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Request for Proposal [RFP]
For
“Engagement of Vendor for End to End Management of Enterprise Wide Loyalty Program”
UCO BANK, Head Office-2 Department of Information Technology 7th Floor, 3 & 4 DD Block, Sector -1 Salt Lake, Kolkata-700 064
RFP REF NO: DIT/MTBD/RFP/5604/2019-20
Date: 06/03/2020
The information provided by the bidders in response to this Request for Proposal (RFP) will become the property of UCO Bank and will not be returned. The Bank reserves the right to amend, cancel, rescind or reissue this RFP and all amendments will be advised to the bidders and such amendments will be binding upon them. The Bank also reserves its right to accept or reject any or all responses to this RFP without assigning any reason whatsoever.
This document is prepared by UCO Bank for its RFP for “Engagement of Vendor for END TO END MANAGEMENT OF REWARDZ AND LOYALTY PROGRAM FOR BANK‟S CUSTOMERS”. It should not be reused or copied or used either partially or fully in any form.
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Disclaimer
The information contained in this Request for Proposal (“RFP”) document or information provided subsequently to bidders or applicants whether verbally or in documentary form by or on behalf of UCO Bank (or Bank), is provided to the bidder(s) on the terms and conditions set out in this RFP document and all other terms and conditions subject to which such information is provided. This RFP document is not an agreement and is not an offer or invitation by UCO Bank to any parties other than the applicants who are qualified to submit the bids (hereinafter individually and collectively referred to as “Bidder” or “Bidders” respectivel y). The purpose of this RFP is to provide the Bidders with information to assist the formulation of their proposals. This RFP does not claim to contain all the information each Bidder require. Each Bidder may conduct its own independent investigations and analysis and is free to check the accuracy, reliability and completeness of the information in this RFP. UCO Bank makes no representation or warranty and shall incur no liability under any law, statute, rules or regulations as to the accuracy, reliability or completeness of this RFP. The information contained in the RFP document is selective and is subject to updating, expansion, revision and amendment. It does not purport to contain all the information that a Bidder require. UCO Bank does not undertake to provide any Bidder with access to any additional information or to update the information in the RFP document or to correct any inaccuracies therein, which may become apparent.
UCO Bank reserves the right of discretion to change, modify, add to or alter any or all of the provisions of this RFP and/or the bidding process, without assigning any reasons whatsoever. Such change will be published on the Bank's Website and it will become part and parcel of RFP.
UCO Bank in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information in this RFP. UCO Bank reserves the right to reject any or all the expression of interest / proposals received in response to this RFP document at any stage without assigning any reason whatsoever. The decision of UCO Bank shall be final, conclusive and binding on all the parties.
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Brief
Sl. No. Description Details 1. RFP No. and date DIT/MTBD/RFP/5604/2019-20, Dated: 06.03.2020
2. Brief Description of the RFP This RFP is being floated for selection of vendor for end to end management of rewards and loyalty program for Bank‟s customers.
Procurement Cell, DIT 7th Floor, UCO Bank Head Office-2 3&4 DD Block, Salt Lake Bank‟s Address for Sector-1 3. Communication and Kolkata- 700064 Submission of Tender West Bengal
Telephone: 033-4455-8426/7865/7313 Email: [email protected] [email protected] 4. Date of Issue 06-03-2020 Last Date of Submission of 5. 16-03-2020, 12:00 Noon. Queries for Pre Bid Meeting 6. Date of Pre Bid Meeting 17-03-2020, 03:00 PM 7. Last Date of Submission of 03-04-2020, 03:30 PM Bids 8. Date and time of Opening 03-04-2020, 04:00 PM of Part A- Conformity to Eligibility Criteria. 9. Date and time of Opening Will be intimated at a later date. of Part-B- Technical Proposal. 10. Date and time opening of Will be intimated at a later date. price/Commercial bid 11. Application Fees (Not Rs.5000 + GST @ 18%) Refundable) 12. Earnest Money 10,00,000/- (Rupees Ten Lakhs only) Deposit(Refundable) This document can be downloaded from Bank‟s website https://www.ucobank.com/English/tenders.aspx In that event, the bidders should pay the Application Fee for tender document by means of DD, drawn on any scheduled Commercial Bank for the above amount in favor of UCO Bank, payable at Kolkata and submit the same along with the Bid document.
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Abbreviations used in this Document:
1 AMC Annual Maintenance Contract 2 BG Bank Guarantee 3 DD Demand Draft 4 DIT Department of Information Technology 5 EMD Earnest Money Deposit 6 HO Head Office 7 LAN Local Area Network 8 LD Liquidated Damage 9 ME Merchant Establishment 10 MDR Merchant Discount rate 11 NEFT National Electronic Funds Transfer 12 NI Act Negotiable Instruments Act 13 OEM Original Equipment Manufacturer 14 OS Operating System 15 POC Proof of Concept 16 POS Point of Sale 17 RFP Request For Proposal [Inter-alia the term „Tender‟ is also used] 17 RTGS Real Time Gross Settlement 18 VAT Value Added Tax 19 GST Goods and Services Tax
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LIST OF CONTENTS 1. ABOUT THE BANK ......
2. ELIGIBILITY CRITERIA ......
3. DISCLAIMER ......
4. SCOPE OF WORK ......
4.1 REWARD POINTS MANAGEMENT ......
4.2 TECHNOLOGY PLATFORM: LOYALTY ENGINE ......
4.2.1 PROCESSING CAPACITY: ......
4.2.2 ALGORITHMS: ......
4.3 INTELLIGENCE: ......
4.4 CUSTOMER MANAGEMENT: ......
4.5 CUSTOMER INTERACTION CENTRE MANAGEMENT ......
4.6 REDEMPTION ......
4.6.1 REWARDS CATALOGUE: ......
4.6.2 REDEMPTION FULFILLMENT: ......
4.8 REPORTING AND ANALYTICS ......
4.9 MARKETING, CREATIVE DEVELOPMENT AND CAMPAIGN MANAGEMENT ......
4.10 MIGRATION ......
4.11 DATA SECURITY SYSTEM & DATA BACKUP ......
4.12 AUDIT TRAIL ......
4.13 INTERFACE/ DASHBOARD FOR ADMIN: ......
5. DELIVERY PERIOD: ......
6. SERVICE LEVEL AGREEMENT AND PENALTY ......
7. ADDITIONAL INFORMATION FOR BIDDERS ......
7.1 PENALTIES DUE TO DELAY IN LAUNCH ......
7.2 PENALTY FOR NON-PERFORMANCE: ......
7.3 RECOVERY OF PENALTY ......
8. PENALTY FOR LOSSES/BREACHES......
9. BID SECURITY AND COST OF RFP ......
10. TERMINATION FOR DEFAULT: ......
11. EFFECT OF TERMINATION ......
12. INFORMATION OWNERSHIP ......
13. PUBLICITY ......
14. INSPECTION OF RECORDS & AUDIT ......
15. COMPLIANCE WITH LAWS ......
16. GUARANTEES ......
17. PRIVACY & SECURITY SAFEGUARDS ......
18. WAIVERS ......
19. VIOLATION OF TERMS ......
20. NON-DISCLOSURE INFORMATION: ...... 21. NO COMMITMENT TO ACCEPT LOWEST OR ANY OFFER/BID ......
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22. SIGNING OF THE BID ......
23. COSTS OF PREPARATION & SUBMISSION OF BID ......
24. CONFIDENTIALITY OF THE BID DOCUMENT ......
25. INTELLECTUAL PROPERTY RIGHTS ......
26. SOLICITATION OF EMPLOYEES ...... 27. BID PRICE: ......
28. AMENDMENT OF BIDDING DOCUMENT ......
29. TWO PART OFFER ......
30. TECHNICAL OFFER (TO) ......
31. INDICATIVE COMMERCIAL OFFER ......
32. PRICE COMPOSITION ......
33. OPENING OF TECHNICAL OFFERS ......
34. TECHNICAL EVALUATION ...... 35. COMMERCIAL EVALUATION THROUGH REVERSE AUCTION ......
36. NO COMMITMENT TO ACCEPT LOWEST OR ANY TENDER ......
37. PRICE FREEZING ......
38. DISPUTE RESOLUTION ......
39. FORCE MAJEURE ......
40. CONFIDENTIALITY ......
41. LIMITATION OF LIABILITY ......
42. GOVERNING LAW AND DISPUTES ......
43. COMPLIANCE WITH STATUTORY AND REGULATORY PROVISIONS ......
44. INDEMNITY ......
45. TAXES AND DUTIES ......
46. INTEGRITY PACT (IP) ......
ANNEXURE-A ANNEXURE-B ANNEXURE-C ANNEXURE-D ANNEXURE-E ANNEXURE-F ANNEXURE-G ANNEXURE-H ANNEXURE-I ANNEXURE-J ANNEXURE-K ANNEXURE-K (A) - Compliance Statement for Reverse Auction ANNEXURE-L: FORMAT OF INTEGRITY PACT ANNEXURE-M: Escalation Matrix ANNEXURE-N: Performance Bank Guarantee Format
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A. INTRODUCTION
1. About UCO Bank
UCO BANK, a body Corporate and a premier Public Sector Bank established in the Year 1943 and nationalized under the Banking Companies (Acquisition and Transfer of Undertakings) Act, 1970, having its Head office at 10 BTM Sarani, Kolkata- 700001 and among others is having office at UCO Bank Head Office, DIT, BPR & BTD, 3rd Floor, 10 BTM Sarani, Kolkata - 700001. The Bank is having PAN India presence of more than 3000 branches and 42 Zonal offices situated across the States. The Bank is working on Core Banking System using Finacle solutions. The Bank is a forerunner in implementation of IT related products and services and continuously making efforts to provide state of the art technological products to its customers.
2. Eligibility Criteria
The eligibility criteria have been set keeping in mind the requirements of the Bank for supply, delivery and services covering the length and breadth of the country. Since the support and services offered by the Bidder will have a direct bearing on the reputation of the Bank, Bidders need to have a proven track record, sufficient means and net worth. Only those vendors who fulfill the following criteria are eligible to respond to the RFP. Offers received from vendors not fulfilling all or any of the following eligibility criteria will be summarily rejected.
2.1 The bidder should be registered as a company in India as per Company Act 1956 & 2013 & operating for 3 years in India as on the date of RFP. The MOA/AOA should have the provision of conducting the line of business sought in the RFP.
2.2 Bidder should have a minimum annual turnover of Rs. 5.00 Crores in Indian market for each of the immediate last 3 financial years as per audited Balance sheet (2016-17, 2017-18 and 2018-19).
2.3 Bidder should have made operating Profit (EBITDA i.e. Earnings before interest, tax, Depreciation and amortization) in last 2 financial years, 2017-18 and 2018- 19 as per audited Balance Sheet.
2.4 The Proposed Loyalty Solution by the bidder should have been implemented or under implementation in at least two institutions out of which one should be scheduled commercial banks in India or multinational Bank having setup in India.
2.5 Bidder should not have been blacklisted by any PSU Bank / IBA/RBI during the last five years.
2.6 There are no pending cases against the bidder involving cheating/fraudulent activities. Details of such activities, if any, must be furnished to the Bank.
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2.7 The Bidder should not be classified as a loan defaulter by any Bank.
2.8 Bidder should be PCI-DSS Compliant or secure certification within 6 months from the date of acceptance of purchase order for this RFP. If the Bidder failed to produce the certificate within 6 months from the date of acceptance of purchase order for this RFP, the contract will be cancelled and the EMD will be forfeited.
2.9 The Bidder should have both primary Data Center and DR Center with full back up arrangement within the geographical location of India and the Data Center should be ISO 27001 certified. The arrangement of primary bidder with third party Data Centre service provider for DC and DR hosting in India provided it should be ISO 27001 certified.
2.10 The Bidder should have the infrastructure for providing 24x7 supports and attending timely to the customer grievances about the loyalty program.
2.11 The Bidder should have the capability of processing around 20 Million transactions per month towards posting loyalty points at the time of the submission of RFP and should be able to ramp up the capacity further in the future as per bank‟s requirement.
2.12 Signing of the Integrity Pact (IP) as per Annexure- L should be the first item in Pre-qualification criteria since this is a requirement to be fulfilled and checked before considering any offer and start evaluating its compliance to other parameters such as technical, functional etc. IP should be signed by the authorized signatory of the vendor/firm. Integrity Pact will be submitted by the bidder on bond paper with witnesses and no deviation should be allowed in the IP format finalized by the Bank. At the time of awarding Contracts, IP should be signed by the vendor.
2.13 The bidder must ensure that application/solution provided is free from embedded/Malicious/Fraudulent code being implemented by them in the Bank.
Note: Bidders must comply with all the above mentioned criteria. Non- compliance of any of the criteria will entail rejection of the offer summarily. Photocopies of relevant documents / certificates should be submitted as proof in support of the claims made. The Bank reserves the right to verify / evaluate the claims made by the bidders independently & to call for any further document/documents from the bidders subsequent to the submission of the bids to verify/evaluate the claims made by the bidders.
3. DISCLAIMER
3.1 The information contained in this RFP document or any information provided subsequently to Bidder(s) either verbally or in documentary form by or on behalf of the Bank, is provided to the Bidder(s) on the terms and conditions set out in this
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RFP document and all other terms and conditions subject to which such information is provided.
3.2 This RFP is neither an agreement nor an offer and is only an invitation by the Bank to the interested parties for submission of bids. The purpose of this RFP is to provide the Bidder(s) with information to assist the formulation of their proposals. This RFP does not claim to contain all the information each bidder may require. Each Bidder should conduct its own investigations and analysis and should check the accuracy, reliability and completeness of the information in this RFP and where necessary obtain independent advice. Bank makes no representation or warranty and shall incur no liability under any law, statute, rules or regulations as to the accuracy, reliability or completeness of this RFP. Bank may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information in this RFP.
3.3 This is not an offer by the Bank but only an invitation to bid in the selection process initiated by the Bank. No contractual obligation whatsoever shall arise from the RFP process until a formal contract is executed by the duly authorized signatory of the Bank and the Bidder.
3.4 Notwithstanding the fact that following these very clauses might have been included as an eligibility criteria in any other previous RFP/tender issued by the Bank whatever manner the same had been Interpreted or evaluated therein, shall have no bearing on this case for evaluation and this RFP/tender shall be evaluated only as per the definition/stipulations contained herein in this RFP/tender. Bank reserves the right not to reopen previous RFPs/tenders on this account.
4.SCOPE OF WORK
The Bidder should be capable of launching, implementing, maintaining and managing (sourcing merchant tie-ups carrying out accrual & redemption of loyalty points etc.) the loyalty program. The bidder should be capable to integrate the solution to Bank‟s Mobility Platform without any further cost. The loyalty/ rewards program for the Bank to cover digital channels, various products & services offered by the Bank to its customers etc. for increasing the customer engagement & stickiness. Bank may introduce new product /process with different reward structure and bidder should have the capability to implement the same. The program should enable Bank to create strong brand association of the customers with the Bank.
4.1 Reward Points Management
4.1.1. Point accrual and expiry rules: The bidder should define basis and rules to award points, expire them at an appropriate time and revoke the expired points in exceptional situations. The rules defined must have Bank approval.
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4.1.2. Tier Structure: The bidder should be able to design a multi-level, user- definable customer tier engine with each tier designed for different card/product as specified by the bank from time to time. Such engine should permit automated movement between tiers upon passing different qualification criteria. Tier should be automatically corrected as and when the customer becomes due for renewal/replacement/upgrade/downgrade. Reward points and other modality may vary from channel to channel, product to product.
4.1.3. Point redemption rules: Rules must be configured on the methodology for redemption of reward points (indicative as, against products, services, cash back options etc.) and for reversal or cancellation of reward points.
4.1.4. Threshold: Bank shall take a call and confirm and finalize the reward redemption threshold, redemption value which will vary time to time.
4.1.5. Linking Member Accounts: The add-on-cards should be linked to the customer‟s account as per bank‟s specification such that the add-on-card‟s points can be redeemed by primary account holder only.
4.1.6. Personalized offers: Attractive discounts/offers as per analysed customer behaviour (amount/frequency of financial transaction etc.), Product type, and special festival offer etc. to be facilitated by the bidder.
4.1.7. Innovative Solution: Bidder should have the capability to design and structure innovative and engaging rewards program for the Bank customer/card holder, which upon final approval from the concerned Bank team, may be rolled out for customers.
4.2 Technology Platform: Loyalty Engine
4.2.1 Processing capacity:
Bidder should be able to process at least 20 Million transactions per month any incremental rise in the transactions volume in the future. The above mentioned volumes are pertaining to dominant digital channels, but Bank may at its discretion introduce any new channel or Banks product, as mentioned in this RFP. The Bidder should be able to handle the incremental transaction volume.
4.2.2 Algorithms:
The engine should be able to apply different rules and logics and do various calculations on following instances:
4.2.2.1 For providing customized offers to customers as and when offered by the bank.
4.2.2.2 For reversal of loyalty points in case of cancellation of a transaction
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4.2.2.3 Adjustment of reward points on upgrading/downgrading of a customer account.
4.2.2.4 Manual uploading of loyalty points for non-transaction related reward points
4.3 Intelligence:
The engine should be able to produce easily readable, modifiable and sharable models as and when fed with algorithms.
Bidder should provide reward points for transactions on all channels (debit/Credit card, internet banking, mobile banking, Banking products/ services etc. as specified by bank.) and these should be further redeemed from different portal access for customer such as mobile, internet etc. either by way of cash back, product/ services etc., towards reward redemption.
Customers shall be provided with a website and mobile application (android & ios) to check the status of reward points. The customers should be provided facility for access to such website & mobile application, which is to designed by being aligned to that of Bank‟s brand, with the ability to manage traffic smoothly and shall be available in bilingual languages i.e. English and Hindi. Bidder to build deploys, manage features such as login, logout, loyalty data view, forget password, history, etc. for customer convenience & access.
The bidder to create and maintain an interactive secure (with SSL Layer) online website for loyalty rewards program.
The Bidder should have system & process which are compliant to data security standard.
Earn/Burn Rules: Rules must be specifically created for earning (e.g. for different category of stores) and burning points e.g. on FIFO basis.
The Bidder platform should be capable of receiving data from various source system of Bank for various products or services, thereafter the system should be able to evaluate and award rewards point as per matrix / tier approved by the Bank upon from time to time.
4.4 Customer Management:
4.4.1 Customer accounts to have a status which may change over the lifetime of the account as active, passive, cancelled etc. 4.4.2 While enrolment of a customer to the loyalty program all profile details like name, number, address, preferences, work profile/hierarchy etc. must be correctly and securely maintained. The afore said data collected from the customer shall only be explicitly used as per Bank requirement and any disclosure of such information to third party may constitute violation of customer data
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confidentiality. The successful Bidder will be required to execute a Non-Disclosure agreement with the Bank.
4.4.3 Bidders system should have the capability to integrate with Bank‟s database or Banks Enterprise Data Warehousing (EDW) to get customer related data to on board the customers.
4.4.4 The loyalty reward scheme should be barred in case of hot listed/ blocked card, dormant accounts, blocked channel etc. and the rewards points ceases to exist when the account is closed.
4.5 Customer Interaction centre Management: A call centre be set up and maintained by bidder at its own cost to assist the customer to redeem the points, resolving customer query, manage grievances of customers under Bank‟s Loyalty Program. Bidders shall provide information to Bank, with respect to the Call centre management viz., customer call volume, grievance type, complain redressal etc. on monthly basis.
Customer to be given access to website/mobile app with unique individual credentials, that can be accessed on 2 factor authentication, line with regulators guidelines from time to time. An easy and convenient process to be defined to set/reset his/her customer profile.
4.6 Redemption: 4.6.1 Rewards Catalogue:
Bidder will design a rich and user friendly reward catalogue in consultation and approval from the Bank, to provide sufficient redemption options to customers of different behaviours, spends and personality.
4.6.2.1 Attractive redemption options with ensured quality/brand of products and services are offered such as Gift voucher, merchandise, real time movie/Air/Bus ticket, Mobile/DTH recharge/Digital Wallet Recharge etc.
4.6.2.2 Customers should experience wide range of gifts/instant discounts at merchant outlets/cash back options catering to all spectrum of spends portraying desires and ambitions of members with varied behavioural characteristics.
4.6.2.3 Bidders to manage entire redemption process from sourcing to efficient & effective shipping of goods at customer‟s address with customers being provided with tracking number to track the shipment online with provision of SMS alerts for the same.
4.6.2.4 To maintain an end to end delivery with a stated TAT of delivery and replacement both.
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4.6.2.5 The bidder should have the capability to run campaign for user enrolment and engagement in the loyalty program.
4.7 Partner Network Management
4.7.1 Set Up Partners: Bidder to create a network of merchants and partners over different segments where Bank‟s customer can enjoy special discount and privileges,
4.7.2 Reports have to be provided as per category/partner/store level to the Bank on monthly basis.
4.8 Reporting and analytics: Bidder should provide all reports, MIS, analytics etc. as follows as and when desired:
4.8.1 Monthly report on customer‟s profile/accrual data in cardholder‟s account.
4.8.2 Monthly report on number of redemption requests/serviced.
4.8.3 Monthly statement of lapsed points.
4.8.4 Monthly report on nature of redemption/category wise redemption.
4.8.5 Monthly report on number of redemption request received but not redeemed.
4.8.6 Report on Customer behaviour change in Banking, for e.g. Customer transaction shifting from Debit Card to UPI, Mobile Banking.
4.8.7 Inactive customer report based on precious performance.
4.8.8 Any other report requested by bank from time to time.
4.9 Marketing, Creative Development and campaign Management:
4.9.1 Designing of marketing campaigns/program for rewards program, GIF, artwork, E-mailers, poster, leaflets, catalogues etc. by bidder to help bank to carry promotion for Loyalty Reward Program. The creative designed for the Bank shall be made available to the Bank for further usage on Banks Social Media Platform and Corporate.
4.9.2 Communication department for printing etc. Campaigns should be designed on the basis of analytics/user behaviour jointly with the Bank. Proper performance tracking and reporting of the campaign be done on daily basis with composite post campaign reporting to the designated bank staff.
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4.9.3 Bidder to undertake Digital Marketing of the program by deploying regular e-mail and SMS communications to customers after consultation with Bank‟s Digital Marketing Team. 4.9.4 Studying and providing information and reports on various trends and impact of campaigns/strategies implemented respectively.
4.9.5 The creative will be given to the Bank on weekly basis to Banks team for Transaction Banking Department and Corporate Communication department. In addition to that the creative will be required on various festive days.
4.10 Migration:
4.10.1 Existing reward points data of the Bank if any, to be migrated to the proposed solution. The migration activity will be sole responsibility of the Successful Bidder.
4.10.2 Fraud Detection: Bidder should have automated fraud detection alerts, reports and triggers driving consequential actions.
4.11 Data Security System & Data backup
4.11.1 Bidder is responsible for secure storage of the Bank data provided during the course of the engagement by the Bank. The bidder shall deploy Firewall with fully integrated Internet security and IP networking along with Intrusion Detection System, Virus protection, detection & maintenance of virus definitions etc. Bidder to maintain an efficient and effective back up of complete loyalty program.
4.11.2 Adequate redundancy and back up (DR site) to support uninterrupted services. Bidder has to conduct DR Dill on regular interval and have to share the report with Bank.
4.11.3 Certification of compliance to PCI-DSS standards.
4.11.4 The bidder shall implement best practices available in industry to ensure secure Data transfer between client and servers, Data communication and integration with third party applications using Service-oriented Architecture (SOA) and - SSL VPN for remote connectivity and management.
4.11.5 Storage Capacity should be sufficient to effectively store the data about customer profile, transactions, history, campaign record, outcome of a certain activity/campaign etc.
4.11.6 The bidder shall facilitate the Bank to migrate such data to Bank or new platform or vendor, upon completion of the tenure of the program/Termination of the arrangement, at no cost to the Bank.
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4.12 Audit Trail Bidder to maintain and provide audit trail of points earned and redeemed by Bank‟s customer and maintain history of the redemption of such rewards point. The Bidder system shall be available for audit by Bank or its representative or by regulatory authority or any other statutory body, as required from time to time with or without notice.
4.13 Interface/ Dashboard for Admin: 4.13.1 The dashboard/ portal/ interface provided to the Bank team should be able to drill down to the customer level and provide details of customer profile, transaction bucketing, reward history etc. The customer level identification shall be basis upon common identifier between Bank and Bidder. Bank team should be able to do redemption on behalf of the customer if necessary.
4.13.2 Any other relevant details required by the Bank for effectively manage and monitor the program like Region/City wise spent, MCC wise spent etc. 4.13.3 Bank User should be empowered to redeem the loyalty points on the behalf of customer.
4.14. Digital Commerce Platform: The bidder will create an E-Store solution that will enable UCO Bank to provide a host of benefits and offerings to customers under one platform with seamless integration with UCO Bank Mobile Banking and Internet Banking. It is a ONE STOP platform, accessible through single sign on via existing Internet Banking and Mobile Banking, which will enable:
1. Customers to compare and shop across products.
2. Affiliate Redirection
3. Bin lock and allow customers the ability to pay only with UCO Bank credit/debit card.
The selected partner needs to be in ready state to offer the solution within 3 months of the purchase order.
5. Delivery period:
The delivery of End to End Management of Enterprise Wide Loyalty Program must be implemented as per the following time schedule:
S No. Task Duration
Delivery of the END to END 6 Weeks from the date of Loyalty Solution Acceptance of Purchase Order/ 1. LOI
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6. Contract Period
The tenure of the Contract will be for a period of 3 (three) years effective from the date of execution of the Service Level Agreement (SLA) unless terminated earlier by the Bank by serving 90 days prior notice in writing to the selected bidder at its own convenience without assigning any reason and without any cost or compensation therefor. However, after the completion of initial period of 3 (three) years, the contract may be extended/renewed for such further period and on such terms and conditions as would be decided by the Bank.
The performance of the selected bidder shall be reviewed every quarter and the Bank reserves the right to terminate the contract at its sole discretion by giving 90 days‟ notice without assigning any reasons and without any cost or compensation therefor. Any offer falling short of the contract validity period is liable for rejection.
The selected bidder is required to enter into a Service Level Agreement (SLA), the format whereof is to be supplied by the Bank.
7. Additional Information for Bidders:
Payment Terms:-
One time set up fee to be paid after successful operation of platform for 1 month.
Rest of the commercial to be paid on monthly basis on submission of invoices for the services rendered.
Selected partner to submit all relevant documents against the invoices raised.
Invoices to be raised in the name of Assistant General Manager, Transaction Banking Department, Head Office, Kolkata.
7.1 Penalties due to Delay in Launch:
For any delay, over and above time lines from the date of acceptance of Purchase Order, LD @ 1% per week subject to a maximum of 10% contract value with applicable GST on LD amount will be levied and recovered from the final payment due. However, if there is a delay beyond the above period and/or amendments thereon, due to reasons attributable to the Bank, such period will be exempted from computation of delay for the purpose of LD. The bidder shall have to produce document showing “Reasons for delay to commence work” from the representatives of UCO Bank at respective locations. This, however, does not preclude the Purchaser from invoking the Performance Guarantee if warranted, as per the terms of this Bid Document.
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7.2 Penalty for Non-performance: 7.2.1 The Bank would expect the bidder to commit to the service level assurances. The Bidder shall commit to maintain uptime of web portal and mobile app 99.50% and above per month. Bidder has to submit the report of uptime to the Bank on monthly basis. 7.2.2 The SLA will be reviewed on a monthly basis. Penalties will be applicable due to downtime of the Loyalty Solution as under: Performance Parameter Penalty (% of the Bill Area Uptime 100% - <99.50% Amount) Nil >99.49 -97% Up to 5 % of monthly Pay-out
>97% to 95% Up to 7% of Monthly Pay-out
Less than 95% Up to 10% of Monthly pay-out
7.3 Recovery of Penalty:
Amount of penalty will be recovered from vendor, on demand from Bank. The vendor undertakes to pay the penalty amount as prescribed by the Bank. Bank reserves the right to invoke the Bank Guarantee for recovering the penalty amount.
8. Penalty for Losses/breaches
8.1 This shall be in addition to the penalty for not meeting SLA which is defined separately.
8.2 Penalties will be levied @ Rs 50,000/ - per instance for any loss bank has suffered due to frauds taken place during the down time or non-availability or non-functionality of Loyalty Solution. In addition to this, please refer to the INDEMNITY clause in case of fraud amount exceeds per instance value.
8.3 For repeat failure, higher penalty e.g. invocation of PBG, blacklisting etc. will be charged depending upon the severity of the fraud/delay in rectification of the problem at the discretion of the Bank.
8.4 Penalty is not applicable for reasons attribute to the Bank and Force Majeure. However, the onus of proof lies with the bidder.
9. Bid Security and Cost of RFP:
9.1 The Bidder shall furnish, as part of its Bid, a Bid Security for an amount of Rs.10,00,000/- (Rupees Ten Lakh Only) in the form of a Bank Guarantee (BG) issued by a Scheduled Commercial Bank in India other than UCO Bank in the
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format enclosed (Annexure-E), to be valid for a period of six months from the last date for submission of Bid Document, along with the Bid Documents.
The cost of the RFP is Rs.10,000/- (Ten thousand only).
9.2 The Selected Bidder‟s Bid Security will be discharged upon the Bidder‟s furnishing the Performance Security in the form of Bank Guarantee for 10% (ten per cent) of the base contract value, valid for 36 months. Unsuccessful Bidder‟s Bid Security will be discharged or returned.
9.3 The bid security may be forfeited:
9.3.1 If a Bidder withdraws it‟s Bid during the period of Bid validity;
9.3.2 or If a Bidder fails to login in Reverse Auction Process, or
9.3.3 In case of a successful Bidder, if the Bidder fails in any of the followings:
9. 3.3.1To accept Purchase Order,
9.3.3.2 To furnish Performance Security valid for 36 months within the stipulated time, or
9.3.3.3 To supply the goods within the stipulated period. 9.3.4 Or Fails to comply any terms of RFP or Purchase Order.
10. Termination for default:
10.1 If the bidder fails to perform any other obligation(s) under the Contract. 10.2 Delay in Implementation of the Project beyond the specified periods. 10.3 Non satisfactory performance of the Project during implementation. 10.4 Failure to upgrade the project as per the requirements of the Bank. 10.5 Serious discrepancies noted in the implementation of the project. 10.6 Breaches in the terms and conditions of the Order. 10.7 Non satisfactory performance of the Project in terms of affecting the Core Systems of the Bank 10.8 The Bank reserves its right to cancel the entire / unexecuted part of Purchase Order at any time without assigning appropriate reasons in the event of one or more of the above conditions.
10.9 In addition to the cancellation of purchase order, the Bank reserves its right to invoke the Performance Bank Guarantee given by the bidder.
11. Effect of termination
11.1 The bidder agrees that it shall not be relieved of its obligations under the reverse transition mechanism notwithstanding the termination of the assignment. Reverse Transition mechanism would typically include service and tasks that are
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required to be performed / rendered by the bidder to the Bank or its designee to ensure smooth handover and transitioning of Bank‟s deliverables and maintenance.
11.2 The reverse transition will be for the period of 3 months post the notice period.
11.3 Same terms (including payment terms) which were applicable during the term of the contract should be applicable for reverse transition services.
11.4 The bidder agrees that after completion of the Term or upon earlier termination of the assignment the bidder shall, if required by the Bank, continue to provide warranty services to the Bank at no less favourable terms than those contained in this RFP. In case the bank wants to continue with the bidder‟s services after the completion of this contract then the bidder shall offer the same or better terms to the bank. Unless mutually agreed, the rates shall remain firm.
11.5 The Bank shall make such prorated payment for services rendered by the bidder and accepted by the Bank at the sole discretion of the Bank in the event of termination, provided that the bidder is in compliance with its obligations till such date. However, no payment for “costs incurred, or irrevocably committed to, up to the effective date of such termination” will be admissible. There shall be no termination compensation payable to the bidder.
11.6 Termination shall not absolve the liability of the Bank to make payments of undisputed amounts to the bidder for services rendered till the effective date of termination. Termination shall be without prejudice to any other rights or remedies a party may be entitled to hereunder or at law and shall not affect any accrued rights or liabilities or either party nor the coming into force or continuation in force of any provision hereof which is expressly intended to come into force or continue in force on or after such termination.
12. Information ownership
All information processed, stored, or transmitted by bidder equipment belongs to the Bank. By having the responsibility to maintain the equipment, the bidder does not acquire implicit access rights to the information or rights to redistribute the information. The bidder understands that civil, criminal, or administrative penalties may apply for failure to protect information appropriately.
13. Publicity
Any publicity by the Bidder in which the name of the Bank is to be used should be done only with the explicit written permission of the Bank.
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14. Inspection of records & Audit
14.1 All bidder‟s records with respect to any matters covered by this RFP shall be made available to the Bank or its designees at any time during normal business hours, as often as the Bank deems necessary, to audit, examine, and make excerpts or transcripts of all relevant data. Said records are subject to examination. Bank‟s auditors would execute confidentiality agreement with the bidder, provided that the auditors would be permitted to submit their findings to the Bank, which would be used by the Bank. The cost of the audit will be borne by the Bank. The scope of such audit would be limited to Service Levels being covered under the contract, and financial information would be excluded from such inspection, which will be subject to the requirements of statutory and regulatory authorities.
14.2 The Vendor should comply with Bank‟s IS Security policy and audit requirements.
14.3 Responsibilities for data and application privacy and confidentiality
14.4 Responsibilities on system and software access control and administration
14.5 Physical Security of the facilities
14.6 Incident response and reporting procedures.
14.7 The vendor should ensure implementation of all guidelines issued by Regulator, GOI in terms of data security & privacy.
15. Compliance with laws
15.1 Compliance with all applicable laws: The bidder shall undertake to observe, adhere to, abide by, comply with and notify the Bank about all laws in force or as are or as made applicable in future, pertaining to or applicable to them, their business, their employees or their obligations towards them and all purposes of this tender and shall indemnify, keep indemnified, hold harmless, defend and protect the Bank and its employees/officers/staff/ personnel/representatives/agents from any failure or omission on its part to do so and against all claims or demands of liability and all consequences that may occur or arise for any default or failure on its part to conform or comply with the above and all other statutory obligations arising there from.
15.2 Compliance in obtaining approvals/permissions/licenses: The bidder shall promptly and timely obtain all such consents, permissions, approvals, licenses, etc., as may be necessary or required for any of the purposes of this project or for the conduct of their own business under any applicable Law, Government Regulation/Guidelines and shall keep the same valid and in force during the term of the project Compliance in obtaining approvals/permissions/licenses: The bidder shall promptly and timely obtain all such consents, permissions, approvals,
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licenses, etc., as may be necessary or required for any of the purposes of this project or for the conduct of their own business under any applicable Law, Government Regulation/Guidelines and shall keep the same valid and in force during the term of the project.
16. Guarantees
16.1 Bidder should guarantee that the software and allied components used to service the Bank are licensed and legal. All hardware, related software and other equipment must be supplied with their original and complete printed documentation
16.2 Bidders should provide reasonable level of assurance about the application being free of malware at the time of sale, free of any obvious bugs, and free of any covert channels in the code (of the version of the application being delivered as well as any subsequent versions/ modifications done).
16.3 Bidder should guarantee that the software and allied components used to service the Bank are licensed and legal.
16.4 Bidders should provide reasonable level of assurance about the application being free of malware at the time of delivery of the solution.
17. Privacy & security safeguards
The bidder shall not publish or disclose in any manner, without the Bank‟s prior written consent, the details of any security safeguards designed, developed, or implemented by the bidder under this contract or existing at any Bank location. The bidder shall develop procedures plans to ensure that IT resources leaving the control of the assigned user (such as being reassigned, removed for repair, replaced, or upgraded) are cleared of all Bank data and sensitive application software. The bidder shall also ensure that all subcontractors who are involved in providing such security safeguards or part of it shall not publish or disclose in any manner, without the Bank‟s prior written consent, the details of any security safeguards designed, developed, or implemented by the bidder under this contract or existing at any Bank location.
18. Waivers
No failure or delay on the part of either party relating to the exercise of any right power privilege or remedy provided under this RFP or subsequent agreement with the other party shall operate as a waiver of such right power privilege or remedy or as a waiver of any preceding or succeeding breach by the other party nor shall any single or partial exercise of any right power privilege or remedy preclude any other or further exercise of such or any other right power privilege or remedy provided in this RFP all of which are several and cumulative and are not exclusive of each other or of any other rights or remedies otherwise available to either party at law or in equity.
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19. Violation of terms
The Bank clarifies that the Bank shall be entitled to an injunction, restraining order, right for recovery, suit for specific performance or such other equitable relief as a court of competent jurisdiction may deem necessary or appropriate to restrain the bidder from committing any violation or enforce the performance of the covenants, obligations and representations contained in this RFP. These injunctive remedies are cumulative and are in addition to any other rights and remedies the Bank may have at law or in equity, including without limitation a right for recovery of any amounts and related costs and a right for damages.`
20. Non-disclosure information: The Selected Bidder shall not, without the Bank‟s prior written consent, disclose any specification, plan, drawing, pattern, sample, or information furnished by or on behalf of the Bank in connection therewith, to any person other than a person employed by the Bidder in the performance of the work assigned to them. The Selected Bidder shall be required to sign a Non-Disclosure Agreement.
21. No commitment to accept lowest or any offer/bid
BANK shall be under no obligation to accept the lowest or any other offer received in response to this offer notice and shall be entitled to reject any or all offers without assigning any reason whatsoever. BANK has the right to re-issue tender/bid. BANK reserves the right to make any changes in the terms and conditions of RFP that will be informed to all bidders. BANK will not be obliged to meet and have discussions with any bidder, and/or to listen to any representations once their offer/bid is rejected. Any decision of BANK in this regard shall be final, conclusive and binding upon the bidder.
22. Signing of the bid
The bid shall be signed by a person or persons duly authorized by the Bidder with signature duly attested. In the case of a body corporate, the bid shall be signed by the duly authorized officers and supported by internal corporate authorizations.
23. Costs of preparation & submission of bid
The bidder shall bear all costs for the preparation and submission of the bid. BANK shall not be responsible or liable for reimbursing/compensating these costs, regardless of the conduct or outcome of the bidding process.
24. Confidentiality of the bid document
The bidder, irrespective of his/her participation in the bidding process, shall treat the details of the documents as secret and confidential.
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25. Intellectual Property Rights
The Bank will own all intellectual property rights to all design, software and/or systems created specifically for implementation at the Bank under this contract. The Bidder shall fully protect the Bank from all legal actions, claims, or damages from third parties arising out of use of software, designs or processes used by the Bidder anywhere in the world.
26. Solicitation of Employees
Bidder will not hire employees of the Bank or solicit or accept solicitation (either directly, indirectly, or through a third party) from employees of the Bank directly involved in this contract during the period of the contract and one year thereafter, except as the parties may agree on a case-by-case basis.
27. Bid Price:
27.1 The Bidding Document downloaded from Bank‟s Website https://www.ucobank.com/English/tenders.aspx and the bid should be submitted on or before the due date and time brought out in the bidding document in the tender box kept at the address given below: Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West Bengal
27.2 Bidders should note that all the information required by the Bank in RFP needs to be provided. Incomplete information may lead to rejection of the tender document submitted by the vendor.
27.3 The Bidder shall bear all costs associated with the preparation and submission of its Bid and the Bank will in no case be responsible or liable for these costs, regardless of the conduct or outcome of the Bidding process.
28. Amendment of Bidding Document 28.1 At any time prior to the deadline for submission of Bids, the Bank may, for any reason, whether, at its own initiative or in response to a clarification requested by a prospective Bidder, modify the Bidding Document, by amendments.
28.2 Notification of amendments will be put up on the Bank‟s Website and will be binding on all Bidders.
28.3 In order to allow prospective Bidders reasonable time in which to take the amendment into account in preparing their Bids, the Bank, at its discretion, may extend the deadline for a reasonable period as decided by the Bank for the submission of Bids.
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29. Three Part Offer
29.1 The offer will be in three parts – Eligibility, Technical and Commercial
29.2 All the bids must be submitted at the same time in separate sealed covers, and duly super-scribed "Eligibility, Technical and commercial Offer for End to End Management of Enterprise Wide Loyalty Solution”.
29.3 The covers should also indicate name and address of the vendor submitting the offers.
29.4 The covers should be addressed to:
The Chief Manager, Procurement Cell, Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West Bengal
29.5. Eligibility Offer : EO will contain compliance sheet of Eligibility clause as mentioned in Point number 2 of Section A along with relevant documentary proofs. It will also contain original Integrity Pact, EMD, and Tender document fees. Technical offer bid will be opened after opening of eligibility bid.
30. Technical Offer (TO)
30.1 The Technical offer (TO) should be complete in all respects and contain all information asked for in this document. 30.2 It is mandatory to submit the technical details only in the prescribed formats duly filled in, along with the offer. The Bank, at its discretion, may not evaluate a TO in case of non- submission or partial submission of technical details. Bank may ask the vendor to furnish the support documents, if required.
30.3 The TO must be submitted in an organized and structured manner. No brochures/leaflets etc., should be submitted in loose form.
30.4 The TO should comprise of following:
30.4.1 Covering letter on the prescribed format (Annexure-A).
30.4.2 Confirmation with the eligibility criteria (Annexure-B) with photocopies of required certificates / documents / proof
30.4.3 Conformation of Functional/Technical Specifications (Annexure-C)
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30.4.4 Turn Over, P&L, and Experience details (Annexure-D)
30.4.5 Documentation (Product Brochures, Leaflets, Manuals etc.).
30.4.6 Bid security of Rs. 10.00 Lakh, in the form of Bank Guarantee (as per the format mentioned in Annexure-E) issued by a scheduled commercial bank favouring UCO Bank, payable at Kolkata.
30.4.7 Compliance certificate in Annexure – F
30.4.8 Query on eligibility criteria in Annexure –G
30.4.9 Letter of Authorization to BID Annexure-H
30.4.10 Terms and Conditions–Compliances Table (Annexure-I)
30.4.11 Indicative commercial offer (TCO) –J
30.4.12 Business rules for Reverse Auction in Annexure-K
30.4.13 Integrity Pact in Annexure-L
30.4.14 Escalation Matrix Annexure - M
30.4.15 Performance Guarantee Annexure-N
30.5 The vendor should agree and confirm to the terms & conditions specified in the RFP. The vendor is advised not to specify or mention any other terms and conditions, as the Bank may take such conditions as deviations/non-conformity with the RFP terms.
30.6 The vendor should provide proof that he has successfully implemented Loyalty Solution. Vendor is required to furnish a letter from the respective Bank/Institution, where Loyalty solution is already implemented. Bank is entitled to make its own independent queries to verify the claims of the bidders.
31. Indicative Commercial Offer
31.1 Indicative Commercial offer should give all the relevant price information in line with “Price Composition”.
31.2 It should be as per the formats Annexure – J only.
31.3 It should not contain any terms and conditions or additional documents.
32. Price Composition
32.1 The price quoted should be only in Indian rupees only.
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32.2 There should be no hand written material, corrections or alterations in the commercial offer
32.3 The prices offered shall be on a fixed price basis and should not be linked to the Foreign exchange rate fluctuation.
32.4 The TCO should include all the components mentioned in the Bill of Material format as mentioned in Annexure–J. In case bidder did not quote for any item, it will be treated as “0” (Zero) cost for the item.
33. Opening of Technical Offers
Technical Offers will be opened on scheduled date and time. No separate intimation will be given in this regard to the vendors, for deputing their representatives.
Representative of the vendor are requested to be present for the opening of the Technical Offers.
34. Technical Evaluation
34.1 The Bank will first evaluate the eligibility criteria and if found eligible, further evaluation will be carried out by the Bank. Then the technical responses will be evaluated and if not found satisfactory, further evaluation will not be done for that particular vendor. The Bank will not rely only on the vendor‟s response and may cross-check from other sources and Bank‟s decision on satisfactory level will be binding on all the bidders.
34.2 The evaluation will focus on fitness to the requirements of technical and functional specifications mentioned in the annexure. The Product offered should meet all the technical and functional specifications. Non-compliance will attract rejection of the proposal.
34.3 It may include demonstration of propose solutions, reference calls, and site visits to selected customers with comparable configurations. The proposal will be rejected in case of any adverse findings.
34.4 The Bank will shortlist the vendor(s) based on technical evaluation.
34.5 Bank reserves the right to reject any and/or all proposals without assigning any reason whatsoever.
35. Commercial Evaluation through Reverse auction
35.1 The Commercial offers of technically qualified vendors only will be opened.
35.2 The Reverse auction process of bidding will be followed. Only the technically qualified bidders will be asked to participate in the reverse auction, which will be
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conducted for this purpose. The business rules, terms and conditions of the reverse auction process will be available to the qualified bidder.
35.3 The L-1 bidder will be determined on the basis of lowest price quoted in the reverse auction. Bank will declare the start price and detrimental value for the reverse auction.
36. No Commitment to Accept Lowest or Any Tender
36.1 The Bank shall be under no obligation to accept the lowest or any other offer received in response to this notice and shall be entitled to reject
36.2 Bank will not be obliged to meet and have discussion with any firm regarding eligibility/technical/commercial offer. Banks decision will be final binding on all bidders.
36.3 Right to Alter Quantities.
37. Price Freezing
37.1 The price finalized shall remain valid for a period of 3 years from the date of acceptance of purchase order/date of execution of SLA.
37.2 No upward revision in the price would be considered on account of subsequent increases in foreign exchange.
37.3 However, if there is any reduction on account of government levies/taxes, during the offer validity period, the same shall be passed on to the Bank.
38. Dispute Resolution
38.1 UCO Bank and the Bidder/s shall make every effort to resolve amicably, by direct informal negotiation, any disagreement or dispute arising between them under or in connection with the contract. If after thirty days from the commencement of such informal negotiations, UCO Bank and the firm have been unable to resolve amicably a contract dispute either party may require that the dispute be referred for resolution by formal arbitration.
38.2 All questions, disputes or differences arising under and out of, or in connection with the contract, shall be referred to two Arbitrators: one Arbitrator to be nominated by UCO Bank and the other to be nominated by the Bidder. In the case of the said Arbitrators not agreeing, then the matter will be referred to an umpire to be appointed by the Arbitrators in writing before proceeding with the reference. The award of the Arbitrators, and in the event of their not agreeing, the award of the umpire appointed by them shall be final and binding on the parties. The arbitration and reconciliation act 1996 and revisions, if any, thereof, shall apply to the arbitration proceedings and the venue of the arbitration shall be Kolkata.
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39. Force Majeure
Notwithstanding the above provisions, the Successful bidder shall not be liable for penalty or termination for default if and to the extent that its delay in performance or other failure to perform its obligations under the Contract is the result of an event of Force Majeure. For purposes of this clause, "Force Majeure" means an event beyond the control of the Bidder and not involving the Bidder's fault or negligence and not foreseeable. Such events may include, but are not restricted to, wars or revolutions and epidemics. If a Force Majeure situation arises, the Bidder shall promptly notify the Bank in writing of such condition and the cause thereof. Unless otherwise directed by the Bank in writing, the Bidder shall continue to perform its obligations under the Contract as far as is reasonably practical, and shall seek all reasonable alternative means of performance not prevented by the Force Majeure event.
40. Confidentiality
40.1 This document contains information confidential and proprietary to the Bank. Additionally, the Bidders will be exposed by virtue of the contracted activities to the internal business information of the Bank. Disclosures of receipt of this RFP or any part of the aforementioned information to parties not directly involved in providing the services requested could result in the disqualification of the vendors, premature termination of the contract, and / or legal action against the vendors for breach of trust.
40.2 Selected Bidder/s will have to execute a Service level agreement and non- disclosure agreement with the Bank within 1 month of receiving formal order.
40.3 The Bidder (and his employees) shall not, unless the Bank gives permission in writing, disclose any part or whole of this RFP document, of the proposal and/or contract, or any specification, plan, drawing, pattern, sample or information furnished by the Bank (including the users), in connection therewith to any person other than a person employed by the bidder in the performance of the proposal and/or contract. Disclosure to any such employed person shall be made in confidence and shall extend only as far as may be necessary for purposes of such performance. The employees or the third party engaged by the bidder will maintain strict confidentiality.
40.4 The Bidder, his employees and agents shall not, without prior written consent from the Bank, make any use of any document or information given by the Bank or its Authorized personnel, except for purposes of performing the contract award.
40.5 In case of breach the Bank shall take such legal action as it may be advised.
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41. Limitation of Liability
Vendor‟s aggregate liability for actual direct damages shall be limited to a maximum of the Contract Value, provided that this limit shall not apply to (1) the infringement indemnity; or
(2) Bodily injury (including death) and damage to real property and tangible personal property caused by Vendor‟s negligence. Vendor shall not in any event be liable for any indirect or consequential damages, or for loss of profit, business, revenue, goodwill, anticipated savings or data, or third party claims except with respect to bodily injury (including death) and damage to real and tangible personal property for which Vendor is legally liable. For the purposes of this Section, “Contract Value” at any given point in time, means the aggregate value of purchase orders placed by Bank on the Vendor under this project.
42. Governing Law and Disputes The Bid and the subsequent Contract with the selected Bidder shall be governed in accordance with the Laws of India and will be subject to the exclusive jurisdiction of Courts in Kolkata.
43. Compliance with Statutory and Regulatory Provisions It shall be the sole responsibility of the Bidder to comply with all statutory and regulatory provisions while delivering the services mentioned in this RFP.
44. Indemnity 44.1 The Bidder shall, at its own expense, defend and indemnify the Bank against all third party claims for infringement of patent, trademark, design or copyright arising from use of products or any part thereof supplied by vendor. Vendor will provide infringement remedies and indemnities for third party products, on a pass through basis. The vendor shall expeditiously extinguish any such claims and shall have full rights to defend it there from. If the Bank is required to pay compensation to a third party resulting from such infringement, the vendor shall be fully responsible to pay such compensation along with all costs, damages and attorney‟s fees and other expenses that a court may finally award, in the event of the matter being adjudicated by a court or that is included in a vendor approved settlement. The Bank will issue notice to the vendor of any such claim without delay and provide reasonable assistance to the vendor in disposal of such claim, and shall at no time admit to any liability for, or express any intent, to settle the claim. The vendor shall also reimburse all incidental costs, which the Bank incurs in this regard.
44.2 In the event of the vendor not fulfilling its obligations under this clause within the period specified in the notice issued by the Bank, Bank has the right to recover the amounts due to it under this provision from any amount payable to the vendor under this project.
44.3 The indemnities under this clause are in addition to and without prejudice to the indemnities given elsewhere in this agreement.
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45. Taxes and Duties
45.1 The Bidder shall be entirely responsible for all applicable taxes, duties, levies, charges, license fees, entry permits, etc. in connection with delivery of products at site including incidental services and commissioning.
45.2 The Bidder must also ensure that all applicable laws framed by the Central Government, State Government and Local Bodies, including payment of applicable taxes/duties and all laws pertaining to contract employees/ labour laws are complied with.
45.3 Providing clarifications/particulars/documents etc. in relation to the project herein to the appropriate tax authorities for assessment of tax, compliance with labour and other laws, etc. will be the sole responsibility of the Bidder at his cost.
45.4 Tax deduction at Source - Wherever the laws and regulations require deduction of such taxes at the source of payment, the Bank shall effect such deductions from the payment due to the Bidder. The remittance of amounts so deducted and issuance of certificate for such deductions shall be made by the Bank as per the laws and regulations in force. Nothing in the Contract shall relieve the Bidder from his responsibility to pay any tax that may be levied in India on income and profits made by the Vendor in respect of this contract.
46. Integrity pact (IP) Vendors/bidders/sellers, only those who commit themselves to Integrity Pact (IP) with the Bank, would be considered competent to participate in the bidding process. In other words, entering into this pact would be the preliminary qualification. If bids are not accompanied with signed IP by the bidders along with the technical bid, the offers shall be summarily rejected.
IP shall cover all phases of contract i.e. from the stage of Notice Inviting Tenders (NIT)/ Request for Proposals (RFP) till the conclusion of the contract i.e. final payment or the duration of warrantee/guarantee. Format of IP is attached in Annexure M for strict compliance.
47. Indepndent External Monitor (IEM) The Bank has appointed Independent Monitors (hereinafter referred to as Monitors) for the Integrity Pact in consultation with the Central Vigilance Commission (Names and Addresses of the Monitors given in the Pre Contract Integrity Pact to be submitted by the bidder as per Annexure – XVI.The task of the Monitors shall be to review independently and objectively, whether and to what extent the parties comply with the obligations under this Pact. The Monitors shall not be subject to instructions by the representatives of the parties and perform their functions neutrally and independently. Both the parties accept that the Monitors have the right to access all the documents relating to the project/procurement, including minutes of meetings. As soon as the Monitor notices, or has reason to believe, a violation of this Pact, he will so inform the Authority designated by the BUYER.The bidder (s) accepts
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that the Monitor has the right to access without restriction to all Project documentation of the BUYER including that provided by the BIDDER. The BIDDER will also grant the Monitor, upon his request and demonstration of a valid interest, unrestricted and unconditional access to his project documentation. The same is applicable to subcontractors. The Monitor shall be under contractual obligation to treat the information and documents of the BIDDER/Subcontractor(s) with confidentiality.
The BUYER will provide to the Monitor sufficient information about all meetings among the parties related to the Project provided such meetings could have an impact on the contractual relations between the parties/The parties will offer to the Monitor the option to participate in such meetings.
The Monitor will submit a written report to the designated Authority of Bank within 8 to 10 weeks from the date of reference or intimation to him by the Bank and should the occasion arise, submit proposals for correcting problematic situations. The following Independent External Monitors (IEMs) have been appointed by the Bank, who will review independently and objectively, whether and to what extent parties have complied with their obligation under the pact.
a) Shri R Raman 1A-121, Kalpataru Gardens Near East-West Flyover Kandivali East, Mumbai- 400101 Email: [email protected]
b) Ms Vijayalakshmi R Iyer Flat No: 1402, Barberry Towers, Nahar Amrit Shakti, Chandivali, Powai, Mumbai 400072 Email: [email protected]
It may kindly be noted that all clarification/query/status with respect to tender may be forwarded to the officers mentioned in the RFP and not to IEMs except query related to Integrated Pact.
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ANNEXURE-A (Letter to the bank on the vendor‟s letterhead)
To Date: Deputy General Manager, Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West Bengal
Dear Sir,
Sub: Your RFP for End to End Management of Enterprise Wide Loyalty Program dated
With reference to the above RFP, having examined and understood the instructions, terms and conditions forming part of the RFP, we hereby enclose our offer for supply of the equipment as detailed in your above referred RFP. We agree to all the terms and conditions mentioned in the RFP.
We further confirm that the offer is in conformity with the terms and conditions as mentioned in the RFP. We also confirm that the offer shall remain valid for 180 days from the date of the offer.
We also understand that the Bank is not bound to accept the offer either in part or in full and that the Bank has right to reject the offer in full or in part without assigning any reasons whatsoever.
We enclose Demand Draft/Bank Guarantee for Rs.10,00,000/- (Rs. Ten Lakh only) favouring UCO Bank and payable at Kolkata, towards bid security, details of the same are as under:
No. : Date :
Name of Issuing Bank :
Yours faithfully, (Name & Designation, seal of the firm)
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ANNEXURE-B We confirm having complied with all the prescribed eligibility criteria as under:
Eligibility Criteria:
Sl Compliance No Eligibility Criteria (Y/N) Proof to be Submitted
The bidder should be 1 registered as a company in India as Certified copy of Certificate per Company Act 1956 of Incorporation in case of a & 2013 & operating for private limited company and 3 years as on the date Certificate of of RFP. The MOA/AOA Commencement of Business should have the provision of in case of a public limited conducting the line of company. business sought in the RFP. Bidder should have a The Bidder should submit minimum annual a certificate issued by the 2 turnover of Rs. 5.00 respective Banks. crores in Indian market for each of the immediate last 3 financial years as per audited Balance sheet.
Bidder should be PCI- DSS Complaint & secure certification Copy of PCI-DSS Certificate/ within 6 months from 3 the date of Compliance document with certification roadmap to be submitted. In case of PCI-DSS Compliant bidder to submit acceptance of Attestation copy of purchase order for this Compliance Certificate. RFP.
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The Bidder should Copy of certificates to the 4 have both primary effect should be submitted. Data Center and DR center in India with full back up arrangement and the Data Center should be ISO 27001 certified.
The Bidder should A declaration to this effect have the infrastructure has to be submitted by the 5 for providing 24x7 Bidder. support and attending timely to the customer grievances about the loyalty program.
Bidder should have Copies of audited financial
made operating Profit statements for the previous 3 6 (EBITDA i.e. Earnings years to be submitted before interest, tax, preferably financial Depreciation and statement pertaining to FY amortization) during 2017-18 and 2018-19. the last 2 financial years, 2017-18 and 2018-19 as per audited Balance Sheet. The bidder should have positive net worth as per audited Balance sheet of the FY 2018-19. The Bidder should The Bidder should submit have at least 2 year certificate issued by the 7 experience in respective Banks. implementation and Management of Loyalty Program for at least 2 institutions out of which one should be Schedule Commercial Bank in India
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The Bidder should not The Bidder has to submit 8 have been blacklisted self-certification on its by any Govt. letter head. / Govt. Agency /Bank(s) /Financial Institutions/any other institution in India or overseas in the last three years. The Bidder should Proof to this effect has to be have the capability of processing around submitted by the Bidder 9 2 Million transactions per month towards posting loyalty points at the time of the submission of RFP and should be able to ramp up the capacity further in the future as per bank‟s requirement.
Note:
● Bidder must comply with all above-mentioned criteria. Non-compliance of any of the criteria will entail rejection of the offer summarily.
● Photocopies of relevant documents / certificates should be submitted as proof in support of the claims made. UCO Bank serves the right to verify/evaluate the claims made by the bidder independently or by virtue of a third party.
● Any decision of UCO Bank in thisregard shall be final, conclusive and binding upon the bidders.
● Scheduled Commercial Banks /Institution refer to Scheduled Commercial Bank/Institution in India only. Once the bidders qualify the eligibility criteria, they will be eligible for the Technical Bid Evaluation. Offers received from the bidders who do not fulfill all or any of the above eligibility criteria are liable to be rejected.
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Technical Bid Evaluation The Technical Bid Essentials shall be evaluated as per the criterion determined by the Bank. The Bank will select the vendor on the basis of a technical and thereafter commercial evaluation. The minimum qualifying criteria for technical evaluation are as follows:
I. The bidder should have a Primary and DR Site within India. II. There should provide clear demarcation of the Bank data in the hosted setup along with the compliance of Data security standards and firewall security in place. III. The bidder should guarantee > 99.50% uptime of servers / portal/ applications. IV. The loyalty engine should have a capability to handle 50 million accounts on the date of submitting the RFP with capability to ramp up handling of100 million Accounts within 6 months from the date of awarding the contract. V. 100% Compliance with Scope of work. VI. Bidder‟s unconditional acceptance of Terms & Conditions as mentioned in the Annexure III : Compliance to Terms &Conditions; VII. Bidder‟s experience and ability to provide an effective loyalty program. VIII. Achieving minimum qualifying marks of 60 in the technical evaluation. In case there is only one bidder or no bidder having a technical score of 60% or more marks as per the Technical Scoring Table, then top three bidders will be technically qualified. IX. Bidder should be able to integrate the Loyalty Solution with Bank‟s mobility platform with any cost.
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ANNEXURE-C Only Bidders qualifying the technical evaluation stage will be eligible for commercial evaluation.
Sr. No. Evaluation Parameter Max Scoring Criteria Marks
Experience in managing Up to 2 Institution 5 Marks 1 end- to-end loyalty at with every additional least 2institution out of institution/Bank 1 Marks which one should be (Maximum Mark 15) Schedule Commercial 15 Bank as per Annexure I
Stable and Scalable 5 marks: Proprietary 2 Loyalty Technology Technology platform platform with capability with source code.
to carry out 5 customizations as per 02marks: Third party Bank requirements technology expeditiously. platform. 10 marks: for 30 million Number of Customer accounts and above for Loyalty Accounts more than 5 3 managed. Banks/Institutions
6 marks: 20-29 million accounts for more than 3 to 5 Banks/Institutions
10 04marks:for10-19 million Accounts for 2 Banks/Institutions 02 marks: for 0-10 million Accounts for 1 Bank/Institution. Number of Banking channels managed from amongst the following list: 10 marks: All
Debit cards channels 08 marks: UPI 4-5 channels 4 Internet Banking 04 marks: 2-3 channels Mobile Banking 02 mark: 1 channel ATM 10 POS/E-com transactions CASA & various accounts Loan Portal
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02 marks: Capability to support >=2 languages on Ability to support multiple Languages(Hindi and the Bank Program portal. 5 No marks: No capability to English) on the program support languages other portal of the Bank. 02 than English on the Bank program portal. 03 marks: Capability to Ability to support multiple support tiers with 6 tiers with differentiated differentiated accrual rates, lapses and Redemption accrual rates, lapses and options. redemption options 03 No marks: No capability to support the above features
Capability of providing 15 marks: Capability in 7 multiple options for providing redemption across customers to redeem their 10or more categories 10 marks: Capability loyalty points across in providing various redemption redemption across 5 to 7 category. categories 15 5 marks: Capability in providing redemption across 2 to 5 categories
No marks: Capability in providing redemption for less than 2 categories 03 marks: Capability in Providing redemption across 6or more categories through Capability to provide Mobile Application. customers the option to 8 02 marks: Capability in redeem their loyalty points providing redemption across across all the redemption 4to 5 categories through categories as defined Mobile Application below through a mobile 01 marks: Capability 03 application in providing redemption across 2to 3 categories through Mobile Application No marks: Capability in providing redemption across less than 2 categories through Mobile Application
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07 marks: Ability to provide instant redemption at the stores through 1000+ Outlets Ability to provide 9 05 mark: Ability to provide customers the option to instant redemption at the
redeem their loyalty points stores through 500+ Outlets 07 in-store across high No marks: No ability to number of outlets provide instant redemption at the stores. Ability to manage redemption using Points + 02 marks: Capability to 10 Bank‟s other channels like 02 manage redemption using Alternate Delivery Channel or Cash. 02 marks: Capability to Ability to manage manage redemption through
11 redemption of loyalty IVR channel No marks: No capability to points through the IVR 02 support redemption through channel the IVR channel
03 marks: Capability to Ability to support support >=2 vendors per 12 multiple vendors per redemption service No marks: No capability to redemption service and 03 support multiple vendors per scalable integration of redemption service redemption services Fully integrated 03 marks: Capability to communication provide integrated 13 management to send e- communication management. mail/ SMS and No marks: No capability to customized campaigns at 03 support integrated every step of the loyalty communication program process management 5 marks: If PCI-DSS Certified. 02 marks: If compliant with the PCI-DSS standards and
confirming to provide 14 Data Security: Certification complete roadmap for for becoming PCI DSS certified PCI-DSS standards 5 company within 3 months of award. Not eligible: If not compliant.
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Demonstration of in- depth understanding of the Bank requirements Subjective Evaluation by 15 Bank‟s team based on from the Loyalty Program presentation and demo on through the technical Major Bank Institution. proposal supplemented 15 by Presentation, Demo& Presentation to be submitted interactions using actual along with the bid. case studies (implemented by the Bidder).
Total 100
The bank will conduct reverse auction on Total Cost of Ownership (TCO) to the bank and shall exclude all taxes viz. Sales Tax, VAT, GST, octroi, entry tax but will include excise duty, custom duty, installation, commissioning charges/ expenses, comprehensive maintenance charges during warranty period including visit expenses, transporting and forwarding charges to respective sites, insurance for transit period and till installation, as applicable. Commercial bid valuation shall be considered as below; in case of any kind of discrepancy: If there is a discrepancy between words and figures, the amount in words shall prevail.
1. If there is a discrepancy between percentage and amount, the amount calculated as per the stipulated percentage basis shall prevail.
2. Where there is a discrepancy between the unit rate and the line item total resulting from multiplying the unit rate by the quantity, the unit rate will govern unless, in the opinion of bank, there is an obvious error such as a misplacement of a decimal point, in which case the line item total will prevail.
3. Where there is a discrepancy between the amount mentioned in the bid and the line item total present in the schedule of prices, the amount obtained on totalling the line items in the Bill of Materials will prevail.
4. The amount stated in the correction form, adjusted in accordance with the above procedure, shall be considered as binding, unless it causes the overall price to rise, in which case the bid price shall prevail. If there is a discrepancy in the total, the correct total shall be arrived at by bank.
5. In case the bidder does not accept the correction of the errors as stated above, the bid shall be rejected. 6. At the sole discretion and determination of the bank, the bank may add any other relevant criteria for evaluating the proposals received in response to this RFP. 7. Bank may, at its sole discretion, decide to seek more information from the
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respondents in order to normalize the bids. However, respondents will be notified separately, if such normalization exercise is resorted to other law will be responsibility of the bidder. The bidder is required to submit an undertaking as per Annexure I: Tender Offer Cover Letter. 8. The highest technical bidder shall not automatically qualify for becoming selected bidder and for award of contract by the bank. 9. The bank shall not incur any liability to the affected bidder on account of such rejection. 10. The selected bidder shall provide revised TCO and the revised break-up of the cost items post reverse auction. 11. If for some reason, negotiations with the successful bidder fail to result in an agreement within a specified timeline, the bank reserves the right to award the contract to the next most eligible bidder based on the evaluation scores and commercial prices quoted during reverse auction. 12. The bidder whose technical and commercial bid is accepted will be referred to as “Selected Bidder” and the bank will notify the same to the selected bidder. The final decision on the successful bidder will be taken by the bank. The implementation of the project will commence upon signing of a contract between the Bank and the selected bidder based on the evaluation.
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ANNEXURE-D
1. TURNOVER AND P&L DETAILS: (Bidders have to submit Xerox copies of Audited Balance Sheet / P&L).
(Amount in Lakh) F Y Turnover Net-worth Profit and Loss
2. Experience details: (Submit Xerox copies of POs (Purchase Orders) and Performance Certificate as support documents).
Details of solution provided to meet eligibility criteria:
Sl. Order placed by Cumulative No. PO No. and date Organization Qty. Total
Yours faithfully,
SIGNATURE (Name & Designation, seal of the firm)
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ANNEXURE-E Format for Bank Guarantee for EMD To Deputy General Manager, Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West BengalBengal
Dear Sirs,
In response to your invitation to respond to your RFP dated ______for End to End Management of Enterprise Wide Loyalty Program, M/s ______having their registered office at ______(hereinafter called the „Bidder‟) wish to respond to the said Request for Proposal (RFP) for self and other associated vendors and submit the proposal for providing End to End Management of Enterprise Wide Loyalty Program and to provide related services as listed in the RFP document.
Whereas the „Bidder‟ has submitted the proposal in response to RFP, we, the ______Bank having our head office ______hereby irrevocably guarantee an amount of Rs. 10.00 Lakh (Rupees Ten Lakh only) as bid security as required to be submitted by the „Bidder‟ as a condition for participation in the said process of RFP. The Bid security for which this guarantee is given is liable to be enforced/ invoked:
1) If the Vendor withdraws his proposal during the period of the proposal validity; or 2) If the Vendor, having been notified of the acceptance of its proposal by the Bank during the period of the validity of the proposal fails or refuses to enter into the contract in accordance with the Terms and Conditions of the RFP or the terms and conditions mutually agreed subsequently.
We undertake to pay immediately on demand to UCO Bank the said amount of Rupees Ten Lakh without any reservation, protest, demur, or recourse. The said guarantee is liable to be invoked/ enforced on the happening of the contingencies as mentioned above and also in the RFP document and we shall pay the amount on any Demand made by UCO Bank which shall be conclusive and binding on us irrespective of any dispute or difference raised by the vendor. Notwithstanding anything contained herein:
1) Our liability under this Bank guarantee shall not exceed Rs.10.00 Lakh (Rupees Ten lakh only). 2) This Bank guarantee will be valid up to ______; and 3) We are liable to pay the guarantee amount or any part thereof under this Bank guarantee only upon service of a written claim or demand by you on or before ______.
In witness whereof the Bank, through the authorized officer has sets its hand and stamp on
this ______day of ______at ______.
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ANNEXURE-F
Compliance Certificate
To
Deputy General Manager, Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West Bengal
Dear Sirs,
1. Having examined the tender document including all annexures, the receipt of which is hereby duly acknowledged, we the undersigned offer to Supply, Install, End to End Management of Enterprise Wide Loyalty Program, at UCO Bank in conformity with the said tender document and in accordance with our proposal and the schedule of prices indicated in the price bid and made part of this tender. 2. If our bid is accepted, we undertake to complete the project within the scheduled time lines.
3. We confirm that this offer is valid for 180 days from the last date for submission of
tender document to UCO Bank.
4. This bid together with your written acceptance thereof and your notification of award,
shall constitute a binding contract between us.
5. We undertake that in competing for and if the award is made to us, in executing the subject contract, we will strictly observe the laws against fraud and corruption in force in India namely “Prevention of Corruption Act 1988”.
6. We agree that UCO Bank is not bound to accept the lowest or any bid that UCO Bank
may receive.
7. We have never been barred/black-listed by any Bank or regulatory /statutory
authority in India.
SIGNATURE (Name & Designation, seal of the firm)
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ANNEXURE-G Queries on the Eligibility Criteria, Scope of work, Terms & Conditions etc provided (Word Document) Please email the form to [email protected]; [email protected]; [email protected]
Bidders have to provide their queries on Eligibility Criteria, Scope of work, Terms & conditions etc. Bidders are requested to categorise queries under appropriate headings such as those pertaining to eligibility criteria, scope of work, terms & conditions etc. Bidders are also requested to provide a reference of the page number, state the clarification point and the queries/suggestion/deviation that they propose as shown below:
Sl no. Page # Point Clarification point as Queries/Suggestion /Section # stated in the tender /Deviation document 1 2 3 4 5 6 7 8 9 10
SIGNATURE (Name & Designation, seal of the firm)
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ANNEXURE–H
LETTER OF AUTHORISATION TO BID No...... Dated: / /2018
Deputy General Manager, Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West Bengal Dear Sir,
This has reference to your above RFP for End to End Management of Enterprise Wide Loyalty Program of ………. With 3 years Contract Period, Mr/Mrs/Miss______is hereby authorised to submit the bid documents, to submit on-line-sealed bid, to participate in reverse auction and to sign the contract on behalf of our organisation for all the systems/ goods required by the bank as called for vide the bank‟s request for proposal vide RFP No.DBD/DCCC/2018-01 on DD/MM/YYY on behalf of our organization. We confirm that the person so authorized above has digital signatures (with encryption facility) in company name and confirm that all the prices quoted in on-line-sealed bid or in reverse auction by him shall be binding on us. He/ She is also authorized to take decisions on behalf of the company till RFP process is completed. Certified Xerox copy of Power of Attorney (P/A) of the person authorising such person is duly submitted.
We hereby extend our full guarantee and warranty as per Clauses of Contract for the goods and services offered for supply by the above firm against this RFP.
The specimen signature is attested below:
______Specimen Signature of Representative
______Signature of Authorizing Authority
Name of Authorizing Authority (Certified Xerox copy of P/A of authorised Signatory/authority is to be submitted)
Note: 1. This letter of authority should be on the letterhead of the principal on whose behalf the proposal is submitted and should be signed by a person competent and having the power of attorney to bind the principal. It should be included by the Bidder in its bid. 2. The details of Digital Signatures are as below:
Digital Name of the Person Signature Certifying SL Email Address & Valid up to Number (Class Agency Contact No 3)
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ANNEXURE-I (TERMS AND CONDITIONS COMPLIANCE TABLE)
Note: Bid proposals not conforming to all terms (as per RFP terms & conditions) mentioned below, will not be taken for further evaluation and may be treated that bid proposal as Technically non- responsive. Bank will not entertain any correspondence in this regard.
Table I: Page No. Submitted Deviation S.No Description of Bid Yes/No s, if . Documen t any 1 Power of Attorney from the Company to the Employee participating in the Bid 2 Bid Security 3 Cost of RFP 4 Manufacturer‟s Authorisation Form 5 Letter of Authorisation to Bid
Table-II: Page No. Complied Deviations S.No. of Bid Description Yes/No if any Document 1 Performance Security 2 Payment Terms 3 Delivery 4 Liquidated Damages 5 Force Majeure 6 Indemnity 7 Liability of the bidder 8 Termination for default 9 Negligence 10 Scope of Work 11 Warranty Terms 12 Non-Disclosure Agreement
We confirm compliance of all the above terms and conditions and also other conditions of RFP, except for the deviations mentioned above.
Signature of the bidder with designation Company Seal.
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ANNEXURE–J INDICATIVE COMMERCIAL OFFER
(To be given on the Company’s Letter Head) Deputy General Manager Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West Bengal
Dear Sir,
REF: Response to RFP dated End to End Management of Enterprise Wide Loyalty Program for UCO Bank Price Bid for Setting up
Contact Centre (Both the Locations)
Total Cost of Ownership (TCO) = XXXX Sr No Particulars YEAR 1 YEAR 2 YEAR 3 A1 1 Onetime Cost for Implementation of XXXXXXXXXXXXXXXX XXXXXXXXXXXXXXXXXXX XXXXXXXXXXXXXXXXX Loyalty Solution including (setting up System/Website/Mobile Application (A) XXX B1 B2 B3 XX 2 Yearly Administrative Fees in Rs Lakh XXX (B) XX 3 Points Likely to be redeemed per month XXX 50 Lakhs 1Crore 1.5 Crore XX XXX Rate per Amount in Rate per Points in Amount in Rate per Amount in Rs(C3) XX Points in Rs Rs(C1) Rs Rs(C2) Points in Rs 4 Cost per point redemption XXX XX 5 Total Project Cost for 3 Years A1+B1+B2+B3+(C1+C2+C3)*12 Note: Set up fees: One Time; Administrative Fees: Post Completion of Year; Redemption Fees: Monthly.
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ANNEXURE K
Business Rules for Reverse Auction
1. Applicability
1.1. Reverse Auctions are carried out under the framework of rules that are called Business Rules. 1.2. All Bidders participating in Reverse Auction shall understand/accept and give an undertaking for compliance with the same to the Bank in the prescribed format Annexure 1.3. Any Bidder not willing to submit such an undertaking shall be disqualified for further participation respecting the procurement in question.
2. Eligibility
2.1. Only Bidders who are technically qualified and who submit the prescribed undertaking to the Bank alone can participate in Reverse Auction for procuring the services as mentioned in the RFP.
3. Compliance/Confirmation from Bidders
3.1. The Bidders participating in Reverse Auction shall submit the following duly signed by the same Competent Authority who signs the offer documents in response to the RFP:
Acceptance of Business Rules for Reverse Auction and undertaking as per format in Annexure.
Agreement between service provider and Bidder. (This format will be given by the service provider prior to announcement of Reverse Auction.) Letter of authority authorizing the name/s of official/s to take part in Reverse Auction as per format in Annexure E-2.
4. Training
4.1. The Bank will facilitate training for participation in Reverse Auction either on its own or through the service provider for the Reverse Auction. 4.2. Where necessary, the Bank/service provider may also conduct a „mock reverse auction‟ to familiarize the Bidders with Reverse Auction process. 4.3. Any Vendor / Bidder not participating in training and/or „mock reverse auction‟ shall do so at his own risk and it shall not be open for him to make any complaint/grievance later.
5. Date and Time for Training
5.1. The Venue, Date, Time etc. for training in Reverse Auction shall be advised at the appropriate time. 5.2. The Bank shall Endeavour to fix such Date/Time at mutual convenience to the Bidder/s, service provider and the Bank.
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5.3. No request for postponement/fixing of Training Date/Time shall be entertained which in the sole view and discretion of the Bank might result in any avoidable delay to either the Reverse Auction or the whole process of selection of Bidder.
6. Date and Time of Reverse Auction
6.1. The Date and Time of commencement of Reverse Auction as also Duration of „Reverse Auction Time‟ shall be communicated at least 3 working Days prior to such auction Date.
6.2. Any force majeure or other condition leading to postponement of auction shall entitle the Bank to postponement of auction even after communication, but, the Bank shall be obliged to communicate to all participating Bidders the „postponement‟ prior to commencement of such „Reverse Auction‟.
7. Conduct of Reverse Auction
7.1. The Reverse Auction shall be conducted on a specific web portal meant for this purpose. 7.2. The Reverse Auction may be conducted through a service provider specifically identified/appointed/empanelled by the Bank.
8. Reverse Auction Service Provider’s Roles and Responsibilities
8.1. In all Reverse Auctions conducted by the Bank through a Service Provider, the Bank shall enter into a separate agreement clearly detailing the role and responsibilities of the service provider hosting the web portal for the Reverse Auction.
8.2. For creating necessary obligations and rights, the service provider may also enter into an agreement with each Bidder as per a format designed by him for this purpose. The Bank shall resolve any points/issues concerning such agreement of Bidder and service provider.
8.3. While a Service Level Agreement (SLA) by the Bank with the service provider is an arrangement for smooth and fair conduct of the Reverse Auction, the Bank shall be directly responsible to Bidders for fair and transparent conduct of Reverse Auction.
8.4. The service provider at the end of each Reverse Auction shall provide the Bank with all details of the Bids and reports of reverse auction. 8.5. The service provider shall also archive the data pertaining to the Reverse Auction for a minimum period of 3 years.
9. Training and Auction
9.1. Service provider / auctioneer is responsible for conduct of adequate training to all technically qualified Bidders representing the reverse auction and Bidding process. 9.2. Each vendor / Bidder shall participate in the training at his / their own cost.
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9.3. Wherever it is considered necessary and asked by the Bidders or as decided by the auctioneer or by Bank a mock auction may also be conducted for the benefit of all concerned. 9.4. Authorized representatives of the Bidders named in the authorization letter given by the Bidder shall be given unique user name, password by the service provider / auctioneer. 9.5. Each Bidder shall change the password and edit the information in the registration page after receipt of initial password. 9.6. All the Bids made from the log -in ID given to Bidder shall ipso-facto be considered Bid made by the vendor / Bidder to whom log-in ID and password were assigned by the service provider / auctioneer.
9.7. Any Bid once made through registered log-in ID / password by the vendor / Bidder cannot be cancelled. The Bidder, in other words, is bound to sell the “Offering” as per the RFP at the Bid price of TCO.
9.8. Every successive Bid by the Bidder / vendor being detrimental Bidding shall replace the earlier Bid automatically and the final Bid as per the time and log-in ID shall prevail over the earlier Bids.
9.9. The Bank shall conduct the reverse auction as per the Standard English reverse auction, that is, no two Bids can have identical price from two different Bidders. In other words, there shall never be a “Tie” in Bids.
10. Proxy Bid
10.1. A proxy Bid is one where Bidder can submit the lowest Bid amount by him in strict confidence to the system directly. This obviates the need for him participating in the Bidding process until the proxy Bid amount is decrementally reached by other Bidders. 10.2. When proxy Bid amount is reached, the Bidder has an option to revise the proxy Bid amount or he can prefer to start participating in Bidding process.
10.3. Since it is an English auction with no ties, two Bidders submitting identical proxy Bid amount and succeeding in auction simultaneously does not arise. 10.4. During training, the issue of proxy Bidding will be clarified in detail by the service provider.
11. Transparency in Bids
11.1. All Bidders will be able to view during the auction time the current lowest price in portal. Bidder shall be able to view not only the lowest Bid but also the last Bid made by him at any point of time during the auction time.
12. Masking of Names
12.1. Names of Bidders/ vendors shall be anonymously masked in the Reverse Auction process and Bidders will be given suitable dummy names. 12.2. After completion of Reverse Auction, the service provider / auctioneer shall submit a report to the Bank with all details of Bid and the original names of the Bidders as also the L1 Bidder with his / their original names.
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13. Start Price
13.1. The lowest Indicative commercials offer (total cost) may be considered as the starting Bid of the reverse auction and not for deciding the L-1 status. Bank may also decide the starting Bid for reverse auction. Bidders should note that the indicative commercial offer is only considered for the purpose of conducting „Reverse auction‟ process only.
14. Decremental Bid Value
14.1. The Bidders shall be able to Bid only at a specified decrement value and not at any other fractions. The Bid decrement value will be informed before the reverse bidding.
14.2. The Bid decrement value shall be rounded off to the nearest thousands of rupees.
15. Reverse Auction Process
16.1. In order to reduce the time involved in the procurement process, Bank shall be entitled to complete the entire procurement process through a single Reverse Auction. For this purpose, Bank shall do all it can to award the contract to L1 Bidder. 16.2. The Bank shall however, be entitled to cancel the procurement of Reverse Auction process, if in its view procurement or reverse auction process cannot be conducted in a fair manner and / or in the interest of the Bank. 16.3. The successful Bidder shall be obliged to provide a Bill of Material at the last Bid price at the close of auction.
16. Expenditure of Reverse Auction
17.1. All expenses of reverse auction shall be borne by the Bank. Bidders, however, shall attend the training, mock auction/ digital signature at their own cost.
17. Changes in Business Rules
18.1. Any change in Business Rules as may become emergent and based on the experience gained shall be made only by a Committee of senior / top executives of the Bank.
18.2. Any / all changes made in Business Rules shall be uploaded in the Website immediately.
18.3. If any reverse auction process has commenced and a change is made in Business Rules, it shall be informed immediately to each vendor/ Bidder and his concurrence to / acceptance of the change shall be obtained in writing by the Bank.
18. Don’ts Applicable to the Bidder / Vendor
19.1. No Bidder shall involve himself / itself or any of his / its representatives in any price manipulation directly or indirectly with other Bidders. If any such practice
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comes to the notice, Bank shall disqualify the vendor / Bidders concerned from the reverse auction process. 19.2. Bidder shall not disclose details of his Bids or any other details concerning Reverse Auction process of the Bank to any other third party without specific permission in writing from the Bank.
19.3. Neither Bank nor service provider / auctioneer can be held responsible for consequential damages such as no power supply, system problem, inability to use the system, loss of electronic information, power interruptions, UPS failure, etc. (Bank shall, however, entertain any such issues of interruptions, problems with open mind and fair degree of transparency in the process before deciding to stop or extend the auction.)
19. Grievances Redressal
20.1. Any aggrieved vendor / Bidder through Reverse Auction process can make complaint in writing within 48 hours of the Reverse Auction to the Chief Compliance Officer of the Bank.
20.2. Competent Authority of the Bank shall give personal hearing to the aggrieved Bidder / vendor and decide upon the complaint / grievance. 20.3. Decision of the Grievance Redressed Committee shall be binding on the Bank as well as on all Bidders participating in the Reverse Auction.
20. Errors and Omission
21.1. On any issue or area of material concern respecting Reverse Auction not specifically dealt with in these Business Rules, the decision of the Bank shall be final and binding on all concerned.
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Annexure K (A) - Compliance Statement for Reverse Auction (To be submitted by all the vendors participating in Reverse Auction) REF: Date:
Deputy General Manager, Department of Information Technology UCO Bank Head Office-2 (5th Floor) 3 & 4 DD Block, Salt Lake Sector 1 Kolkata- 700064 West Bengal DECLARATION
We ______(name of the company) hereby confirm having submitted our bid for participating in Bank‟s RFP dated ______for Implementation of End to End Management of Enterprise Wide Loyalty Program.
We also confirm having read the terms of RFP as well as the Business Rules relating to the Reverse Auction for this RFP process.
We hereby undertake and agree to abide by all the terms and conditions stipulated by UCO Bank in the RFP document including all annexures and the Business Rules for Reverse Auction.
We shall participate in the on-line auction conducted by ______Ltd. (Auction Company) and submit our commercial bid. We shall also abide by the procedures prescribed for online auction by the auction company.
We, hereby confirm that we will honour the Bids placed by us during the auction process, failing which we shall forfeit the EMD. We also understand that the bank may debar us from participating in future tenders.
We confirm having nominated Mr. ______, designated as ______of our company to participate in the Reverse Auction on behalf of the company. We undertake that the company shall be bound by the bids made by him in Reverse Auction.
We undertake to submit the confirmation of last bid price by us to the auction company/Bank within 48 working hours of the completion of event. We also undertake to submit the Bill of Materials for the TCO (Total Cost of Ownership) in terms of RFP.
(Signature with date and seal) (In the capacity of) Duly authorised to sign the Bid with seal for and on behalf of (Name and address of the Bidder) Name of Authorised Representative: ______
Signature of Authorised Representative: ______
Verified above signature Competent Authority Signature: ______
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ANNEXURE-L
PRE CONTRACT INTEGRITY PACT (To be stamped as per the Stamp Law of the Respective State)
1.Whereas UCO Bank having its registered office at UCO BANK, a body corporate constituted under The Banking companies (Acquisition & Transfer Act of 1970), as amended by The Banking Laws (Amendment) Act, 1985, having its Head Office at 10, Biplabi Trailokya Maharaj Sarani , Kolkata- 700001 acting through its Department of IT, represented by Authorised Signatory hereinafter referred to as the Buyer and the first party, proposes to procure) hereinafter referred to as Stores and / or Services.
And
M/s______represented by______Authorised signatory, (which term, unless expressly indicated by the contract, shall be deemed to include its successors and its assignee), hereinafter referred to as the bidder/seller and the second party, is willing to offer/has offered the Stores and / or Services.
2. Whereas the Bidder/Seller is a private company/public company/ /partnership/registered export agency, constituted in accordance with the relevant law in the matter and the BUYER is a Public Sector Undertaking and registered under Companies Act 1956. Buyer and Bidder/Seller shall hereinafter be individually referred to as ―Party or collectively as the ―parties, as the context may require.
3. Preamble Buyer has called for tenders under laid down organizational procedures intending to enter into contract /s for supply / purchase / etc. and the Bidder /Seller is one amongst several bidders /Proprietary Vendor /Customer Nominated Source/Licensor who has indicated a desire to bid/supply in such tendering process. The Buyer values and takes primary responsibility for values full compliance with all relevant laws of the land, rules, regulations, economic use of resources and of fairness / transparency in its relations with its Bidder (s) and / or Seller(s). In order to achieve these goals, the Buyer will appoint Independent External Monitor(s) (IEM) in consultation with Central Vigilance Commission, who will monitor the tender process and the execution of the contract for compliance with the principles mentioned above.
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4. Commitments of the Buyer
4.1 The Buyer commits itself to take all measures necessary to prevent corruption and fraudulent practices and to observe the following principles: -
(i) No employee of the Buyer, personally or through family members, will in connection with the tender, or the execution of a contract demand, take a promise for or accept, for self or third person, any material or immaterial benefit which the person is not legally entitled to. (ii) The Buyer will during the tender process treat all Bidder(s) /Seller(s) with equity and reason. The Buyer will in particular, before and during the tender process, provide to all Bidder (s) /Seller(s) the same information and will not provide to any Bidders(s) /Seller(s) confidential /additional information through which the Bidder(s) / Seller(s) could obtain an advantage in relation to the process or the contract execution. (iii) The Buyer will exclude from the process all known prejudiced persons.
4.2 If the Buyer obtains information on the conduct of any of its employees which is a criminal offence under the Indian Legislation Prevention of Corruption Act 1988 as amended from time to time or if there be a substantive suspicion in this regard, the Buyer will inform to its Chief Vigilance Officer and in addition can initiate disciplinary action.
5 Commitments of the Bidder(s) /Seller(s):
5.1 The Bidder(s)/ Seller(s) commit itself to take necessary measures to prevent corruption. He commits himself to observe the following principles during his participation in the tender process and during the contract execution.
(i) The Bidder(s) /Seller(s) will not directly or through any other persons or firm, offer promise or give to any of the Buyer„s employees involved in the tender process or the execution of the contract or to any third person any material or other benefit which he / she is not legally entitled to, in order to obtain in exchange any advantage during the tendering or qualification process or during the execution of the contract. (ii) The Bidder(s) /Seller(s) will not enter with other Bidders / Sellers into any undisclosed agreement or understanding, whether formal or informal. This applies in particular to prices, specifications, certifications, subsidiary contracts, submission or non-submission of bids or any other actions to restrict competitiveness or to introduce cartelization in the bidding process.
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(iii) The bidder(s) /Seller(s) will not commit any offence under the Indian legislation, Prevention of Corruption Act, 1988 as amended from time to time. Further, the Bidder(s) /Seller(s) will not use improperly, for purposes of competition or personal gain, or pass on to others, any information or document provided by the Buyer as part of the business relationship, regarding plans, technical proposals and business details, including information constrained or transmitted electronically. (iv) The Bidder(s) /Seller(s) shall ensure compliance of the provisions of this Integrity Pact by its sub-supplier(s) / sub-contractor(s), if any, Further, the Bidder /Seller shall be held responsible for any violation/breach of the provisions by its sub-supplier(s) /Sub-contractor(s).
5.2 The Bidder(s) /Seller(s) shall ensure compliance of the provisions of this Integrity Pact by its sub-supplier(s) / sub-contractor(s), if any, Further, the Bidder /Seller shall be held responsible for any violation /breach of the provisions by its sub-supplier(s) /sub-contractor(s).
5.3 The Bidder(s) /Seller(s) will not instigate third persons to commit offences outlined above or be an accessory to such offences.
5.4 Agents / Agency Commission
The Bidder /Seller confirms and declares to the Buyer that the bidder/Seller is the original manufacturer/authorized distributor / stockiest of original manufacturer or Govt. Sponsored /Designated Export Agencies (applicable in case of countries where domestic laws do not permit direct export by OEMS of the stores and /or Services referred to in this tender / Offer / contract / Purchase Order and has not engaged any individual or firm, whether Indian or Foreign whatsoever, to intercede, facilitate or in any way to recommend to Buyer or any of its functionaries, whether officially or unofficially, to the award of the tender / contract / Purchase order to the Seller/Bidder; nor has any amount been paid, promised or intended to be paid to any such individual or firm in respect of any such intercession, facilitation or recommendation. The Seller / Bidder agrees that if it is established at any time to the satisfaction of the Buyer that the present declaration is in anyway incorrect or if at a later stage it is discovered by the Buyer that the Seller incorrect or if at a later stage it is discovered by the Buyer that the Seller/Bidder has engaged any such individual /firm, and paid or intended to pay any amount, gift, reward, fees, commission or consideration to such person, party, firm or institution, whether before or after the signing of this contract /Purchase order, the Seller /Bidder will be liable to refund that amount to the Buyer. The Seller will also be debarred from participating in any
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RFP / Tender for new projects / program with Buyer for a minimum period of five years. The Buyer will also have a right to consider cancellation of the Contract / Purchase order either wholly or in part, without any entitlement of compensation to the Seller /Bidder who shall in such event be liable to refund agents / agency commission payments to the buyer made by the Seller /Bidder along with interest at the rate of 2% per annum above LIBOR (London Inter- Bank Offer Rate) (for foreign vendors) and Base Rate of SBI (State Bank of India) plus 2% (for Indian vendors). The Buyer will also have the right to recover any such amount from any contracts / Purchase order concluded earlier or later with Buyer.
6. Previous Transgression
6.1 The Bidder /Seller declares that no previous transgressions have occurred in the last three years from the date of signing of this Integrity Pact with any other company in any country conforming to the anti-corruption approach or with any other Public Sector Enterprise in India that could justify Bidder„s /Seller„s exclusion from the tender process.
6.2 If the Bidder /Seller makes incorrect statement on this subject, Bidder /Seller can be disqualified from the tender process or the contract, if already awarded, can be terminated for such reason without any liability whatsoever on the Buyer.
7. Company Code of Conduct
Bidders /Sellers are also advised to have a company code of conduct (clearly rejecting the use of bribes and other unethical behaviour) and a compliance program for the implementation of the code of conduct throughout the company.
8. Sanctions for Violation
8.1 If the Bidder(s) /Seller(s), before award or during execution has committed a transgression through a violation of Clause 5, above or in any other form such as to put his reliability or credibility in question, the Buyer is entitled to disqualify the Bidder(s) /Seller (s) from the tender process or take action as per the procedure mentioned herein below: (i) To disqualify the Bidder /Seller with the tender process and exclusion from future contracts. (ii) To debar the Bidder /Seller from entering into any bid from Buyer for a period of two years.
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(iii) To immediately cancel the contract, if already signed /awarded without any liability on the Buyer to compensate the Bidder /Seller for damages, if any. Subject to Clause 5, any lawful payment due to the Bidder/Seller for supplies effected till date of termination would be made in normal course. (iv) To encash EMD /Advance Bank Guarantees / Performance Bonds / Warranty Bonds, etc. which may have been furnished by the Bidder /Seller to the extent of the undelivered Stores and / or Services.
8.2 If the Buyer obtains Knowledge of conduct of Bidder /Seller or of an employee or representative or an associate of Bidder /Seller which constitutes corruption, or if the Buyer has substantive suspicion in this regard, the Buyer will inform to its Chief Vigilance Officer.
9. Compensation for Damages
9.1 If the Buyer has disqualified the Bidder(s) /Seller(s) from the tender process prior to the award according to Clause 8, the Buyer is entitled to demand and recover the damages equivalent to Earnest Money Deposit in case of open tendering. 9.2 If the Buyer has terminated the contract according to Clause 8, or if the Buyer is entitled to terminate the contract according to Clause 8, the Buyer shall be entitled to encash the advance bank guarantee and performance bond / warranty bond, if furnished by the Bidder / Seller, in order to recover the payments, already made by the Buyer for undelivered Stores and / or Services.
10. Independent External Monitor(s)
10.1 The Buyer has appointed independent External Monitors for this Integrity Pact in consultation with the Central Vigilance Commission (Names and Addresses of the Monitors are given in RFP). 10.2 As soon as the integrity Pact is signed, the Buyer shall provide a copy thereof, along with a brief background of the case to the independent External Monitors. 10.3 The Bidder(s) / Seller(s) if they deem it necessary, May furnish any information as relevant to their bid to the Independent External Monitors. 10.4 If any complaint with regard to violation of the IP is received by the buyer in a procurement case, the buyer shall refer the complaint to the Independent External Monitors for their comments / enquiry. 10.5 If the Independent External Monitors need to peruse the records of the buyer in connection with the complaint sent to them by the buyer, the
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buyer shall make arrangement for such perusal of records by the independent External Monitors. 10.6 The report of enquiry, if any, made by the Independent External Monitors shall be submitted to MD & CEO, UCO Bank, Head Office at 10, Biplabi Trailokya Maharaj Sarani, Kolkata-700001 within 2 weeks, for a final and appropriate decision in the matter keeping in view the provision of this Integrity Pact. 10.7 The word “Monitor” would include both singular and plural.
11. Law and Place of Jurisdiction
This Integrity Pact is subject to Indian Laws, and exclusive Jurisdiction of Courts at Kolkata, India.
12. Other Legal Actions
The actions stipulated in this Integrity Pact are without prejudice to any other legal action that may follow in accordance with the provision of the extant law in force relating to any civil or criminal proceedings.
13. Integrity Pact Duration.
13.1 This Integrity Pact begins when both parties have legally signed it. It expires of order / finalization of contract. 13.2 If any claim is made/ lodged during this time, the same shall be binding and continue to be valid despite the lapse of this Integrity Pact as specified above, unless it is discharged / determined by MD & CEO, UCO Bank . 13.3 Should one or several provisions of this Integrity Pact turn out to be invalid, the reminder of this Integrity Pact remains valid. In this case, the parties will strive to come to an agreement to their original intentions. 14 Other Provisions
14.1 Changes and supplements need to be made in writing. Side agreements have not been made. 14.2 The Bidders (s)/ Sellers (s) signing this IP shall not initiate any Legal action or approach any court of law during the examination of any allegations/complaint by IEM and until the IEM delivers its report. 14.3 In view of nature of this Integrity Pact, this Integrity Pact shall not be terminated by any party and will subsist throughout its stated period. 14.4 Nothing contained in this Integrity Pact shall be deemed to assure the bidder / Seller of any success or otherwise in the tendering process.
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15. This Integrity Pact is signed with UCO Bank exclusively and hence shall not be treated as precedence for signing of IP with MoD or any other Organization. 16. In the event of any contradiction between the Integrity Pact and its Annexure, the Clause in the Integrity Pact will prevail.
17. The Parties here by sign this Integrity Pact.
BUYER BIDDER /SELLER Signature: Signature: Authorized Signatory Authorized Signatory Department of IT
Place: Date:
Witness: Witness: (Name & Address) (Name & Address)
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Annexure –M Escalation Matrix Name of Company: Delivery Related Issues: Sl. No Name Designation Full office Phone No Mobile No Fax Email Address address First Level Contact Second Level Contact (if response is not received in 24 hours) Regional/Zonal Head (if response is not received in 48 hours) Country Head (if response is not received in 1week)
Name of Company: Services Related Issues: Sl. No Name Designation Full office Phone No Mobile No Fax Email Address address First Level Contact Second Level Contact (if response is not received in 4 hours) Regional/Zonal Head (if response is not received in 24 hours) Country Head (if response is not received in 48 hours)
Any change in designation, substitution will be informed to the bank immediately Signature: Name of Representative: Designation: Company Seal:
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Annexure N Performance Bank Guarantee Format
Sub: Request for Proposal (RFP) For Engagement of Vendor for End to End Management of Enterprise Wide Loyalty Program (RFP REF NO: DIT/MTBD/RFP/______/2019-20, Dated: ______).
1. In consideration of UCO BANK, a body corporate constituted under the Banking Companies (Acquisition & Transfer of Undertaking) Act, 1970, having its head office at 10, BIPLABI TRILOKYA MAHARAJ SARANI (BRABOURNE ROAD), Kolkata - 700001 (hereinafter called ―UCO BANK‖ ) having agreed to exempt M/s ______(Name of the vendor Company), a Company incorporated under the Companies Act, 1956 having its registered office at ______(Address of the vendor company) (hereinafter called ― the said VENDOR) from the demand, under the terms and conditions of UCO BANK‟s purchase order / Letter of Intent bearing no. ….dated…………………. issued to the Vendor and an Agreement to be made between UCO BANK and the Vendor for a period of ………….. In pursuance of Request For Proposal no…………… dated…………………………… , as modified, (hereinafter called ―the said Agreement), of security deposit for the due fulfilment by the said VENDOR of the Terms and conditions contained in the said Agreement, on production of a Bank Guarantee for Rs.………… (Rupees……………only).We,…………………. [indicate the name of the bank ISSUING THE BANK GUARANTEE] (hereinafter referred to as ― the Bank) at the request of ………………………………….. [VENDOR] do hereby undertake to pay to UCO BANK an amount not exceeding Rs……………...against any loss or damage caused to or suffered or would be caused to or suffered by UCO BANK by reason of any breach by the said VENDOR of any of the terms or conditions contained in the said Agreement.
2. We …………………………………………………… [indicate the name of the bank ISSUING THE BANK GUARANTEE] do hereby undertake to pay the amounts due and payable under this guarantee without any demur, merely on a demand from UCO BANK stating that the amount claimed is due by way of loss or damage caused to or breach by the said VENDOR of any of the terms or conditions contained in the said Agreement or by reason of the VENDOR‟S failure to perform 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.…………………………..
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3. We undertake to pay to UCO BANK any money so demanded notwithstanding any dispute or disputes raised by the VENDOR in any suit or proceeding pending before any court or Tribunal relating thereto our liability under this present being absolute and unequivocal. The payment made by us under this bond shall be a valid discharge of our liability for payment there under and the VENDOR for payment there under and the VENDOR shall have no claim against us for making such payment.
4. We, ……………………………………………… [indicate the name of the bank ISSUING THE GUARANTEE] 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 BANK under or by virtue of the said Agreement have been fully paid and its claims satisfied or discharged or till UCO BANK certifies that the terms and conditions of the said Agreement have been fully and properly carried out by the said VENDOR and accordingly discharged this guarantee. Unless a demand or claim under this guarantee is made on us in writing on or before …………………………….. (Expiry of claim period), we shall be discharged from all liabilities under this guarantee thereafter.
5. We ……………………………………… [indicate the name of bank ISSUING THE GUARANTEE] further agree with UCO BANK that UCO BANK 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 VENDOR from time or to postpone for any time, or from time to time any of the powers exercisable by UCO BANK against the said VENDOR and to forebear 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 variation, or extension being granted to the said VENDOR or for any forbearance, act or omission on the part of UCO BANK of any indulgence by UCO BANK to the said VENDOR or by any such matter or thing whatsoever which under the law relating to sureties would, but for this provision, have effect of so relieving us.
6. This guarantee will not be discharged due to the change in the constitution of the Bank or the VENDOR.
7. We, ……………………………………… [indicate the name of Bank ISSUING THE GUARANEE ] lastly undertake not to revoke this guarantee during its currency except with the previous consent of UCO BANK in writing.
Notwithstanding anything contained herein:
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a. Our liability under this Bank Guarantee shall not exceed Rs…….. (Rupees………………………………………….) only. b. This Bank Guarantee shall be valid upto ………………………………………… and c. We are liable to pay the guaranteed amount or any part thereof under this Bank Guarantee only and only if you serve upon us a written claim or demand on or before ……………………………………………(date of expiry of Guarantee including claim period).
8. Dated the …………………… day of ……… for ...... [indicate the name of Bank]
Yours faithfully,
For and on behalf of
______Bank
Authorised Official Note: 1. Selected vendor should ensure that the seal and CODE No. of the signatory is put by the bankers, before submission of the bank guarantee. 2. Bidder guarantee issued by banks located in India shall be on a Non- Judicial Stamp Paper of requisite value as applicable to the place of execution.
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NON-DISCLOSURE AGREEMENT
This Non-Disclosure Agreement is entered into on this ….day of ………….., 2020 BETWEEN UCO Bank, a body corporate, constituted under the Banking Companies (Acquisition & Transfer of Undertakings) Act, 1970 as amended from time to time having its Head Office at No. 10, BTM Sarani, Kolkata-700001 hereinafter referred to as “the Bank” (which expression shall unless excluded by or repugnant to the subject or context be deemed to mean and include its assigns, administrators and successors) of the FIRST PART/ DISCLOSING PARTY
AND ………………………………………………………………………………………………… ………………………………………………………….. (which expression shall unless excluded by or repugnant to the subject or context be deemed to mean and include its assigns, administrator and successors) of the SECOND PART/ RECEIVING PARTY
(Each of Bank and the vendor is sometimes referred to herein as a “Party” and together as the “Parties”).
WHEREAS the Vendor/Receiving Party is inter alia engaged as services provider to implement End to End Management of Enterprise Wide Loyalty Program as per the terms and conditions specified in the RFP ref. no DIT/BPR & BTD/OA/5605/2019-20 dated: 06/03/2020. The Vendor/Receiving Party would be single point of contact for this project.
WHEREAS Bank/Disclosing Party is inter alia engaged in the business of Banking; and
WHEREAS the Parties presently desire to discuss and/or consult with each other's business for the purposes of entering into Agreements for vendor to Implementation of Anti-Money Laundering (AML) Solution .
WHEREAS the Parties recognize that each other‟s business involves specialized and proprietary knowledge, information, methods, processes, techniques and skills peculiar to their security and growth and that any disclosure of such methods, processes, skills, financial data, or other confidential and proprietary information would substantially injure a Party‟s business, impair a Party‟s investments and goodwill, and jeopardize a Party‟s relationship with a Party‟s clients and customers; and
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WHEREAS in the course of consultation with respect to the potential business venture, the Parties anticipate disclosing to each other certain information of a novel, proprietary, or confidential nature, and desire that such information be subject to all of the terms and conditions set forth herein below;
NOW THEREFORE the Parties hereto, in consideration of the promises and other good and valuable consideration, agree such information shall be treated as follows:
1. Confidential Information. “Confidential Information” shall mean and include any information which relates to the financial and/or business operations of each Party, including but not limited to, specifications, drawings, sketches, models, samples, reports, forecasts, current or historical data, computer programs or documentation and all other technical, financial or business data, information related to each Party's customers, products, processes, financial condition, employees, intellectual property, manufacturing techniques, experimental work, trade secrets.
2. Use of Confidential Information. The Vendor/Receiving Party agrees not to use the Bank/Disclosing Party‟s confidential Information for any purpose other than for the specific consultation regarding the potential business venture. Any other use of such Confidential Information by the Receiving Party shall be made only upon the prior written consent from an authorized representative of the Disclosing Party which wishes to disclose such information or pursuant to subsequent agreement between the Parties hereto.
3. Restrictions. Subject to the provisions of paragraph 4 below, the Party receiving Confidential Information (the “Receiving Party”) shall, for contract period of eighteen (18) months from the date of the last disclosure of Confidential Information made under this Agreement (except for personal customer data which shall remain confidential forever), use the same care and discretion to limit disclosure of such Confidential Information as it uses with similar confidential information of its own and shall not disclose, lecture upon, publish, copy, modify, divulge either directly or indirectly, use(except as permitted above under clause (2) or otherwise transfer the Confidential Information to any other person or entity, including taking reasonable degree of care and steps to:
(a) restrict disclosure of Confidential Information solely to its concerned employees, agents, advisors, consultants, contractors and /or subcontractors with a need to know and not disclose such proprietary information to any other parties; and
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(b) advise all receiving Party‟s employees with access to the Confidential Information of the obligation to protect Confidential Information provided hereunder and obtain from agents, advisors, contractors and/or consultants an agreement to be so bound.
(c) use the Confidential Information provided hereunder only for purposes directly related to the potential business venture.
4. Exclusions. The obligations imposed upon Receiving Party herein shall not apply to information, technical data or know how, whether or not designated as confidential, that:
(a) is already known to the Receiving Party at the time of the disclosure without an obligation of confidentiality;
(b) is or becomes publicly known through no unauthorized act of the Receiving Party;
(c) is rightfully received from a third Party without restriction and without breach of this Agreement;
(d) is independently developed by the Receiving Party without use of the other Party‟s Confidential Information and is so documented;
(e) is disclosed without similar restrictions to a third party by the Party owning the Confidential Information;
(f) is approved for release by written authorization of the Disclosing Party; or
(g) is required to be disclosed pursuant to any applicable laws or regulations or any order of a court or a governmental body; provided, however, that the Receiving Party shall first have given notice to the Disclosing Party and made a reasonable effort to obtain a protective order requiring that the Confidential Information and/or documents so disclosed be used only for the purposes for which the order was issued.
5. Return of Confidential Information. All Confidential Information and copies and extracts of it shall be promptly returned by the Receiving Party to the Disclosing Party at any time within thirty (30) days of receipt of a written request by the Disclosing Party for the return of such Confidential Information.
6. Ownership of Information. The Receiving Party agrees that all Confidential Information shall remain the exclusive property of the Disclosing Party and its affiliates, successors and assigns.
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7. No License Granted. Nothing contained in this Agreement shall be construed as granting or conferring any rights by license or otherwise in any Confidential Information disclosed to the Receiving Party or to any information, discovery or improvement made, conceived, or acquired before or after the date of this Agreement. No disclosure of any Confidential Information hereunder shall be construed by the Receiving Party to be a public disclosure of such Confidential Information for any purpose whatsoever.
8. Breach. In the event the Receiving Party discloses, disseminates or releases any Confidential Information received from the Disclosing Party, except as provided above, such disclosure, dissemination or release will be deemed a material breach of this Agreement and the Disclosing Party shall have the right to demand prompt return of all Confidential Information previously provided to the Receiving Party and in such case, the Receiving party shall be bound to return all information within….……..days from the date of such demand. The provisions of this paragraph are in addition to any other legal right or remedies, the Disclosing Party may have under the Law for the time being in force. 9. Arbitration and Equitable Relief.
(a) Arbitration. The Parties shall endeavour to settle any dispute/difference arising out of or relating to this Agreement through consultation and negotiation. In the event no settlement can be reached through such negotiation and consultation, the Parties agree that such disputes shall be referred to and finally resolved by arbitration under the provisions of the Arbitration and Conciliation Act, 1996 and the rules made thereunder from time to time. The arbitration shall be held in Kolkata. The language used in the arbitral proceedings shall be English. The arbitration proceeding shall be conducted by a panel of three arbitrators, each party shall appoint his own arbitrator and the two appointed arbitrators shall appoint the third arbitrator who shall act as presiding Arbitrator.
(b) Equitable Remedies. The Parties agree that in event of breach of any of the covenants contained in this Agreement due to negligence/fault/laches of the Receiving Party, the Disclosing party shall have, in addition to any other remedy, the right:
i) to obtain an injunction from a court of competent jurisdiction restraining such breach or threatened breach; and ii) to specific performance of any such provisions of this Agreement. The Parties further agree that no bond or other security shall be required in
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obtaining such equitable relief and the Parties hereby consent to the issuance of such injunction and to the ordering of specific performance.
(c) Legal Expenses: If any action and proceeding is brought for the enforcement of this Agreement, or because of an alleged or actual dispute, breach, default, or misrepresentation in connection with any of the provisions of this Agreement, each Party will bear its own expenses, including the attorney's fees and other costs incurred in such action.
(d) Indemnification: The Receiving Party shall indemnify the Bank and hold the Bank harmless against any loss caused to it as a result of the non- performance or improper performance of this Agreement by the Receiving Party, or its servants or agents to perform any aspect of its obligations forming part of the subject matter of this Agreement.
10. Term. This Agreement may be terminated by either Party giving Thirty (30) days' prior written notice to the other Party; provided, however, the obligations to protect the Confidential Information in accordance with this Agreement shall survive for a period of 18 Months from the date of the last disclosure of Confidential Information made under this Agreement or till the period further extended by the Bank.
11. No Formal Business Obligations. This Agreement shall not constitute create, give effect to or otherwise imply a joint venture, pooling arrangement, partnership, or formal business organization of any kind, nor shall it constitute, create, give effect to, or otherwise imply an obligation or commitment on the part of either Party to submit a proposal or to perform a contract with the other Party or to refrain from entering into an agreement or negotiation with any other Party. Nothing herein shall be construed as providing for the sharing of profits or loss arising out of the efforts of either or both Parties. Neither Party will be liable for any of the costs associated with the other's efforts in connection with this Agreement. If the Parties hereto decide to enter into any licensing arrangement regarding any Confidential Information or present or future patent claims disclosed hereunder, it shall only be done on the basis of a separate written agreement between them.
12. General Provisions.
(a) Governing Law. This Agreement shall be governed by and construed in accordance with the laws of India.
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(b) Severability. If one or more of the provisions in this Agreement is deemed void by law, then the remaining provisions shall remain valid and continue in full force and effect.
(c) Successors and Assigns. This Agreement will be binding upon the successors and/or assigns of the Parties, provided however that neither Party shall assign its rights or duties under this Agreement without the prior written consent of the other Party.
(d) Headings. All headings used herein are intended for reference purposes only and shall not affect the interpretation or validity of this Agreement.
(e) Entire Agreement. This Agreement constitutes the entire agreement and understanding of the Parties with respect to the subject matter of this Agreement. Any amendments or modifications of this Agreement shall be in writing and executed by a duly authorized representative of the Parties.
(f) Jurisdiction of Court: All disputes under this Non-Disclosure Agreement are subject to the jurisdiction of Courts of Kolkata only.
(g) Two original sets of Non-Disclosure Agreement are executed and retained by either parties.
The Parties, by the signature of their authorized representatives appearing below, acknowledge that they have read and understood each and every term of this Agreement and agree to be bound by its terms and conditions.
For and on behalf of For and on behalf of ………………………… ………………………………… Signature: ______Signature: ______Name: ______Name:______Designation:______Designation:______Date: ______Date: ______
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