1) force majeure as per section II clause 31 or, 2) abnormal bad weather, or, 3) serious loss or damage by fire, or, 4) civil commotion, local commotion, strike or lockout, affecting any of the trades employed on the work; or, 5) delay on the part of other agencies engaged by BSNL in executing work not forming part of the Contract; or, 6) any other cause which in the absolute discretion of the BSNL and is beyond the Partner’s control, then upon the happening of any such event causing delay, the Partner shall immediately give notice thereof, in writing to the BSNL, but shall nevertheless use constantly his best endeavour to prevent or make good the delay and shall do all that may be reasonable required to the satisfaction of the BSNL to proceed with the work.

15. WORK NOT TO BE SUBLET, ACTION IN CASE OF INSOLVENCY The contract as a whole or part thereof shall not be assigned or sublet or transferred either

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL directly or indirectly whether by creating agent on the basis of General Power of Attorney or in any other manner or given on general power of attorney without the written approval of the BSNL. If the Partner assigns or sublets or gives on general power of attorney or transfers either directly or indirectly whether by creating agent on the basis of General Power of Attorney or in any other manner, his contract, or attempt to do so, or has become insolvent or commences any insolvency proceedings or makes any composition with his creditors or attempts to do so, or if any bribe, gratuity, gift, loan, perquisite, reward or advantage pecuniary or otherwise, shall either directly or indirectly, consideration of any kind as an inducement or be given, promised or offered by the Partner to any BSNL employee, or if the Partner shall obtain the contract with the BSNL as a result of wrong tendering or by non bona fide methods; or if the Partner enters into a contract with BSNL in connection with which commission has been paid or agreed to be paid by him; or if the Partner being a company, shall pass a resolution or the court shall make an order for the winding up of the company , or a receiver or manager on behalf of the debenture holders or otherwise shall be appointed or circumstances shall arise which entitle the court or shareholders debenture holders to appoint a receiver or managers, BSNL shall have powers to adopt the courses specified under Sec-II clause-16 hereof in the interest of BSNL and in the event of any courses being adopted the consequences specified in the said Sec-II clause-16 shall ensue.

16. DETERMINATION AND RESCISSION OF AGREEMENT: I. The Partner’s association with BSNL will terminate in following two ways:

i. The term of Contract expires; ii. Termination of Contract by BSNL due to non-performance during the engagement period. a. Performance is below expected level b. Non adherence to the timelines of the assignment.

II. If the Partner: a) having been given by the BSNL, a notice in writing to rectify, re-prepare or replace any part of the defective report/work or the work is being performed in an inefficient or otherwise improper or un-workman like manner, shall omit to comply with the requirements of such notice for a period of seven days thereafter; or

b) has without reasonable cause suspended the progress of the work or has failed to proceed with the work so that in the opinion of the BSNL (which shall be final and binding) that he will be unable to secure completion of the work by the date for completion and continues to do so after a notice in writing of seven days from the BSNL; or

c) persistently neglects to carry out his obligations under the contract and /or commits default in complying with any of the terms and conditions of the contract and does not remedy it or take effective steps to remedy it within 7 days after a notice in writing is given to him in that behalf by the BSNL; or fails to complete the work within the stipulated on or before such date(s) of completion and does not complete them within the period specified in the notice given in writing in that behalf by the BSNL; or Page 25 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL

d) fails to complete the work within the stipulated date or items of work with individual date of completion, if any, stipulated on or before such date(s) of completion and does not complete them within the period specified in the notice given in writing in that behalf by the BSNL; or

e) being a company shall pass a resolution or the court shall make any order that the company shall be wound up or if a Receiver or a Manager on behalf of the creditor shall be appointed or if circumstances shall arise which entitle the court to appoint a Receiver or a Manager or which entitled the court to make a winding up order

THEN, the BSNL may, without prejudice to his rights against the Partner in respect of any delay or inferior workmanship or otherwise or to any claims for damage in respect of any breach of the Contract and in addition to any right or remedies under any of the provisions of the contract or otherwise and whether the date for completion has or has not elapsed, shall by a notice in writing, shall have powers: i. To determine or rescind the contract (of which termination or recession notice in writing to the Partner under the hand of the BSNL shall be conclusive evidence). Upon such determination or recession, the Performance Guarantee, Earnest Money Deposit under the contract shall be liable to be forfeited and shall be absolutely at the disposal of the BSNL. ii. To take such balance or part thereof as shall be un-executed out of his hands and to give it to another Partner to complete the work. iii. The decision of the BSNL regarding the grounds for determination/rescission of the agreement shall be final and binding. iv. In the event of above course(s) being adopted by the BSNL, the Partner shall have no claim to compensation for any loss sustained by him by reasons of his having entered into any engagements or made any advances on account or with a view to the execution of the work or performance of the contract. And in case action is taken under any of the provisions aforesaid, the Partner shall not be entitled to recover or be paid any sum for any work thereof or actually performed under this contract unless and until the BSNL has certified in writing the performance of such work and the value payable in respect thereof and he shall only be entitled to be paid the value so certified. v. The Partner, whose contract is determined or rescinded as above, shall not be allowed to participate in the recalling of RFP of the work.

17. RESOLUTION OF DISPUTES & ARBITRATION:

(i) Any dispute arising out of this contract shall be governed as per the Indian Contract Act.

(ii) ARBITRATION

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL All the disputes, differences, controversies / differences of opinions, breaches and violation arising from or related to the agreement arises out of this Agreement between parties then same shall be resolved by mutual discussions / reconciliations in good faith.

If the dispute, difference, controversies / differences of opinion, breaches and violation arising from or related to the agreement cannot be resolved within 60(sixty) days of commencement of reconciliations / discussions, then such question, dispute or difference (except as to the matters, the decision of which is specifically provided under this agreement) shall be referred to sole arbitration of Chairman and Managing Director (CMD) of BSNL or any other person appointed by him.

The Arbitration and Conciliation Act, 1996 and the Rules made there under or any statutory modifications or re-enactment thereof or any rules made thereof shall be deemed to be applied to the Arbitration proceedings under this clause. The Arbitration proceedings shall be in English language. The venue of Arbitration shall be office of the CMD BSNL, at New Delhi, India.

18. SET OFF Any sum of money due & payable to the Partner under this contract may be appropriated by the BSNL or any other person or persons contracting through the BSNL and set off the same against any claim of the BSNL or such other person or person for payment of a sum of money arising out of this contract or under any other contract made by the Partner with the BSNL or such other person or persons contracting through BSNL.

19. FORECLOSURE / RESTRICTION / REDUCTION OF CONTRACT If at any time after acceptance of the RFP, the BSNL decides to abandon or reduce the scope of the work for any reason whatsoever, the BSNL shall give notice in writing of the fact to foreclose or restrict the scope of work to the Partner and the Partner shall have no claim to any payment of compensation or otherwise whatsoever, on account of any loss of profit or advantage which he might have derived from the execution of the work.

20. INDEMNIFICATION The Partner shall agree to protect, defend, indemnify and hold harmless BSNL and its employees, officers, directors, agents or representatives from and against any and all liabilities, damages, fines, penalties and costs (including legal costs and disbursements) arising from or relating to:  Any breach of any statute, regulation, direction, orders or standards from any governmental body, agency, applicable to such party;  Any breach of the terms and conditions in this agreement by the Partner;  Any claim of any infringement of any intellectual property right or any other right of any third party or of law by the Partner;

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL  The Partner shall always be responsible for any injury or damage caused to or suffered by any person or property arising out of or relating to the use of devices and the consequential claim shall be borne by the Partner who will also indemnify and safeguard the BSNL in respect of any such claim or claims.  The Partner will comply with all the laws, directives, guidelines etc. of the land and will indemnify BSNL for any liability arising out of non compliance of the same. 21. Confidential Information i. “ Confidential Information” includes all information supplied by the BSNL to the Partner about the Project or the BSNL’s affairs or finances or which comes into the possession of the Partner during the course, or as a consequence, of its providing the Services to BSNL.

ii. The Partner agrees to treat all confidential information of BSNL as secret and confidential at all times.

iii. The Partner shall not, save for in situations falling under Section-II Clause21 (iv) below, at any time, for any reason, disclose or permit to be disclosed to any person any Confidential information and the Partner shall not otherwise make use of or permit any use to be made of any Confidential information by any person. The Partner agrees that the confidential information will not be disclosed by it or its personnel to third parties either during or after the termination of this Agreement. The provisions of this Clause shall survive the termination of this Agreement. iv. Without prejudice to Section-II Clauses 21 (i), 21 (ii) and 21 (iii), the Partner may disclose confidential information to only those of its personnel who need to know it in order to provide the Service. However, in doing so the Partner shall at all times ensure that its personnel involved in providing the Service, or who otherwise come across Confidential information in the course of their duties are made aware of the confidential nature of information and do not disclose it or otherwise breach the provisions of this section.

v. In the event any confidential information is disclosed by the Partner or any of its personnel, BSNL will have the right to take action against the Partner under the law as it may be advised for unauthorized disclosure of confidential information, notwithstanding any agreement between the Partner and its personnel.

vi. On termination of this Agreement (however such termination may arise) the Partner shall deliver to BSNL all working papers, computer disks and tapes or other material and copies provided to the Partner by BSNL pursuant either to this Agreement or to any previous obligation owed to BSNL regarding the Project.

22. Intellectual Property i. The Partner warrants that in providing the Services it shall not infringe copyright, patent, confidential information or any other intellectual property right of any third party and

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL indemnifies BSNL against any claim made against it arising from any infringement of any intellectual property right belonging to any third party. In the event, the Partner relies on or make use of any intellectual property right belonging to a third party, the Partner would be solely responsible to negotiate and pay the royalty to the third party and no such expenditure would be payable by BSNL.

ii. The copyright including the database rights in all the works produced during the course of or in consequence of providing the Services shall belong to BSNL absolutely. BSNL will be the owner of the copyright in the works produced during the course of providing service. BSNL has the right to use the same anywhere else, without paying extra compensation to the Partner.

23.LEGAL JURISDICTION

All legal disputes between the parties shall be subject to the jurisdiction of the Courts situated in Delhi only.

24.CONFLICT OF INTEREST

BSNL requires that the Partners should at all times hold the BSNL’s interests paramount, strictly avoid conflicts with other assignments/jobs or their own corporate interests and act without any consideration for future work.

25. FRAUD AND CORRUPTION

BSNL requires that the Partners appointed through this RFP must observe the highest standards of ethics during the performance and execution of such contract. In accordance therewith, the appointed Partner shall have to enter into an agreement with the BSNL.

26. RELATIONSHIP BETWEEN THE PARTIES

Nothing mentioned herein shall be construed as relationship of master and servant or of principal and agent as between the ‘BSNL’ and ‘the Partner’. The Partner subject to this contract for appointment has complete charge of its personnel in performing the services under the Project executed by BSNL from time to time. The Partner shall be fully responsible for the services performed by them or on their behalf hereunder.

27.STANDARDS OF PERFORMANCE The Partner shall perform the services and carry out their obligations under the Contract with due diligence, efficiency and economy in accordance with generally accepted professional standards and practices. The Partner shall always act in respect of any matter relating to this contract as faithful advisor to BSNL. The Partner shall always support and safeguard the legitimate interests of BSNL, in any dealings with the third party. The Partner shall abide by all the provisions/Acts/Rules etc. of Information Technology prevalent in the country. The Partner shall conform to the standards laid down in the RFP in totality.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL 28. PARTNER’S PERSONNEL

The Partner shall employ such qualified and experienced personnel as may be required to perform the obligation under the contract/ agreement.

29. APPLICABLE LAW Applicable Law means the laws and any other instruments having the force of law in India as they may be issued and in force from time to time. The Contract / Agreement shall be interpreted in accordance with the laws of the Union of India.

30. GOVERNING LANGUAGE

The Contract / Agreement shall be written in English Language. English version of the Contract shall govern its interpretation.

31.FORCE MAJEURE

If at any time, during the continuance of this Contract/ Agreement , the performance in whole or in part by either party under obligation as per this contract is prevented or delayed by reasons of any war or hostility, act of public enemy, civil commotion, sabotage, fire, flood, explosion, epidemic, quarantine restrictions, strike, lockout or acts of God (here-in-after referred to “eventuality”), provided notice of happening of any such eventuality is given by either party to the other within 21 days of the date of occurrence thereof, neither party shall by reason of such an “eventuality” be entitled to terminate this contract nor shall either party have any claim or damages against the other in respect of such non-performance or delay in performance and deliveries under the contract. The contract / Agreement shall be resumed as soon as practicable after such “eventuality” has come to an end or cease to exist. In case of any dispute, the decision of CMD, BSNL, shall be final and conclusive, provided further that if the performance in whole or part of any obligation under this contract is prevented or delayed by reason of any such eventuality for a period exceeding 60 days, either party may at its option, terminate the contract / Agreement. Provided also that if the contract is terminated under this clause the BSNL shall be at liberty to take over from the Bidder at the price to be fixed the BSNL, which shall be final, all unused, undamaged and acceptable materials (if any), bought information and other stores/data in the course of providing services which may be in the possession of the Bidder at the time of such termination, or such portion thereof as the BSNL may deem fit, accept such material/information/stores/data, etc., as the Bidder may, with the concurrence of the BSNL, elect to retain.

ANNEXURE-I

Turnover ( refer Eligibility Criteria , Section II, Clause 4 ) in the last three financial years

SN Financial Year Turnover

1 2010 - 11

2 2011-12

3 2012-13

Signature of the authorized signatory

Note : Supporting documents like Audited Profit & Loss Account and Balance sheet for the respective years are to be submitted. In case subsidiary company is seeking qualification on the financial strength of its parent company, the above documents of the parent company are to be submitted.

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL ANNEXURE-II

PROFORMA FOR PERFORMANCE BANK GUARANTEE

In consideration of the BHARAT SANCHAR NIGAM LIMITED, (hereinafter called ‘BSNL’) having agreed under the terms and conditions of agreement No.------dated------made between BSNL and ------(hereinafter called ‘the said Partner(s)) for setting up manufacturing facilities for latest technology Solar Power Supply System comprising SPV Modules, Float chargers & other related Equipments /Items at BSNL Telecom Factory, Bhilai, Chhattisgarh.

1. ……………………………………………………………………………………------(herein after called “the said agreement “) for compliance of his obligation in accordance with the terms and conditions in the said agreement and for due observation and performance of the said agreement.

We------(name of the bank) (herein after referred to as “Bank”) do hereby undertake to pay to BSNL an amount not exceeding Rs.------(Rupees------only) on demand by the BSNL.

2. We------(name of the bank) do herby undertake to pay the amounts due and payable under this guarantee without any demure, merely on a demand from BSNL stating that the amount claimed is required to meet the recoveries due or likely to be due from the said Partner(s)’ or is due by reason of breach of terms & conditions of the said agreement by Partner or by loss or damage caused to or suffered or would be caused or suffered by BSNL by reason of breach by Partner in the terms and conditions of the said agreement. 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.------(Rupees------only).

3. We undertake to pay to BSNL any money so demanded notwithstanding any dispute or disputes raised by the Partner(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 valid discharge of our liability for payment to there-under and the Partner(s) shall have no claim against us for making such payment.

4. We------(name of the bank) 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 BSNL under or by virtue of the said agreement have been fully paid and its claims satisfied or discharged or till In-Charge on behalf of BSNL certifies that the terms and conditions of the said agreement have been fully or properly carried out by the said Partner(s) and accordingly discharges this guarantee.

5. We------(name of the bank) further agree with BSNL that BSNL shall have the fullest liberty without our consent and without affecting in any manner our obligations hereunder to vary any of the terms and conditions of the said agreement or to extend time of performance by the said Partner(s) from time to time or to postpone for any time or from time to time any of the powers exercisable by BSNL against the said Partner(s) and to forbear or enforce any of the terms and conditions relating to the said agreement and we shall not be relieved from our liability by reason of any such variation or extension being granted to the said Partner(s) or for any forbearance, act or omission on the part of BSNL or any indulgence by BSNL to the said Partner(s) or by any such matter or thing whatsoever which is 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 Partner(s).

7. We------(name of the bank) lastly undertake not to revoke this guarantee except with the previous consent of BSNL in writing.

8. This guarantee shall be valid up to ------unless extended on demand by BSNL. Notwithstanding anything mentioned above our liability against this guarantee is restricted to Rs------(Rs.------only) and unless a claim in writing is lodged with us within six months of the date of expiry or the extended date of expiry of this guarantee, all our liabilities under the Guarantee shall stand discharged.

Dated the------of------, 2014

……………………………………..( Name of Bank)

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL ANNEXURE-III

Proforma for Declaration by the Bidder for submitting bid on the RFP document downloaded from the Website

It is to certify that:

1 I / We have submitted the RFP in the Proforma as downloaded directly from the website.

2. I / We have submitted RFP documents which are same / identical as available on the website.

3. I / We have not made any modification / corrections / additions etc. in the RFP documents downloaded from web by me / us.

4. I / We have checked that no page is missing and all pages as per the index are available & that all pages of RFP document submitted by us are clear and legible.

5. I / We have signed (with seal) all the pages of the RFP document before submitting the same.

6. I / We have sealed the RFP document properly before submitting the same.

7. I / We have submitted the cost of RFP document along with the EMD and all Credentials.

8. I/We have read carefully and understood the important instructions to the all bidders who have downloaded the RFP document from the web.

9. In case at any stage later, it is found that there is difference in our downloaded RFP document from the original, BSNL shall have the absolute right to take any action as deemed fit without any prior intimation to me/us.

10. In case at any stage later, it is found that there is difference in our downloaded RFP documents from the original, the bid/work will be cancelled and Earnest Money/ Performance Bank Guarantee will be forfeited at any stage whenever it is so noticed. BSNL will not pay any damages to me / us on this account.

11. In case at any stage later, it is found that there is difference in our downloaded RFP document from the original, I/We may also be debarred for further participation in the RFP in the BSNL.

Seal of Bidder Signature of the Bidder

Place:

ANNEXURE-IV

Near Relationship Certificate (Format of the certificate to be given as per the clause 7(v) of Section II by the bidder in respect of employment of his near relative working in BSNL.)

“I………………………………………S/o Shri ……….……………………R/o ……………………………………………… hereby certify that none of my relative(s) as defined in the RFP document is/are employed in BSNL Corporate Office as per details given in RFP document. In case at any stage, it is found that the information given by me is false / incorrect, BSNL shall have the absolute right to take any action as deemed fit without any prior intimation to me.”

SIGNATURE OF BIDDER

With date & seal

ANNEXURE-V

Proforma for A C C E P T A N C E

(For official use) Name of work:-

The bid (as modified by you / as provided in the letters mentioned hereunder) is accepted by me for and on behalf of BSNL, for a sum of Rs.______(Rupees ______Only).

Following letters shall form part of this agreement: -

For & on behalf of the BSNL

BSNL,Corporate Office------

Dated: ______

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL ANNEXURE-VI

BIDDER’S PROFILE

(To be filled in by the bidder)

1 Name of Firm/Company

2 Legal Status [sole proprietorship/partners hip/Pvt. Ltd/Public Ltd.]

3 Country of Incorporation

4 Registered office

5 Certificate of Incorporation No:[CIN]

6 PAN NO:

7 TIN NO:

8 Service Tax Regn No:

9 Year of Incorporation

10 Year of Commencement of Business

11 Principle place of Business

Details of Authorized Signatory of the Bidder

12 Name

13 Designation

14 Address

15 Contact numbers:

16 Mobile:

17 Office:

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL 18 Residence:

19 Fax;

20 E-mail ID:

In case, bidder is Lead Member of Consortium, state the following for each of the other member firms

21 Name of the Firms

22 Legal status of the firms

23 Country of Incorporation

24 Principle place of business

25 Registered Address

26 In case of non Indian firm, does the Firm have business presence in India. [Yes/No]

28 If so, provide the office Address [es] in India.

Signature of the authorized signatory

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL ANNEXURE-VII

CONDITIONS APPLICABLE FOR PARTICIPATION OF CONSORTIUMS OF COMPANIES IN THIS RFP

1. Number of members in a Consortium shall not be more than three.

2. A member of Consortium shall not be permitted to participate either in individual capacity or as a member of another Consortium in the same RFP.

3. In case of Consortium, an agreement among the partners defining the role and responsibility of each of the consortium member and authorizing the lead member to act on behalf of all members of the consortium duly Notarized on Non-Judicial stamp paper of appropriate value shall be submitted.

4. This Consortium Agreement shall have, inter-alia, following clauses:-

a. Joint And Several Liability - Members of the Consortium to which the contract is awarded shall be jointly and severally liable and responsible for due performance of the contract/execution of the project. The Consortium members shall be liable jointly and severally for any loss, damages that may be caused to BSNL due to any kind of non-performance of the contract or part thereof.

b. Duration of the Consortium Agreement - It shall be valid during the entire currency of the contract including the period of extension, if any.

c. Governing Laws - The Consortium Agreement shall in all respect be governed by and interpreted in accordance with Indian Laws.

5. The consortium members shall declare, appoint and attorn to one of the member as Lead Member, who shall be submitting the bid/ RFP on behalf of all the members of the consortium as their attorney.

6. The RFP form shall be purchased and submitted only in the name of Lead Member in case of Consortium.

7. In case of Consortium, the EMD shall be submitted in by the Lead Member.

8. Approval for change of constitution of Consortium shall be at the sole discretion of BSNL.

9. On award of contract to Consortium, a single Performance Guarantee shall be submitted by the Lead Member as per RFP conditions.

10. Authorized Member - Consortium members shall execute a power of attorney in the favour of the lead member authorizing his/her to act for on their behalf and to take all decisions with respect to execution/performance of the contract with BSNL by the consortium. All notices/ correspondences with respect to the contract would be sent only to this authorized member of the Consortium.

11. Lead member of the Consortium shall not have the right to assign or transfer the interest, right or liability in the contract.

12. Technical and Financial Qualifying Criteria are to be fulfilled by the Lead Member of the Consortium

ANNEXURE-VIII PROFORMA FOR BANK GUARANTEE FOR EMD

Whereas ...... (hereinafter called "the Bidder") has submitted its bid dated...... for appointment of Partner vide RFP No…………………… dated...... KNOW ALL MEN by these presents that WE ...... OF ...... having our registered office at ...... (hereinafter called "the Bank") are bound unto Bharat Sanchar Nigam Limited in the sum of Rs...... for which payment will and truly to be made, the Bank binds itself, its successors and assigns by these present.

THE CONDITIONS of the obligation are: 1. If the Bidder withdraws his bid during the period of bid validity specified by the Bidder on the Bid form. Or 2. If the Bidder, having been notified of the acceptance of his bid by BSNL during the period of bid validity (a) fails or refuses to execute the Contract, if required. Or

(b) fails or refuses to furnish the Performance Security, in accordance with the instructions to Bidders. Or

(c) furnishes any false information / documents. We undertake to pay to BSNL up to the above amount upon receipt of its first written demand, without BSNL having to substantiate its demand, provided that in its demand, BSNL will note that the amount claimed by it is due to it owning to the occurrence of one or both of the two conditions, specifying the occurred condition or conditions.

This guarantee will remain in force as specified in Clause 10 of section II of the RFP Document upto and including THIRTY (30) days after the Period of bid validity and any order in respect thereof should reach the Bank not later than the specified date/dates. Signature of the Bank Authority.

Name Signed in Capacity of

Name & Signature of witness Full address of Branch

Address of witness Tel No. of Branch Fax No. of Branch

ANNEXURE - IX

UNDER-TAKING

(To be submitted by all members of Consortium)

Ref. Date:

***********

Dear Sir,

We hereby confirm that we are members of the Consortium (constitution of which has been described in the application) & satisfy the terms and conditions laid out in the RFP document.

We have agreed that …………………… (Insert name) will act as the Lead Member of our consortium.

We have agreed that ………………….. (insert individual’s name) will act as the representative of the consortium on our behalf (Power of Attorney is attached) and has been duly authorized to submit the RFP. Further, the authorised signatory is vested with requisite powers to furnish such letter and authenticate the same.

We do hereby undertake to be jointly and severally responsible for all obligations and liabilities relating to the work and in accordance with the terms of the RFP.

Thanking you,

Yours faithfully,

( ) ( ) ( )

(Signature, name and designation of the authorised

Signatories of all the members of Consortium)

For and on behalf of……………………………..

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL Annexure-X (Page-1/2) Proforma for Financial Bid (To be filled in by the bidder) FINANCIAL BID

1st Year 2nd Year 3rd Year 4th Year 5th Year S. In In In In In In In In In In No. Figures words Figures words Figures words Figures words Figures words 1. Minimum Annual Assured Sales Turnover (in Rs.) … (A) 2. % of Annual Sales Turnover to be shared with BSNL as Revenue sharing … (B) 3. Revenue sharing to BSNL per Annum … (C ) =(A) x (B)/100 4. NPV (Net Present Value) of Revenue Sharing (C ) calculated at Discounting Rate of 12% … (D) = (C)/ (1+0.12)n, n denotes the year

BID Value = Sum of NPVs of Revenue Sharing for all the 5 years

= NPV1+NPV2+NPV3+NPV4+NPV5

Where, NPV1, NPV2, NPV3, NPV4 and NPV5 are the NPV of Revenue Sharing of First, Second, third, Fourth and Fifth Year respectively.

Seal of Bidder Signature of the Bidder Place: Date:

Annexure-X (Page-2/2)

Note 1: Percentage of Annual Sales Turnover for revenue sharing, Minimum Assured Turnover should be quoted in figures and words. In case of a discrepancy in the figures and in words, the Percentage / Turnover quoted in the words shall be taken as correct.

Note 2: The Bidder would submit detailed Project Report, Business Case indicating Projection of Annual Sales Turnover over a period of 5 years, IRR, Anticipated Business and Market viability etc. Projected Annual Sales Turnover in any case should not be less than Minimum Assured Sales Turnover for the respective year as quoted above at SN 1.

Note 3: The Annual Sales Turnover includes the value of stores supplied to BSNL also.

Note 4: Revenue Sharing would be calculated on Actual Yearly Sales Turnover on the basis of percentage quoted at SN 2 above. In case the Actual Sales Turnover in a year is the less than the Minimum Assured Annual Turnover as quoted above at SN 1 , the revenue sharing amount due for the year would be based on the Minimum assured turnover only and not the Actual Sales Turnover . However, for the first year the revenue sharing will be calculated on the basis of the Actual turnover irrespective of it being higher or lower than Minimum Assured Sales Turnover.

Note 5: All applicable duties & taxes are to be paid extra by collaborator.

I/We have read, examined and fully understood terms and Conditions of RFP document and scope of the work.

I/We hereby submit financial bid to complete the work within the specified time schedule.

I/We hereby agree to keep the bid open for 120 (One hundred and twenty) days from the date of opening of the RFP. During this period I/We undertake not to make any modifications in its terms and conditions.

Signature of the Bidder

Seal of Bidder Place: Date:

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL ANNEXURE - XI SPECIAL INSTRUCTIONS TO BIDDERS FOR E-TENDERING

1. General

These Special Instructions (for e-Tendering) supplement ‘Instruction to Bidders’, as given in this RFP Documents. Submission of online Bids is mandatory for this RFP.

1.1 E-Tendering is a new methodology for conducting Public Procurement in a transparent and secured manner. Suppliers/ Vendors will be the biggest beneficiaries of this new system of procurement. For conducting electronic tendering, BSNL has decided to use the portal - --- h tt p s : / / www . t c i l - i n d i a - e l e c t r o n i c t e n d e r . c o m (referred as ETS portal).

1.2 Benefits to Suppliers are outlined on the Home-page of the portal.

2. Instructions

2.1 Tender Bidding Methodology: Sealed Bid System – ‘Single Stage - Two Envelopes’, followed by ‘e-Forward Auction’ after evaluation of Financial bid-part.

3. Broad outline of activities from Bidders prospective: a) Procure a Digital Signing Certificate (DSC) b) Register on Electronic Tendering System® (ETS) c) Create Users and assign roles on ETS d) View Notice Inviting Tender (NIT) on ETS e) Download Official Copy of Tender Documents from ETS f) Clarification to Tender Documents on ETS – Query to BSNL (Optional) – View response to queries posted by BSNL g) Bid-Submission on ETS h) Attend Public Online Tender Opening Event (TOE) on ETS – Opening of Technical-Part i) Post-TOE Clarification on ETS (Optional) – Respond to BSNL’s Post-TOE queries j) Attend Public Online Tender Opening Event (TOE) on ETS – O p e n i n g of Financial-Part (Only for Technical Responsive Bidders) k) Participate in e-Forward Auction on ETS 4. Other Instruction For participating in this tender online, the following instructions are to be read carefully. These instructions are supplemented with more detailed guidelines on the relevant screens of the ETS. 4.1 Digital Certificates For integrity of data and authenticity/ non-repudiation of electronic records, and to be complaint with IT Act 2000, it is necessary for each user to have a

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL Digital Certificate (DC). also referred to as Digital Signature Certificate (DSC), of Class 2 or above, issued by a Certifying Authority (CA) licensed by Controller of Certifying Authorities (CCA) [refer h t t p : / / w w w . c c a . go v . in].

4.2 Registration ® To use the ElectronicTender portal h t t p s :/ / w w w .t c i l - i n d i a - e l e c t r on i c t end e r . c o m vendors need to register as ‘Supplier’ on the portal ( if not registered already). Registration of each organization is to be done by one of its senior persons who will be the main person coordinating for the e-tendering activities. In ETS terminology, this person will be referred to as the Super User (SU) of that organization. For further details, please visit the website/portal, and click on the ‘Supplier Organization’ link under ‘Registration’ (on the Home Page), and follow further instructions as given on the site. Pay Annual Registration Fee as applicable.

N o t e: After successful submission of Registration details and Annual Registration Fee (as applicable), Bidder may contact TCIL-ETS Helpdesk (as given below), to get your registration accepted/activated.

TCIL Helpdesk/ ETS Helpdesk TCIL Contact person - Telephone (011) 26202699 (Multiple Lines)

[between 9:30 hrs to 18:00 hrs on working days] Mobile Nos. 9868393717/ 9868393775/9868393792 E-mail ID [email protected]

5. Some Bidding related Information for this Tender (Sealed Bid) (a) Procurement of Official Copy of Tender Document/ addendum

After the process of registration on ETS portal, , those Bidders who have already procured Tender document offline from MM Cell, BSNL C.O, New Delhi or have downloaded it from BSNL website, would download the official copy of the same Tender Document/ addendum online from the e-tendering portal.

(b) Online Submission of Bids

The entire bid-submission would be online on ETS. Broad outline of submissions are as follows:

i) Submission of information about Bid Security/ Earnest Money Deposit (EMD) being submitted ‘offline’ on or before the date & time of submission of bids.

ii) Submission of digitally signed copy of Tender Documents/ Addenda

(c) Submission of Two Electronic Envelopes

of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL i) Technical-Part . Electronic Form-Mandatory . Bid-Annexure (Optional) . Main-Bid-Mandatory ii) Financial-Part . Electronic Form-Mandatory . Bid-Annexure (Optional) . Main-Bid-Mandatory (Financial price schedule should be uploaded as Main Bid in this part and it should not be uploaded again in the Bid annexure. If a bidder does so then price schedule as per ‘Main Bid’ only, shall be taken into consideration during financial evaluation.

NOTE: Bidder must ensure that after above submissions & all other functional steps of the ETS portal the status of bid submission must become – “Complete”. It should be noted that only when ‘Status pertaining overall bid submission’ becomes ‘Complete’ then only the bid of a bidder appears in the Electronic Tender Box on ETS portal and can be opened by tender opening committee of BSNL. Even if a bidder submits some parts (as per ETS portal) of the online bid are submitted these will not be transferred to Electronic tender Box until all the steps are completed and ‘Status pertaining overall bid submission’ becomes ‘Complete’. After status pertaining ‘Status pertaining overall bid submission’ becomes ‘Complete’ may generate a receipt for ‘Confirmation of final bid submission’ on ETS portal.

Bidders should refer to User Manual for SO (Supplier Organisation) in USER GUIDANCE link of ETS portal and follow all Do’s and Don’ts and other essential settings & guidelines. Bidders must ensure that all documents uploaded on e-tender portal as files or zipped folders, contain valid files and are not corrupt or damaged due to any processing at bidder PC system like zipping etc. It shall be the responsibility of bidder himself for proper extractability of uploaded zipped files. Any error/ virus creeping into files/folder from client end PC system cannot be monitored by e-tender software/ server and will be bidder’s responsibility only. In case the files are non-extractable or illegible otherwise, then the bidder’s authorized representative shall be given one chance by Tender Opening Committee to open & demonstrate the contents of bid data downloaded from the e-tender portal in his presence.

If, even after above chance, the bidder is unable to open & demonstrate the contents of bid data downloaded from the e-tender portal in his presence then no fresh bid in any form, soft or hard copies, shall be accepted by tendering authority and his bid shall be summarily rejected and treated as non-responsive.

6 Offline Submissions: The bidder is requested to submit the following documents offline to DM (MMT), BSNL Corporate Office, 2nd Floor, Bharat Sanchar Bhawan, Janpath, New Delhi – 110001 on or before the date & time of submission of bids specified in covering letter of this tender document, in a Sealed Envelope. The envelope shall bear (the project name), the tender number and the words ‘DO NOT OPEN BEFORE’ (due date & time).

a) Bid Security (Original copy). b) DD/ Banker’s cheque of Rs. 5,000/- drawn in favour of AO(Cash), BSNL CO, New Delhi, Page 46 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL payable at New Delhi against payment of tender fee. c) Power of attorney in accordance with clause 14.3 of Section-4 Part A. d) Sealed pass-phrases Note: The Bidder has to upload the Scanned copy of all above said original documents (except pass-phrases) as Bid-Annexure to Technical Part (Envelope) during Online Bid-Submission.

7 Special Note on Security of Bids 7.1 Security related functionality has been rigorously implemented in ETS in a multi- dimensional manner. Starting with ‘ Acceptance of Registration by the Service Provider', provision for security has been made at various stages in Electronic Tender's software. Specifically for Bid Submission, some security related aspects are outlined below: 7.2 As part of the Electronic Encrypter™ functionality, the contents of both the ‘Electronic Forms’ and the ‘Main-Bid’ are securely encrypted using a Pass- Phrase created by the Bidder himself. Unlike a ‘password’, a Pass-Phrase can be a multi- word sentence with spaces between words (e.g. I love this World). A Pass-Phrase is easier to remember, and more difficult to break. It is recommended that a separate Pass-Phrase be created for each Bid- Part. This method of bid-encryption does not have the security and data- integrity related vulnerabilities which are inherent in e- tendering systems which use Public-Key of the specified officer of a Buyer organization for bid-encryption. Bid-encryption in ETS is such that the Bids cannot be decrypted before the Public Online Tender Opening Event (TOE), even if there is connivance between the concerned tender-opening officers of the Buyer organization and the personnel of e-tendering service provider. 7.3 Typically, ‘Pass-Phrase’ of the Bid-Part to be opened during a particular Public Online Tender Opening Event (TOE) is furnished online by each bidder during the TOE itself, when demanded by the concerned Tender Opening Officer. 7.4 It is important for the bidder to keep a safe record of his Pass-phrases. It is the RESPONSIBILITY of the bidder to provide the CORRECT PASS-PHRASE for decrypting his bid part. In case the bidder is unable to provide the correct pass-phrase during the TOE, it will not be possible to open his bid and as his will be REJECTED (i.e. Archived Un-opened). Before rejection in such a situation, the bidder will be given opportunity to himself enter the pass-phrase from his own office or from BSNL’s office if his representative is physically present there. 7.5 There is an additional protection with SSL Encryption during transit from the client- end computer of a Supplier organization to the e-tendering server/ portal.

8 Public Online Tender Opening Event (TOE) 8.1 ETS offers a unique facility for ‘Public Online Tender Opening Event (TOE)’. Tender Opening Officers as well as authorized representatives of bidders can attend the Public Online Tender Opening Event (TOE) from the comfort of their offices. For this purpose, representatives of bidders (ie Supplier organization) dully authorized. 8.2 Every legal requirement for a transparent and secure ‘Public Online Tender Opening Event (TOE)’ has been implemented on ETS. 8.3 As soon as a Bid is decrypted with the corresponding ‘Pass-Phrase’ as submitted online Page 47 of 49 Seal &Sign of Bidder NOTICE INVITING RFPRRRR BSNL by the bidder himself (during the TOE itself), salient points of the Bids are simultaneously made available for downloading by all participating bidders. The medium of taking notes during a manual ‘Tender Opening Event’ is therefore replaced with this superior and convenient form of ‘Public Online Tender Opening Event (TOE)’. 8.4 ETS has a unique facility of ‘Online Comparison Chart’ which is dynamically updated as each online bid is opened. The format of the chart is based on inputs provided by the Buyer for each Tender. The information in the Comparison Chart is based on the data submitted by the Bidders. A detailed Technical and/or Financial Comparison Chart enhance Transparency. Detailed instructions are given on relevant screens. 8.5 ETS has a unique facility of a detailed report titled ‘Minutes of Online Tender Opening Event (TOE)’ covering all important activities of ‘Online Tender Opening Event (TOE)’. This is available to all participating bidders for ‘Viewing/ Downloading’. 8.6 There are many more facilities and features on ETS. For a particular tender, the screens viewed by a Supplier will depend upon the options selected by the concerned Buyer. IMPORTANT NOTE: In case of internet related problem at a bidder’s end, especially during ‘critical events’ such as – a short period before bid-submission deadline, during online public tender opening event, during e-auction, it is the bidder’s responsibility to have backup internet connections. In case there is a problem at the e-procurement/ e-auction service-provider’s end (in the server, leased line, etc) due to which all the bidders face a problem during critical events, and this is brought to the notice of BSNL by the bidders in time, then BSNL will promptly re- schedule the affected event(s).

9 Other Instruction 9.1 For further instructions, the vendor should visit the home-page of the portal (https://www.tcil-india-electronictender.com) and go to the User-Guidance Center.

9.2 The help information provided through ‘ETS User-Guidance Center’ is available in three categories- Users intending to Register / First-Time Users, Logged-in users of Buyer organizations, and logged-in users of Supplier organizations. Various links are provided under each of the three categories.

9.3 It is strongly recommended that all authorized users of Supplier organizations should thoroughly peruse the information provided under the relevant links and take appropriate action. This will prevent hiccups, and minimize teething problems during the use of ETS.

9.4 The following ‘FOUR KEY INSTRUCTIONS for BIDDERS’ must be assiduously adhered to: (a) Obtain individual Digital Signing Certificate (DSC or DC) well in advance of your first tender submission deadline on ETS. (b) Register your organization on ETS well in advance of your first tender submission deadline on ETS. (c) Get your organization’s concerned executives trained on ETS well in advance of your first tender submission deadline on ETS.

(d) Submit your Bids well in advance of tender submission deadline on ETS (There could be last minute problems due to internet timeout breakdown at all). (e) While the first three instructions mentioned above are especially relevant to first-time users of ETS, the fourth instruction is relevant at all times.

10. Minimum Requirements at Bidders end.

10.1 Computer System with good configuration (Min PIV, 1 GB RAM Windows XP) 10.2 Broadband connectivity. 10.3 Microsoft Internet Explorer 6.0 or above. 10.4 Digital Certificate(s).

11. Training Program. 11.1 One day training (10:00 to 17:00) may be provided, as per the following table. Training is optional and shall be provided if required by bidders for which a request may kindly be submitted to contact officers of BSNL. 11.2 The prospective participants are requested to carry a Laptop and Wireless Connectivity to Internet.

Scheduled Date Date of uploading RFP Document + 14 days Venue BSNL Corporate Office, Janpath, N Delhi Training Charges As applicable by M/s TCIL

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