REQUEST FOR QUALIFICATION
Development of Eluru as a Smart City on Public Private Partnership (PPP) mode through Swiss Challenge Approach under the Andhra Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 & Amendment - Act No. 3 of 2017
August 2018
Eluru Smart City Corporation Limited Eluru, Andhra Pradesh
REQUEST FOR QUALIFICATION Development of Eluru City as a Smart City on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001 & Amendment – Act No. 3 of 2017
ELURU SMART CITY CORPORATION LIMITED (ESCCL) O/o Municipal Commissioner, Eluru Municipal Corporation, Eluru, Andhra Pradesh – 534001
NIT No: ESCCL/Eluru Smart City/01 Date: 3rd August 2018
NOTICE INVITING TENDER THROUGH INTERNATIONAL COMPETITIVE BIDDING FOR THE SELECTION OF DEVELOPER FOR DEVELOPMENT OF ELURU AS A SMART CITY ON PUBLIC PRIVATE PARTNERSHIP (PPP) MODE THROUGH SWISS CHALLENGE APPROACH UNDER THE ANDHRA PRADESH INFRASTRUCTURE DEVELOPMENT ENABLING ACT (APIDEA), 2001 & AMENDMENT - ACT NO. 3 OF 2017 1. The Government of Andhra Pradesh (GoAP) intends to develop Eluru city as a Smart City and has constituted an SPV (Special Purpose Vehicle) in the name and style of Eluru Smart City Corporation Limited (ESCCL) vide order G.O.Ms. No. 9 MA&UD (UBS) Dept.; Dated: 02nd January 2017. GoAP has accorded permission to ESCCL to adopt the Swiss Challenge approach for the selection of a developer for Eluru Smart city (Developer) and to consider the Expression of Interest submitted by M/s Shapoorji Pallonji and Company Pvt. Ltd. (The Original Project Proponent - OPP) vide order G.O.Ms. No. 58 MA&UD (UBS) Dept.; dated 08th February 2017. Andhra Pradesh Urban Infrastructure Asset management Limited (APUIAML) is the Transaction Advisor & PMC to ESCCL for the subject project.
2. A detailed proposal for development of Eluru as a Smart City was submitted by the Original Project Proponent to ESCCL. The GoAP vide G.O.Ms. No. 250 MA&UD (UBS) Dept.; Dated 31st July 2018 has approved the detailed proposal of Original Project Proponent for development of Eluru as smart city through Swiss challenge route and also approved the issue of tender document to invite the counter proposals.
3. ESCCL through this NIT invites competing counter proposals through International Competitive Bidding, from eligible bidders for selection of Developer for the above mentioned Eluru Smart City project.
4. ESCCL proposes to adopt a two-stage bidding process for this purpose. The first stage involves qualification of bidders who make an application in accordance with the provision of the Request for Qualification (RFQ) document. Qualified bidders shall be eligible for participation in the second stage of the bidding process. i.e., Request for Proposal (RFP). In the second stage, the RFP document including the commercial bid submitted by the ‘Original Project Proponent’ shall be made available to the qualified bidders.
5. The RFQ document along with the Project information can be accessed from http://eluru.cdma.ap.gov.in/ and http://www.apurban.com/ starting at 16:00 Hrs. (IST) from 6th August 2018 subject to terms and conditions set out therein. RFQ submissions are required to be sent/submitted to the address mentioned in the RFQ and the last date for submission is 16:00 Hrs. (IST) on 4th September 2018.
For queries please write to: [email protected] Contact: Mr. Bashir A. Shirazi, +91 9985502547
Andhra Pradesh Urban Infrastructure Asset management Limited (APUIAML)
Sd/- Chairman, ESCCL, Eluru
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DISCLAIMER 1. The information contained in this Request for Qualification document ("RFQ") or subsequently provided to Applicants (“Bidders”), whether verbally or in documentary or any other form by or on behalf of Eluru Smart City Corporation Limited (ESCCL) (herein after referred to as the "Authority") or any of its employees, is provided to Bidders on the terms and conditions set out in this RFQ and such other terms and conditions subject to which such information is provided.
2. This RFQ is neither an agreement nor an offer by the Authority to the prospective Bidders or any other person. The purpose of this RFQ is to provide interested parties with the information that may be useful to them in the formulation & submission of their Proposals pursuant to this RFQ.
3. This RFQ includes statements, which reflect various assumptions and assessments arrived at by the Authority in relation to the project. Such assumptions, assessments and statements do not purport to contain all the information that each Bidder may require.
4. This RFQ may not be appropriate for all persons, and it is not possible for the Authority and its employees to consider the objectives, technical expertise and particular needs of each party who reads or uses this RFQ. The assumptions, assessments, statements and information contained in this RFQ, may not be complete, accurate, adequate or correct. Each bidder should, therefore, conduct its own investigations and analysis and should check the accuracy, adequacy, correctness, reliability and completeness of the assumptions, assessments and information contained in this RFQ and obtain independent advice from appropriate sources. Information provided in this RFQ to the Bidders may be on a wide range of matters, some of which may depend upon interpretation of law. The information given is not intended to be an exhaustive account of statutory requirements and should not be regarded as a complete or authoritative statement of law. The Authority accepts no responsibility for the accuracy or otherwise for any interpretation or opinion on the law expressed herein.
5. The Authority and its employees / advisors make no representation or warranty and shall have no liability to any person including any Bidder under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment or otherwise for any loss, damages, cost or expense which may arise from or be incurred or suffered on account of anything contained in this RFQ or otherwise, including the accuracy, adequacy, correctness, reliability or completeness of the RFQ and any assessment, assumption, statement or information contained therein or deemed to form part of this RFQ or arising in any way in this Selection Process/ Tender Process (hereinafter defined).
6. The possession or use of this RFQ in any manner contrary to any applicable law is expressly prohibited. The Bidders shall inform themselves concerning, and shall observe any applicable legal requirements. The information does not purport to be comprehensive or to
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have been independently verified. Nothing in this RFQ shall be construed as legal, financial or tax advice.
7. The Authority also accepts no liability of any nature whether resulting from negligence or otherwise however caused arising from reliance of any Bidder upon the statements contained in this RFQ.
8. The Authority may in its absolute discretion, but without being under any obligation to do so, update, amend or supplement the information, assessment or assumption contained in this RFQ. The issue of this RFQ does not imply that Authority is bound to select an Applicant/Bidder or to appoint the Selected Applicant/Bidder, as the case may be, for the development of the project and the Authority reserves the right to reject all or any of the Proposals without assigning any reasons whatsoever including the right to close the Tender Process or annul the Tender Process at any time, without incurring any liability or being accountable to any person(s) in any manner whatsoever.
9. The issue of this RFQ does not imply that the Authority is bound to select a firm/ consortium or to enter into any contract with the Selected Bidder or with the Concessionaire, as the case may be, for the Project and the Authority reserves the right to reject all or any of the Bidders or Bids, at any stage of the Bidding Process, without assigning any reason whatsoever including the right to close the Tender Process or annul the Tender Process at any time, without incurring any liability or being accountable to any person(s) in any manner.
10. Each Bidder shall bear all its costs associated with or relating to the preparation and submission of its Bid including but not limited to analysis, preparation, copying, postage, delivery fees, expenses associated with any demonstrations or presentations which may be required by the Authority or any other costs incurred in connection with or relating to its Bid. All such costs and expenses will remain the responsibility of the Bidder and the Authority shall not be liable in any manner whatsoever for the same and/or for any other costs or other expenses incurred by a Bidder in preparation or submission of the Bid, regardless of the conduct or outcome of the Bidding Process.
11. Laws of the Republic of India are applicable to this RFQ.
Eluru Smart City Corporation Limited (ESCCL)
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INVITATION FOR TENDER THROUGH INTERNATIONAL COMPETITIVE BIDDING FOR SELECTION OF DEVELOPER
Development of Eluru as a Smart city on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDE Act, 2001 & Amendment – Act No. 3 of 2017
Date: 06th August 2018
Background
1. The Government of Andhra Pradesh (the “Government”) proposes to develop sixteen smart cities in the State of Andhra Pradesh on the lines of National Smart Cities Mission. Eluru being one among the sixteen, the GoAP as cited in its vide order G.O.MS. No. 9 MA&UD (UBS); Dated: 02-01-2017 has constituted an SPV (Special Purpose Vehicle) in the name and style of “Eluru Smart City Corporation Limited (ESCCL)” and has also appointed “Andhra Pradesh Urban Infrastructure Asset Management Limited (APUIAML)” as the Transaction Advisory (TA) and Project Management Consultant (PMC) for the project. The GoAP has also issued G.O.Ms. No. 58 MA&UD (UBS); dated: 08-02-2017 for ESCCL stating that one of the approaches for selection of developer consortium for development of smart cities could be the Swiss challenge approach as per the provisions of the Andhra Pradesh Infrastructure Development Enabling Act 2001 & Amendment - Act No. 3 of 2017 (the “APIDE Act”).
2. The Eluru Municipal Corporation of Andhra Pradesh received a Suo-Motu proposal from M/s Shapoorji Pallonji and Company Pvt. Ltd. hereinafter referred to in this document as the Original Project Proponent (“OPP”) for the Development of Eluru as a Smart on Public Private Partnership (PPP) through Swiss Challenge Approach under the Andhra Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 & Amendment - Act No. 3 of 2017 (the “Project”).
3. Government of Andhra Pradesh vide its GO MS No. 58 MA&UD (UBS); dated 08-02- 2017 has accorded permission to Eluru Smart City Corporation Limited to adopt the Swiss Challenge approach for the selection of developer for Eluru Smart city and also authorized to undertake the process as per the provisions of APIDE Act, 2001 & Amendment - Act No. 3 of 2017 to consider the proposal / EoI submitted by OPP as unsolicited / suo - motu proposal which shall include hybrid annuity model.
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4. The OPP has submitted its Smart City Proposal including DPR for all sub – projects & project components / interventions and Concession Agreement (CA) (“OPP Proposal”) for the development of Eluru city as the Smart City. The ESCCL board, EMC Council has approved the same and forwarded to GoAP for its approval. The GoAP vide G.O.Ms. 250 MA&UD (UBS) dept.; dated 31-07-2018 has approved the same and also directed ESCCL for the issue of tender in two stages to invite competing counter proposals.
5. Eluru Smart City Corporation Limited (ESCCL) which was incorporated on March 17, 2017 under Companies Act 2013, for the purpose of this project & RFQ, is acting for and on behalf of the Government of Andhra Pradesh pursuant to the provisions of the GO MS 9 & 58 and 250 MA&UD (UBS) department dated: 02-01-2017, 08-02-2017 and 31-07- 2018 respectively and in that capacity is referred to as the “Authority” in this RFQ. The Authority is inviting competing counter proposals through International Competitive Bidding from Qualified Bidders for selection as Developer for the above mentioned project.
6. All references to the term ‘Authority’ in this RFQ shall mean the ESCCL.
7. Accordingly, the ESCCL is conducting the Bidding Process through Swiss Challenge Approach under the Andhra Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 and subsequent amendment Act No. 3 of 2017 for the selection of the Developer (firm / consortium) for the development of the Project.
8. Companies / consortia, which are keen to develop the Project and which meet the “Eligibility Criteria” (Technical and Commercial) as detailed in the Section 2 of Part 2 of this RFQ (the “Bidder” or "Bidders"), as submitted through their respective bids (hereinafter referred to as “Bid” or “Bids”, which term shall, as the case may be, shall be processed to the next stage which include issue of RFP & Submissions in accordance with the terms of the Tender Documents. The experience of the companies associate shall also be considered. In case of Consortium, the entity claiming the experience or the entity’s associate should have held, in the company owing the eligible project, a minimum of 26% equity during the entire project period for which the eligible experience is being claimed and such entity should also have and hold at all times an equity of not less than 26% equity in the consortium till the completion of the project. For purposes of this RFQ, Associate means, in relation to the Bidder/ Consortium Member, a person who controls, is controlled by, or is under the common control with such Bidder/ Consortium Member but not a subsidiary company (the “Associate”). As used in this definition, the expression “control” means, with respect to a person which is a company or corporation, the ownership, directly or indirectly, of not less than 50%
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(fifty per cent) of the equity of such person. The Bids so submitted shall continue to be valid until the expiry of a period of 180 days from the Bid Due Date (the “Bid Validity Period”).
9. Only such Bidders who have been determined by the Authority to have met the Eligibility Criteria in Stage-1 as per the process outlined in this RFQ (the “Qualified Bidders”) will be entitled to participate in Stage-2 of the Bidding Process as detailed below.
10. The firm/ consortium selected through the Bidding Process outlined in this RFQ (the “Selected Bidder”) will form a Special Purpose Vehicle (SPV) incorporated (with its registered office in Eluru, Andhra Pradesh) under the Companies Act 2013, to undertake the development of Eluru Smart City. The SPV would then enter into a Concession Agreement and its approved addendum (if any) with ESCCL as per the form proposed by the Original Project Proponent including the approved addenda and provided by the Authority as part of the Tender Documents pursuant hereto (Part-3 of this RFQ document) to undertake the development of Eluru as a Smart City. The Concession Agreement sets forth the detailed terms and conditions for grant of the concession to the Concessionaire, including the scope of the Concessionaire’s services and obligations (the “Concession”). Such selected bidder should hold at all times an equity of not less than 51% equity in the SPV till two (2) years after the completion of O&M of the project.
Scope of Work
11. The Eluru City, which is spread over 11.52 sq. km. is approximately of 2847 acres (1152 Hectares) for the development of Infrastructure in different sectors so as to transform the city into a smart city which includes the interventions such as Road, Junction and Canal Improvement with Iconic Structure; Traffic Signals, Intelligent Traffic Management System (ITMS) and Command Control Centre(CCC); Electrical Works; Water Works; Storm Water Drains; Sewerage Network and Sewerage Treatment Plants within the proposed Development Area of Eluru city (locations / sites as indicated in the maps enclosed in Annexure-I of OPP Proposal). The proposed Smart City Project is to be developed within a period of Seven Hundred and Thirty (730) days covering all the interventions and O&M facilities for a period of Ten (10) years from the COD, together called as (the “Concession Period”) starting from the date of issuance of the Acceptance Notice by ESCCL for the Conditions Precedent for development of the project as mentioned and agreed in the CA.
12. The Eluru Smart City project is spatially split over Eight (08) different interventions and their details as marked / indicated in the Chapter 4 of the OPP proposal and the brief
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description for the same is defined in Section 8; Part 3 of this document.
13. The role of the Developer will be to design, build, finance, operate & transfer the specified Infrastructure components development in the Eluru City so as to transform it into a Smart City. However, the detailed scope is given in Section 8; Part 3 of this RFQ.
14. Details regarding roles and responsibilities of the ESCCL and the Developer / Concessionaire are as per the OPP Proposal including CA and its respective addenda, as approved by the GoAP.
15. The Bill of Quantities and the estimated cost of the Project (the “Estimated Project Cost”) as computed by the Original Project Proponent has been specified in the Form 3, Volume 3 of the OPP Proposal. The assessment of actual costs, however, will have to be made independently by the Bidders.
16. The requirements of the Project shall be as set out in Section 8; Part 3 of this RFQ.
17. The Project proposal as submitted by the OPP including the CA (the “OPP proposal”) can be obtained from the office of APUIAML, Vijayawada by duly submitting the filled form herewith enclosed in Section 9 of this RFQ.
Overview of the Bidding Process
18. ESCCL, is inviting competing counter proposals through International Competitive Bidding, from Qualified Bidders for selection of Developer for the development of above mentioned Eluru Smart City project.
19. The Authority has adopted a two-stage bidding process for this purpose (the “Bidding Process”). The first stage involves qualification of Bidders who make an application in accordance with the provisions of this Request for Qualification (RFQ) document. Qualified Bidders shall be eligible for participation in the second stage of the bidding process i.e. Request for Proposal (RFP) stage. In this second stage, the RFP document and related information including the financial proposal of the ‘Original Project Proponent’ (i.e. OPP Commercial Bid as submitted in Form C of his proposal), shall be made available to the Qualified Bidders.
20. This RFQ contains certain provisions pertaining to Stage 2 of the Bidding Process (RFP stage) and the same are incorporated in the RFQ for information purposes. The RFP document, when issued by the Authority pursuant to this RFQ, will contain detailed provisions governing Stage 2 of the Bidding Process (RFP stage), including those pertaining to the procedure for RFP submissions and selection of the Developer. Notwithstanding anything contained in this RFQ, it is clarified that in the event of any conflict or inconsistency between the provisions of this RFQ document and the
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provisions of the RFP document in relation to the matters dealt with under the RFP document, the provisions of the RFP document shall supersede and prevail over the provisions contained herein.
21. Each stage of the Bidding Process is referred to as a Bid Stage (a “Bid Stage”), the details of which are set out below:
A. Stage-1 – Qualification Stage
22. The submissions of the Bidders as per Sections 2.15.1, 2.15.2, 2.15.3 of this RFQ, shall constitute their respective RFQ Submission (the “RFQ Submission(s)”). The Authority will evaluate the RFQ Submission(s) in the following manner in two (2) sub-stages:
Sub-stage 1
23. Test of responsiveness: In the first sub-stage of Stage-1, the Authority shall determine whether Part-I of each RFQ Submission (“supporting documents to the bid”, as mentioned in Section 2.15.2) is responsive by assessing whether such RFQ Submission is in conformity with the terms and conditions of the RFQ. The Authority reserves the right to determine an RFQ Submission to be not responsive if such RFQ Submission does not contain all the information/documents (complete in all respects and provided in the specified formats) as per this RFQ and/or Tender Documents. Bidders whose RFQ Submissions are determined to be responsive by the Authority shall be shortlisted for further evaluation under second sub-stage of Stage-1.
Sub-stage 2
24. Evaluation of Eligibility: The second sub-stage of Stage-1 involves assessment of Part-II of the RFQ Submission of Bidders (Eligibility Submission, as mentioned in Section 2.15.3) to assess their Technical and Financial Eligibility, in accordance to the provisions of this RFQ as outlined in Section 2.1 of this RFQ.
25. Only such Bidders who have been determined by the Authority to have met the Eligibility Criteria in Stage-1 as per the process outlined in this RFQ (the “Qualified Bidders”) will be entitled to participate in Stage-2 of the Bidding Process mentioned below.
B. Stage-2 – RFP and Commercial Bids
26. Stage 2 of the evaluation shall comprise of the following four (4) sub-stages:
Sub-stage 1
27. Issue of RFP and Making available OPP Commercial Bid: The first sub-stage of the
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Stage-2 involves the Authority issuing the RFP document and making available the details of the commercial bid (Form C) submitted by the OPP (For whole of the project period including Capital Expenditure (CapEx) & Operational Expenditure (OpEx) as part of the OPP Proposal (the “OPP Commercial Bid”) to all Qualified Bidders.
Sub-stage 2
28. RFP Submissions by Qualified Bidders: The second sub-stage of Stage-2 involves, the submissions by the Qualified Bidders which includes bid security & Commercial Bid in accordance with the terms of this RFQ and RFP (the “RFP Submission(s)”).
Sub-stage 3
29. Opening of Bids: The third sub-stage of the Stage-2 involves opening of Bids and shall be checked for substantial Compliance and opening of Commercial Bids submitted by the Qualified Bidders and evaluation of the same by the Authority in accordance with the terms of this RFQ and RFP.
Sub-stage 4
30. Selection under Swiss Challenge Approach: The fourth sub-stage of the Stage-2 involves the selection of the Developer for the implementation of the Project, in accordance with the Swiss Challenge Approach specified under the APIDE Act, 2001 and subsequent amendment Act No. 3 of 2017 and this RFQ and RFP.
31. The Bidders are required to submit their RFQ Submissions in Stage-1 in accordance with terms of this RFQ and the Qualified Bidders are required to submit their RFP Submissions in Stage-2 in accordance with terms of RFP issued subsequently.
32. The RFQ, any addenda or corrigenda to the same issued before the RFQ Submission Due Date, the RFP document and any addenda or corrigenda to the same issued before the RFP Submission Due Date, the Original Project Proponent’s Proposal, the Concession Agreement (CA) for the Project, inclusive of approved addenda and the OPP’s commercial bid (to be informed before Sub-stage 1 of Stage-2 to the Qualified Bidders) are collectively referred to as “Tender Documents”.
33. Competing counter proposals are invited from Qualified Bidders on the basis of the least quote (L1) offer to ESCCL to that of the OPP’s proposal so as to execute the project for whole of the project period including construction and O&M period being the sole bidding parameter and the payments shall be paid on milestone based Hybrid Annuity model (The "payment mechanism") as mentioned in the OPP Proposal and the CA.
34. The Qualified Bidders are required to submit a Commercial Bid that is lower than that
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submitted by the OPP. Under no circumstances shall the Commercial Bid from Qualified Bidders be equal to or higher than the OPP Commercial Bid. Commercial Bids, equal to or higher than the OPP Commercial Bid, shall be summarily rejected.
35. In Stage-2, after the opening of submissions of the Qualified Bidders as per the terms and conditions of the RFP so issued, the OPP as per the Swiss Challenge Approach outlined in the APIDE Act, 2001 (the “Swiss Challenge”) and subsequent amendment Act No. 3 of 2017, will be offered the opportunity to match, the lowest Commercial Bid received from among Qualified Bidders. If the OPP matches the lowest Commercial Bid received from among Qualified Bidders, then, subject to approval of the Competent Authority, the OPP will be selected for the development of the Eluru smart city project and ESCCL will enter into the CA with the Concessionaire (SPV formed by the OPP).
36. In all other cases, subject to approval of the Competent Authority, the Qualified Bidder that has submitted the lowest Commercial Bid (i.e. the “Highest Qualified Bidder”) will be selected for the development of the aforesaid project and ESCCL will enter into the CA with the Concessionaire (SPV formed by Highest Qualified Bidder). In such an event, OPP will be reimbursed the costs of preparation of the suo-motu proposal, including the CA as specified in this RFQ by the Authority. The Selected Bidder shall pay such Proposal Preparation Cost to the Authority before the signing of CA. The OPP Proposal prepared by the Original Project Proponent shall be the property of Authority. The detailed evaluation and selection process is outlined in Section 3 of this RFQ. Thus, subject to the approval of the Competent Authority as mentioned under the APIDE Act 2001 & Amendment - Act No. 3 of 2017 and its subsequent amendment, the Selected Bidder could either be the OPP or the Highest Qualified Bidder.
37. Any queries or request for additional information concerning this RFQ shall be submitted only via e-mail to the officer designated in Section 2.15.5 of this RFQ. The communication shall clearly bear the following identification/ title: “Queries/Request for Additional Information: RFQ for Development of Eluru City as a Smart City on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001”& amendment - Act No. 3 of 2017.
Bid Security and Bid Processing Fee
38. Participating Bidders will have to pay a sum of INR 90,000 (INR Ninety Thousand only) vide a Demand Draft drawn in favor of “Eluru Smart City Corporation Limited” from any Scheduled or a Nationalized Bank, payable at Eluru, Andhra Pradesh towards Bid Processing Fee. Only the original of the Demand Draft shall be submitted at the time of
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submission (true hard copy submission) of the RFQ.
39. The Qualified Bidder is required to deposit a bid security of Rs. (₹ ) 2,22,00,000 (Indian Rupees Two Crores Twenty Two Lakhs only) (the "Bid Security"), refundable not later than 180 days from the execution of the CA between the ESCCL & the Concessionaire. The Qualified Bidders should provide the Bid Security in the form of a bank guarantee (the “Bank Guarantee”) acceptable to the Authority, and the Bank Guarantee shall be valid for 365 (three hundred and sixty five) days from the RFP Submission Due Date. The RFP submissions / Bids shall be summarily rejected if it is not accompanied by the Bid Security as described in this Clause.
Eligibility Criteria
40. To be qualified and shortlisted, a Bidder shall demonstrate its qualification against the Eligibility Criteria mentioned (the “Eligibility”) in the Section 2.1 of this RFQ.
Schedule of Bidding Process
41. The Authority shall endeavor to adhere to the following schedule:
S. Event Description Date No. 1 Notice Inviting Tender 03rd August 2018 From 6th August 2018; 16:00 Hrs. 2 Availability of RFQ (IST) 17th August 2018; 16:00 Hrs. 2 Last date for receiving queries (IST) 3 Pre-RFQ Submission Conference 20th August 2018 4 Authority response to queries latest by 25th August 2018 4th September 2018; 16:00 Hrs. (IST) at the O/o Municipal Commissioner, Eluru Municipal 5 RFQ Submission Due Date Corporation, Eluru, West Godavari District, Andhra Pradesh. India. Pincode: 534001 Opening date and time of RFQ 4th September 2018; 16:30 Hrs. 6 Submissions (IST) Announcement of Eligibility short-list To be intimated 7 or Qualified Bidders 8 Issue of RFP to Qualified Bidders To be intimated
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Pre-RFQ Submissions Conference
42. The date, time and venue of the Pre-RFQ Submission Conference shall be: Date: 20th August 2018 Time: 11:00 hours Venue: ESCCL, O/o Municipal Commissioner, Eluru Municipal Corporation, West Godavari – 534001, Andhra Pradesh, India
Only representatives of registered Bidders (single firms or consortiums) can attend the pre-RFQ Submission conference.
Contact Details
43. Authority Address:
ELURU SMART CITY CORPORATION LIMITED (ESCCL) Office of the Municipal Commissioner, Eluru Municipal Corporation, Eluru, West Godavari, Andhra Pradesh – 534001. Contact:
Mr. Bashir A. Shirazi
Mobile: +91-+91 9985502547
Email: [email protected]
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GLOSSARY GO MS 9 MA&UD (UBS) dept. As defined in Section 1.1.43 GO MS 58 MA&UD (UBS) dept. As defined in Section 1.1.44 GO MS 250 MA&UD (UBS) dept. As defined in Section 1.1.45 APIDE Act, 2001 As defined in Section 1.1.7 Authority As defined in Section 1.1.5 Bank Guarantee As defined in Section 1.2.9 Bid(s) As defined in Section 1.2.3 Bidder(s) As defined in Section 1.2.3 Bidding Process As defined in Section 1.2.1 Bid Security As defined in Section 1.2.9 Bid Stage As defined in Section 1.2.2 Bid Validity Period As defined in Section 2.19 Coercive Practice As defined in Section 4 Concession As defined in Section 1.1.8 Concession Agreement (CA) As defined in Section 1.1.8 Concessionaire As defined in Section 1.1.8 Concession Period As defined in Section 1.1.10.1 Conflict of Interest As defined in Section 2.1.1.3 Control As defined in Section 2.1.2.1 Consortium As defined in Section 2.1.1.1 Corrupt Practice As defined in Section 4 Crore 10,000,000 Demand Draft As defined in Section 1.2.6 Eligible Projects As defined in Section 2.1.2.3 Eligibility As defined in Section 2.1.2 Eligibility Submission As defined in Section 2.15.3 Employment As defined in Section 2.1.2.2 ESCCL As defined in Section 1.1.8 Estimated Project Cost As defined in Section 1.1.11 First Part As defined in Section 7 Fraudulent Practice As defined in Section 4 Government As defined in Section 1.1.1 Government Administrative Core As defined in CADA Govt As defined in Section 2.1.2.2 Annuity or Hybrid Annuity As defined in CA Guarantee As defined in Section 7
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Hard Copy As defined in Section 2.14.2 Highest Qualified Bidder As defined in Section 1.2.11 Joint Bidding Format As defined in Section 2.1.2.10 Lakh 100,000 Lead Member As defined in Section 2.1.2.10 Authority As defined in Section 2.1.2.2 Developer As defined in Section 1.1.1 Member or Consortium Member of a Consortium Net Worth As defined in Section 2.1.2.8 OPP Commercial Bid As defined in Section 1.2.2 Parties As defined in Section 7 Party As defined in Section 7 Project Elements As defined in the CA Principals As defined in Section 7 Project As defined in Section 1.1.3 Proposal Preparation Cost As defined in Section 3.4.1 Qualified Bidder As defined in Section 1.2.2 Re. or Rs. or INR or ₹ Indian Rupee Restrictive Practice As defined in Section 4 RFQ or Request for Qualification As defined in the Disclaimer RFQ Submission As defined in Section 1.2.2 RFQ Submission Due Date (Hard Copy) As defined in Section 1.3 Second part As defined in Section 7 Selected Bidder As defined in Section 1.1.8 Turnover As defined in Section 2.1.2.8 RFP Submission Due Date As defined in Section 1.3 Statutory Auditor As defined in Section 2.1.2.2 Subject Person As defined in Section 2.1.1.3 Swiss Challenge As defined in Section 1.2.11 Tender Documents As defined in Section 1.2.6 Third Part As defined in Section 7 Undesirable Practice As defined in Section 4 The words and expressions beginning with capital letters and defined in this document shall, unless the context otherwise requires, have the meaning ascribed thereto herein.
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ABBREVIATIONS
APIDEA Andhra Pradesh Infrastructure Development Enabling Act & its subsequent amendments. APUIAML Andhra Pradesh Urban Infrastructure Asset Management Limited CA Concession Agreement ESCCL Eluru Smart City Corporation Limited GoAP Government of Andhra Pradesh GOI Government of India Hect Hectare INR or ₹ Indian National Rupee LOA Letter of Award (issued after completion of Stage 2 evaluation) OPP Original Project Proponent PPP Public Private Partnership RFP Request for Proposal RFQ Request for Qualification Sq. ft. Square feet Sq.km Square kilometer
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TABLE OF CONTENTS
ADVERTISEMENT ...... Error! Bookmark not defined.
DISCLAIMER ...... 3
INVITATION FOR TENDER THROUGH INTERNATIONAL COMPETITIVE BIDDING FOR SELECTION OF DEVELOPER ...... 5
GLOSSARY ...... 14
ABBREVIATIONS ...... 16
PART 1 – INTRODUCTION AND SCOPE ...... 19
1 INTRODUCTION ...... 20 1.1 Background and Scope of the project ...... 20 1.2 Brief description of Bidding Process ...... 25 1.3 Schedule of Bidding Process...... 29 1.4 Pre-RFQ Submission Conference ...... 30
PART 2 – BIDDING PROCEDURES ...... 31
2 INSTRUCTIONS TO BIDDERS ...... 32 A. GENERAL ...... 32 2.1 Eligibility of Bidders ...... 32 2.2 General terms of Bidding ...... 45 2.3 Change in composition of the Consortium ...... 47 2.4 Change in Ownership ...... 47 2.5 Number of Bids and Cost of Bidding ...... 48 2.6 Site visit and verification of information ...... 48 2.7 Acknowledgement by Bidder ...... 48 2.8 Verification and Disqualification ...... 49 2.9 Right to accept and to reject any or all Bids ...... 50 B. DOCUMENTS ...... 51 2.10 Contents of the RFQ ...... 51 2.11 Clarifications ...... 51 2.12 Amendment of RFQ ...... 52 C. PREPARATION AND SUBMISSION OF BIDS ...... 53 2.13 Language ...... 53 2.14 Format and Signing of Bid ...... 53 2.15 Sealing and Marking of Bids ...... 54
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2.16 Bid Due Date ...... 56 2.17 Late Bids ...... 56 2.18 Modifications/ Substitution/ Withdrawal of Bids ...... 56 2.19 Validity of Bids ...... 57 2.20 Confidentiality...... 57 D. BID SECURITY ...... 58 2.21 Bid Security ...... 58
3 EVALUATION OF BIDS ...... 59 3.1 Opening and Evaluation of Bids ...... 59 3.2 Commercial Bid parameter...... 60 3.3 Evaluation and Selection process ...... 60 3.4 Proposal Preparation Cost & Success fee ...... 61 3.5 Clarifications ...... 61 3.6 Contacts during Bid Evaluation ...... 62 3.7 Correspondence with Bidder ...... 62
4 FRAUD AND CORRUPT PRACTICES ...... 63
5 PRE-RFQ SUBMISSION CONFERENCE ...... 65
6 MISCELLANEOUS ...... 66
7 BIDDING FORMS ...... 67 7.1 Enclosures of the Bid ...... 67 7.2 Eligibility Submission ...... 87
PART 3 – PROJECT INFORMATION ...... 104
8 SCOPE OF WORK (As proposed by OPP) ...... 105
9 ORIGINAL PROJECT PROPONENT (OPP) PROPOSAL ...... 118
10 CONCESSION AND DEVELOPMENT AGREEMENT ...... Error! Bookmark not defined.
PART 4 –APPENDICES ...... 120
11 APPENDICES ...... 121
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PART 1 – INTRODUCTION AND SCOPE
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1 INTRODUCTION
Eluru, the district headquarters of West Godavari District is a city with a population of ~2.5 Lacs (2015) spread across ~12 sq km of area comprising 50 municipal wards and 2 out-growth areas. It is strategically located between major cities of AP (Vijayawada and Vizag) on the Chennai-Kolkata National Highway along the proposed Chennai-Vizag Industrial Corridor (VCIC).
Government of Andhra Pradesh wide it’s G.O.No. 9 of Municipal Administration & Urban Development (UBS) Department dated 2nd January 2017 has approved development of Eluru as a Smart City under the State Initiative of Smart Scheme, structured on the lines of Government of India Smart City Mission. Further the Government has approved formation of Eluru Smart City Corporation Limited as a Special Purpose Vehicle (SPV) between GoAP and Eluru Municipal Corporation to plan, appraise, approve, release funds, etc. and evaluate projects on the lines of GoI’s Smart City Development scheme.
The broader objective of the Eluru Smart City initiative is to drive economic growth and improve the quality of life of people by enabling local area development and harnessing technology. This is in line with the State’s vision of positioning itself among the top three states in the country in terms of economic development by 2029. The state intends to brand its cities through people’s involvement in identifying its own strengths and uniqueness which in turn will help in achieving the collective aspirations of the citizens and lead the economy to flourish.
1.1 Background and Scope of the project
1.1.1 The Government of Andhra Pradesh (the “Government”) in the process of establishing `Eluru City', as a “Smart city” and being aware of the complexities of achieving urban transformation objectives of the Smart City initiatives, The Govt. arrived that there is a need for implementation of integrated city infrastructure projects within the ULB jurisdiction, which is possible only through the selection of a developer / Concessionaire (An entity or consortium) capable of rendering the full range of services for comprehensive development. If in case of consortium, it should be led by a strong entity undertaking the responsibility to deliver the integrated package of infrastructure and services (Interventions), with clear roles and proposed equity stake of stakeholders / consortium members. The Developer is one who either individually or through consortium wins the bid or termed as selected bidder in the process as detailed in the tender document (RFQ & RFP).
1.1.2 The Eluru Smart City Corporation Limited (ESCCL), a company incorporated under the
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Companies Act, 2013 as a special purpose vehicle after the GoAP G.O.Ms. No. 9; dated 02-01-2017.
1.1.3 Government of Andhra Pradesh wide it’s G.O.No. 58 of Municipal Administration & Urban Development (UBS) Department dated 08-02-2017 has approved development of Eluru Smart City on Public Private Partnership (PPP) through Swiss Challenge Approach as per APIDE Act 2001 & Amendment - Act No. 3 of 2017 (the “Project”). Also GoAP has accorded the permission to Eluru Municipal Corporation to consider the Expression of Interest submitted by M/s Shapoorji Pallonji & Company Private Limited (SPCPL) as unsolicited / suo-motu proposal which shall include the hybrid annuity model for finance based on feasibility considerations. Upon the receipt of GoAP’s permission and in response to the unsolicited / suomotu proposal submitted by M/s Shapoorji Pallonji Company Private Limited to develop Eluru as a Smart City vide their letter dated 24th July 2016, Eluru Smart City Corporation (ESCCL) has requested SPCPL to submit its detailed proposal vide Lr.No.001/ESCCL/2017 on 17th April 2017 and SPCPL hereinafter referred to in this document as the Original Project Proponent (the “OPP”) vide letter SPCL/2017-18/Smart Cities/ELURU/Proposal/001 dated 17th August 2017 has submitted its detailed proposal to ESCCL. Upon several deliberations with the authority the OPP has submitted its revised Proposal on 13th April 2018.
1.1.4 The Eluru Smart City Corporation Limited (ESCCL), in its capacity as the Authority / Empowered Institution in terms of the APIDE Act, 2001 and amendment – Act No. 3 of 2017 has approved the Swiss Challenge Proposal as submitted by OPP including Concession Agreement (CA) (“OPP Proposal”) vide its board resolution dated 25th April 2018 subsequent to the council resolution – Eluru Municipal Corporation vide CR No. 1; dater 24th April 2018. The same has been approved by GoAP vide its G.O.Ms. No. 250 MA&UD (UBS) dept.; dated 31-07-2018 and also directed ESCCL for the issue of tender in two stages to invite competing counter proposals.
1.1.5 ESCCL for the purpose of this RFQ is acting for and on behalf of the Eluru Municipal Corporation pursuant to the provisions of the GO MS No. 9 & 58 and in that capacity is referred to as the “Authority” in this RFQ. The Authority is inviting competing counter proposals through International Competitive Bidding, from Qualified Bidders for selection as Developer for the above mentioned Eluru Smart City Project.
1.1.6 All references to the term ‘Authority’ in this RFQ shall mean the ESCCL.
1.1.7 Accordingly, the ESCCL, is conducting the Bidding Process through Swiss Challenge Approach under the Andhra Pradesh Infrastructure Development Enabling Act (APIDEA), 2001 & Amendment – Act No. 3 of 2017 (the “APIDE Act”) for the selection of the Developer for the Project. The details of the Swiss Challenge Approach are
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detailed in this RFQ. Brief particulars of the Project are as follows:
Name of the Project Key Components and Indicative Scope of the Project Project Cost (in Rs. Cr.)
Development of Eluru City as a Smart City on As given in Part 3; Rs. 1243.04 Crores Public Private Partnership (PPP) mode through Section 8 of this RFQ (including CapEx Swiss Challenge Approach under the Andhra and OpEx) As Pradesh Infrastructure Development Enabling given in Volume 3 Act (APIDEA), 2001 & Amendment - Act No. 3 of Form 3 of the of 2017 OPP Proposal enclosed in Part 3 Project Information
1.1.8 The proposed Project is of immense importance and first of its kind in the state of Andhra Pradesh. This will provide great infrastructure facilities and develop the living standards of people in Eluru city.
1.1.9 The Bidder selected through the Bidding Process outlined in this RFQ (the “Selected bidder”) will form an SPV and enter into a Concession Agreement and its approved addendum (if any) (collectively, the “Concession Agreement” or the “CA”) with ESCCL as per the form proposed by the Original Project Proponent and provided by the Authority’s part of the Tender Documents pursuant hereto (Part 3 of this RFQ). The Concession Agreement sets forth the detailed terms and conditions for grant of the concession to the Concessionaire, including the scope of the Concessionaire’s services and obligations (the “Concession”).
1.1.10 The summary of the Project Scope as detailed below, are based on the OPP Proposal (including CA, with the Addenda (if any)). For further details, Bidders shall refer to the OPP Proposal. The Project proposal as submitted by the OPP including the CA (the “OPP proposal”) can be obtained from the office of APUIAML, Vijayawada by duly submitting the filled form herewith enclosed in Section 9 of this RFQ.
1.1.10.1 The total land identified in Eluru for the development under Eluru Smart city project is mentioned in Annexure – 1, Form 3 of the OPP proposal.
1.1.10.2 The Eluru City, which is spread over 11.52 sq. km. is approximately of 2847 acres (1152 Hectares). The locations for the development of Infrastructure development over various interventions under the Smart City project (as indicated in the map enclosed in Annexure-I, Form 3 of the OPP Proposal). The proposed Smart City Project is to be
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developed within a period of Seven Hundred and Thirty (730) days covering all the interventions and O&M facilities for a period of Ten (10) years from the COD, together called as (the “Concession Period”) starting from the date of issuance of the Acceptance Notice by ESCCL for the Conditions Precedent for development of the project as mentioned in the CA.
1.1.10.3 Land handover for the purpose of the project development to the Concessionaire, in the Eluru city thereof in terms of CA, will be aligned with the proposed development plan as given in Chapter 7; clause 7.3 (Volume 2 of From 3) of the OPP Proposal. Accordingly, ESCCL will provide the same.
1.1.10.4 Authority shall have the right to make changes to the project as per its needs, requirements & development plans of the Authority with change in times, without changing the basic theme/fundamental structure of the project proposal. Any such change in the scope of project shall be intimated to the concessionaire. In the event of specific request from ESCCL, the concessionaire need to consider the change of scope, subject to the terms and conditions of CA.
1.1.10.5 Please refer Article 16 of the CA for the Procedure, Payments and for more details in regard with the change of scope.
1.1.10.6 The development i.e., construction of project shall be split into two stages as marked/ indicated in the Section 7.3 of the OPP proposal before the COD and commencement of O&M.
1.1.10.7 The role of Developer will be to design, build, finance, operate and transfer the subject project on Hybrid Annuity basis. The Developer shall be responsible for undertaking the project development including all the given interventions and transform the city into smart city through development of high quality infrastructure.
1.1.10.8 Details regarding roles and responsibilities of the GoAP, EMC, ESCCL & Concessionaire are as per the Swiss Challenge Proposal including CA and its respective addenda as approved by the Government.
1.1.10.9 All development to be undertaken as per the approved project proposal and other development rules and regulations of GoAP and EMC.
1.1.10.10 The OPP Proposal contains City analysis (Form 1), Details of the Interventions (Section 4 of Form 3; Vol 1), KPIs & SLAs (Section 5 of Form 3; Vol 1), O&M framework (Section 6 of Form 3; Vol 1), Implementation schedule and Technical specifications (Section 7 & 9 of Form 3; Vol 2), land use plan / Drawings for the proposed interventions (Section 8 of Form 3; Vol 2) and BOQs (Section 10 of Form 3; Vol 2) for the proposed smart city
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project. The Bidders may use these as the basis for arriving at their offer / financial quote for submitting their proposal.
1.1.10.11 The land acquisition and allotment shall be as per the terms and conditions of the CA.
1.1.10.12 The payments payable by ESCCL to Concessionaire will be milestone basis as detailed in Schedule G of the CA.
Section 7 (Implementation framework) of the OPP Proposal details the project implementation framework including the list of statutory approvals needed for the execution of the project.
1.1.11 The estimated cost of the Project (the “Estimated Project Cost”) as computed by the OPP is Rupees One Thousand Two Hundred and Forty Three Crores and Four lakhs (Rs. 1243.04 Crores) inclusive of Capital Cost and Operational Expenditure excluding applicable GST. Original Project Proponent has specified the same in his Proposal clearly demarking CapEx as Rs. 896.84 Crores and OpEx as Rs. 346.20 Crores. The assessment of actual costs, however, will have to be made independently by the Bidders.
1.1.12 The statements and explanations contained in this RFQ are intended to provide an understanding to the Bidders about the subject matter of this RFQ and should not be construed or interpreted as limiting in any way or manner the scope of services and obligations of the Concessionaire set forth in the CA or the Authority’s rights to amend, alter, change, supplement or clarify the scope of work, the concession to be awarded pursuant to this RFQ or the terms thereof or herein contained. Consequently, any omissions, conflicts or contradictions in the Tender Documents including this RFQ are to be noted, interpreted and applied appropriately to give effect to this intent, and no claims on this account shall be entertained by Authority.
1.1.13 The Authority shall receive RFQ Submissions pursuant to this RFQ in accordance with the terms set forth in this RFQ and other documents to be provided by the Authority, as modified, altered, amended and clarified from time to time by the Authority, and all RFQ Submissions shall be prepared and submitted in accordance with such terms.
1.1.14 This RFQ contains certain provisions pertaining to Stage 2 of the Bidding Process (RFP stage) and the same are incorporated in the RFQ for information purposes. The RFP document, when issued by the Authority pursuant to this RFQ, will contain detailed provisions governing Stage 2 of the Bidding Process (RFP stage), including those pertaining to the procedure for submission of Bids and selection of the Developer. Notwithstanding anything contained in this RFQ, it is clarified that in the event of any conflict or inconsistency between the provisions of this RFQ document and the
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provisions of the RFP document in relation to the matters dealt with under the RFP document, the provisions of the RFP document shall supersede and prevail over the provisions contained herein.
1.2 Brief description of Bidding Process
1.2.1 The Authority has adopted a two-stage bidding process (the “Bidding Process”) the first stage of which involves evaluation of RFQ Submissions and selection of Qualified Bidder from the Bidders who make an application in accordance with the provisions of this Request for Qualification (RFQ) document. Qualified Bidders shall be eligible for participation in the second stage of the Bidding Process i.e. Request for Proposal (RFP) stage. In this second stage, the RFP document and related information including the financial proposal as quoted by the ‘Original Project Proponent’ (i.e., OPP Commercial Bid) shall be made available to the Qualified Bidders. The Qualified bidders shall submit the RFP submissions including Bid Security & Commercial bids in the form and format as provided by authority in the RFP document during stage 2.
1.2.2 Each stage of the Bidding Process is referred to as a Bid Stage (a “Bid Stage”), the details of which are set out below:
A. Stage-1 – RFQ or Qualification Stage
The submissions of the Bidders as per Sections 3.15.1, 3.15.2, 3.15.3 of this RFQ shall constitute their respective RFQ Submissions (the “RFQ Submission(s)”). The Authority will evaluate the RFQ Submission(s) in the following manner in two (2) sub-stages:
Sub-stage 1 Test of responsiveness: In the first sub-stage of Stage-1, the Authority shall determine whether Part-I of each RFQ Submission (“supporting documents to the bid”, as mentioned in Section 2.15.2) is responsive by assessing whether such RFQ Submission is in conformity with the terms and conditions of the RFQ. The Authority reserves the right to determine a RFQ Submission to be not responsive if such RFQ Submission does not contain all the information/documents (complete in all respects and provided in the specified formats) as per this RFQ and/or Tender Documents. Bidders whose RFQ Submissions are determined to be responsive by the Authority shall be shortlisted for further evaluation under second sub-stage of Stage-1.
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Sub-stage 2 Evaluation of Eligibility: The second sub-stage of Stage-1 involves assessment of Part-II of the RFQ Submission of Bidders (Eligibility Submission, as mentioned in Section 2.15.3) to assess their Technical and Financial Eligibility, in accordance with the provisions of this RFQ as outlined in Section 2.1 of this RFQ.
Only such Bidders who have been determined by the Authority to have met the Eligibility Criteria in Stage-1 as per the process outlined in this RFQ (the “Qualified Bidders”) will be entitled to participate in Stage-2 of the Bidding Process mentioned below.
B. Stage-2 – RFP and Commercial Bids Stage 2 of the evaluation shall comprise of the following four (4) sub-stages:
Sub-stage 1 Issue of RFP and making available OPP Commercial Bid: The first sub-stage of the Stage-2 involves the Authority issuing the RFP document and making available the details of the commercial bid (Form C) submitted by the OPP (For whole of the project period including CapEx & OpEx) as part of the OPP Proposal (the “OPP Commercial Bid”) to all Qualified Bidders.
Sub-stage 2 RFP Submission by Qualified Bidders: The second sub-stage of Stage-2 involves, the submissions by the Qualified Bidders which includes bid security & Commercial Bid in accordance with the terms of this RFQ and RFP (the “RFP Submission(s)”).The second sub-stage of Stage-2 involves, the submission of commercial bids (being the bidder’s offer– in the form and format as provided by authority during stage 2) by the Qualified Bidders in accordance with the terms of this RFP document.
Sub-stage 3 Opening of Bids: The third sub-stage of the Stage-2 involves opening of Bids and shall be checked for substantial compliance and opening of Commercial Bids submitted by the Qualified Bidders and evaluation of the same by the Authority in accordance with the terms of this RFP document.
Sub-stage 4
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Selection under Swiss Challenge Approach: The fourth sub-stage of the Stage-2 involves the selection of the Developer for the implementation of the Project, in accordance with the Swiss Challenge Approach specified under the APIDE Act, 2001 and subsequent amendment and this RFQ document and also the RFP document.
1.2.3 Companies / consortia, which are keen to develop the Project and which meet the Eligibility Criteria as detailed in Section 2 of Part 2 of this RFQ (the “Bidder” or "Bidders") are being called upon to submit their respective bids (hereinafter referred to as “Bid” or “Bids”, which term shall, as the case may be, include RFQ Submission and/or the RFP Submission) in accordance with the terms of the Tender Documents. The Bids so submitted shall continue to be valid until the expiry of a period of 180 days from the Bid Due Date (the “Bid Validity Period”).
1.2.4 The required instructions to submit the Bid submissions are enclosed in clause 2.15 of Part-2 of this RFQ.
1.2.5 The Bidders are required to submit their RFQ Submissions and the Qualified Bidders are required to submit their RFP Submissions in Stage-2 in accordance with Section 2 of Part 2 of this RFQ document and also the RFP document.
1.2.6 The RFQ, any addenda or corrigenda to the same issued before the RFQ Submission Due Date, the RFP document issued subsequently to the Qualified Bidders, and any addenda or corrigenda to the same issued before the RFP Submission Due Date, the Original Project Proponent’s Proposal, the Concession Agreement (CA) for the Project, and their Addenda and the OPP’s commercial bid (to be informed before Sub-stage 1 of Stage-2 to the Qualified Bidders) are collectively referred to as “Tender Documents”.
1.2.7 Bidders will have to pay a sum of INR 90,000 (INR Ninety Thousand only) vide a Demand Draft drawn in favor of “Eluru Smart City Corporation Limited” from a Scheduled or Nationalized Bank, payable at Eluru, Andhra Pradesh towards bid processing fee. Only the original of the Demand Draft shall be submitted at the time of submission (true hard copy submission) of the RFQ in the Stage-1 of the Bidding Process.
1.2.8 The Authority shall be entitled to disqualify a Bidder if he does not abide or deviate from the provisions of the RFQ at any stage of the Bidding Process. Bidders must satisfy themselves that they are qualified to bid, and should give an undertaking to this effect in the form at Form A6 as part of its RFQ Submission.
1.2.9 The Qualified Bidder is required to deposit a bid security of Rs. (₹ ) 2,22,00,000 (Indian Rupees Two Crores Twenty Two Lakhs only) (the "Bid Security"), refundable not later than
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180 days from the execution of the CA between the ESCCL & the Concessionaire. The Qualified Bidders should provide the Bid Security in the form of a bank guarantee (the “Bank Guarantee”) acceptable to the Authority, and the Bank Guarantee shall be valid for 365 (three hundred and sixty five) days from the RFP Submission Due Date during stage 2 (RFP stage). The Bid shall be summarily rejected if it is not accompanied by the Bid Security as described in this Clause.
1.2.10 Competing counter proposals are invited from Qualified Bidders on the basis of the least quote (L1) offer to ESCCL to that of the OPP’s proposal so as to execute the project for whole of the project period including construction and O&M period being the sole bidding parameter and the payments shall be paid on milestone based Hybrid Annuity model (The "payment mechanism") as mentioned in the OPP Proposal and the CA. The Qualified Bidders are required to submit a Commercial Bid that is lower to that submitted by the OPP as part of their RFP Submissions. Under no circumstances shall the Commercial Bid from Qualified Bidders be equal to or higher than the OPP Commercial Bid. Commercial Bids, equal to or higher than the OPP Commercial Bid, shall be summarily rejected.
1.2.11 In Stage-2, after the opening of Commercial Bids of the Qualified Bidders as per the terms and conditions of this RFQ, the OPP as per the Swiss Challenge Approach outlined in the APIDE Act, 2001 and subsequent amendment (the “Swiss Challenge”), will be offered the opportunity to match, the lowest Commercial Bid received from among Qualified Bidders. If the OPP matches the lowest Commercial Bid received from among Qualified Bidders, then, subject to approval of the Competent Authority, the OPP will be selected for the development of the proposed Eluru Smart City project and ESCCL will enter into the CA with the with the SPV formed by OPP.
In all other cases, subject to approval of the Competent Authority, the Qualified Bidder that has submitted the lowest Commercial Bid (i.e. the “Highest Qualified Bidder”) will be selected for the development of proposed Eluru Smart City project and ESCCL will enter into the CA with the SPV formed by the Highest Qualified Bidder. In such an event OPP will be reimbursed the costs of preparation of the suo-motu proposal, including the CA as specified in this RFQ by the Authority. Selected Bidder shall pay such Proposal Preparation Cost to the Authority before the signing of CA. The OPP Proposal prepared by the Original Project Proponent shall be the property of Authority. The detailed evaluation and selection process is outlined in Section 3 of this RFQ document and also in the RFP document.
Thus, subject to the approval of the Competent Authority as mentioned under the APIDE Act 2001 and subsequent amendment, the Selected Bidder could either be the
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OPP or the Highest Qualified Bidder.
1.2.12 During the Bid Stage, Bidders are invited to examine the site and to carry out, at their cost, such studies as may be required for submitting their respective Bids for award of the Concession including implementation of the Project.
1.2.13 The requirements of the Project shall be as set out in Part 3, Chapter 8 & 9 of this RFQ (Scope & Project Specifications)
1.2.14 Any queries or request for additional information concerning this RFQ shall be submitted only via e-mail to the officer designated in Section 2.15.5 of this RFQ. The communication shall clearly bear the following identification / title: “Queries/Request for Additional Information: RFQ for Development of Eluru City as a Smart City on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001 & amendment – Act No. 3 of 2017”.
1.3 Schedule of Bidding Process
The Authority shall endeavor to adhere to the following schedule:
S. Event Description Date No. 1 Notice Inviting Tender 03rd August 2018 From 6th August 2018; 16:00 Hrs. 2 Availability of RFQ (IST) 17th August 2018; 16:00 Hrs. 2 Last date for receiving queries (IST)
3 Pre-RFQ Submission Conference 20th August 2018
4 Authority response to queries latest by 25th August 2018 4th September 2018; 16:00 Hrs. (IST) at the O/o Municipal Commissioner, Eluru Municipal 5 RFQ Submission Due Date Corporation, Eluru, West Godavari District, Andhra Pradesh. India. Pincode: 534001
Opening date and time of RFQ 4th September 2018; 16:30 Hrs. 6 Submissions (IST) Announcement of Eligibility short-list To be intimated 7 or Qualified Bidders 8 Issue of RFP to Qualified Bidders To be intimated
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1.4 Pre-RFQ Submission Conference
The date, time and venue of the Pre-RFQ Submission Conference shall be:
Date: 20th August 2018 Time: 11:00 hours Venue: ESCCL, O/o Municipal Commissioner, Eluru Municipal Corporation, West Godavari – 534001, Andhra Pradesh, India
Only representatives of registered Bidders (single firms or consortiums) can attend the Pre-RFQ Submission conference.
Contact Details
Authority Address:
ELURU SMART CITY CORPORATION LIMITED (ESCCL) Office of the Municipal Commissioner, Eluru Municipal Corporation, Eluru, West Godavari, Andhra Pradesh – 534001. Contact:
Mr. Bashir A. Shirazi
Mobile: +91 9985502547
E-mail: [email protected]
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PART 2 – BIDDING PROCEDURES
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2 INSTRUCTIONS TO BIDDERS
A. GENERAL
2.1 Eligibility of Bidders
2.1.1 For determining the eligibility of Bidders, the following shall apply:
2.1.1.1 The Bidder for being eligible may be a single entity or a group of entities (the “Consortium”), coming together to implement the Project. However, no Bidder applying singly or as a member of a Consortium, as the case may be, can be member of another Bidder. The term Bidder used herein would apply to both a single entity and a Consortium. It is also clarified that no Bidder shall in any manner collaborate with the OPP or with any entity howsoever related to or forming part of the OPP, in relation to the submission of Bids. The experience of the Bidder’s associate shall also be considered. In case of Consortium, the entity claiming the experience or the entity’s associate should have held, in the company owing the eligible project, a minimum of 26% equity during the entire project period for which the eligible experience is being claimed and such entity should also have and hold at all times an equity of not less than 26% equity in the consortium till the completion of the project. For purposes of this RFQ, Associate means, in relation to the Bidder/ Consortium Member, a person who controls, is controlled by, or is under the common control with such Bidder/ Consortium Member but not a subsidiary company (the “Associate”). As used in this definition, the expression “control” means, with respect to a person which is a company or corporation, the ownership, directly or indirectly, of not less than 50% (fifty per cent) of the equity of such person. The Bids so submitted shall continue to be valid until the expiry of a period of 180 days from the Bid Due Date (the “Bid Validity Period”).
2.1.1.2 A Bidder may be a natural person, private entity, government-owned entity or any combination of them with an existing legally binding agreement to form a Consortium. A Consortium shall be eligible for consideration subject to the conditions set out in Section 2.1.1.
2.1.1.3 A Bidder shall not have a conflict of interest (the “Conflict of Interest”) that affects the Bidding Process. Any Bidder found to have a Conflict of Interest shall be disqualified. A Bidder shall be deemed to have a Conflict of Interest affecting the Bidding Process, if:
. the Bidder, its Member or Associate (or any constituent thereof) and any other Bidder, its Member or any Associate thereof (or any constituent thereof) have common controlling shareholders or other ownership interest; provided that this disqualification shall not apply in cases where the direct or indirect shareholding of a Bidder, its Member or an Associate thereof (or any
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shareholder thereof having a shareholding of more than 5 per cent of the paid up and subscribed share capital of such Bidder, Member or Associate, as the case may be) in the other Bidder, its Member or Associate is less than 5 per cent of the subscribed and paid up equity share capital thereof; provided further that this disqualification shall not apply to any ownership by a bank, insurance company, pension fund or a public financial institution referred to in sub- section (72) of section 2 of the Companies Act, 2013. For the purposes of this provision, indirect shareholding held through one or more intermediate persons shall be computed as follows:
. where any intermediary is controlled by a person through management control or otherwise, the entire shareholding held by such controlled intermediary in any other person (the “Subject Person”) shall be taken into account for computing the shareholding of such controlling person in the Subject Person; and
. subject always to sub-clause (a) above, where a person does not exercise control over an intermediary, which has shareholding in the Subject Person, the computation of indirect shareholding of such person in the Subject Person shall be undertaken on a proportionate basis; provided, however, that no such shareholding shall be reckoned under this sub-clause (b) if the shareholding of such person in the intermediary is less than 26% of the subscribed and paid up equity shareholding of such intermediary; or
. a constituent of such Bidder is also a constituent of another Bidder; or
. such Bidder, or any Associate thereof receives or has received any direct or indirect subsidy, grant, concessional loan or subordinated debt from any other Bidder, or any Associate thereof or has provided any such subsidy, grant, concessional loan or subordinated debt to any other Bidder, its Member or any Associate thereof; or
. such Bidder has the same legal representative for purposes of this Bid submission as any other Bidder; or
. such Bidder, or any Associate thereof has a relationship with another Bidder, or any Associate thereof, directly or through common third party/ parties, that puts either or both of them in a position to have access to each other’s information about, or to influence the Bid submission of either or each other; or
. such Bidder, or any Associate thereof has participated as a consultant to the Authority in the preparation of any documents, design or technical specifications of the Project.
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2.1.1.4 A Bidder including a Qualified Bidder shall be liable for disqualification and forfeiture of Bid Security, if any legal, financial or technical adviser of the Authority in relation to the Project is engaged by the Bidder, its Member or any Associate thereof, as the case may be, in any manner for matters related to or incidental to the Project during the Bidding Process or subsequent to the (i) issue of the LOA or (ii) execution of the CA. For the avoidance of doubt, this disqualification shall not apply where such adviser was engaged by the Bidder, its Member or Associate in the past but its assignment expired or was terminated prior to the RFQ Submission Due Date. Nor will this disqualification apply where such adviser is engaged after a period of 3 (three) years from the date of completion of development of the Project.
Explanation: In case a Bidder is a Consortium, then the term Bidder as used in this Provision, shall include each Member of such Consortium.
2.1.2 To be qualified and shortlisted, a Bidder shall demonstrate its qualification against the Eligibility Criteria mentioned below (the “Eligibility”).
2.1.2.1 In computing the “Technical Eligibility” and “Financial Eligibility” of the Bidder/ Consortium Member, the Technical Eligibility and Financial Eligibility of their respective Associates would also be eligible hereunder. For purposes of this RFQ, Associate means, in relation to the Bidder/ Consortium Member, a person who controls, is controlled by, or is under the common control with such Bidder/ Consortium Member but not a subsidiary company (the “Associate”). As used in this definition, the expression “control” means, with respect to a person which is a company or corporation, the ownership, directly or indirectly, of not less than 50% (fifty per cent) of the equity of such person. The Lead Member and the person claiming similar experience should ideally continue for the entire duration of the Project. However, the Lead Member or such member shall not be allowed to exit, until it is replaced in the Consortium by a Member having same or higher qualification as per the criteria. Any such case of exit or replacement would also require the prior and explicit consent from the Authority.
. All evidence submitted is subject to scrutiny by the Authority or any designated authority.
. All tenures mentioned below are over the time window preceding the RFQ Submission Due Date
. Decision of the Authority will be final and binding
2.1.2.2 Technical Eligibility: A person/Firm/Company or lead member/other member of Consortium having at least 26%
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A) Technical Capacity: For demonstrating technical capacity and experience (the “Technical Capacity”), the Bidder shall in total over the past 5 (five) financial years preceding the Proposal Due Date (i.e., 2013-14 to 2017-18), have: (i) paid for, or received payments for, construction of Eligible Project(s); and/ or
(ii) paid for development of Eligible Project(s) in Category 1 and/or Category 2 specified in Clause 2.1.2.3; and/ or
(iii) collected and appropriated revenues from Eligible Project(s) in Category 1 and/or Category 2 specified in Clause 2.1.2.3, such that the sum total of the above, as further adjusted in accordance with clause 2.1.2.3(D), is more than Rs. 889.77 Crores (Rupees Eight Hundred Eighty Nine Crores Seventy Seven Lakhs only) (the “Threshold Technical Capability”).
Provided that at least one fourth of the Threshold Technical Capability shall be from the Eligible Projects in Category 1 and / or Category 3 specified in Clause 2.1.2.3
O&M Experience:
The bidder should have the experience of two (2) years or more in operation and maintenance (O&M) of at least one Smart City Sector project, (“O&M Experience”). In case the bidder does not have the requisite experience, The Bidder shall either enter into an agreement with an entity having the aforesaid experience relating to the performance of O&M Obligations, for a period of 10 (Ten) years from commercial operation date of the Project with an entity having the aforesaid experience relating to the performance of O&M Obligations or the bidder shall submit an undertaking to enter into such agreement at the time of entering into Concession agreement (if selected as developer) as part of its Bid submission.
Notes: 1. All criteria above are over the Time Window preceding the RFQ Submission Due Date
. “Time Window” refers to the Financial Year (FY) immediately preceding the RFQ Submission Due Date and the base FY shall be 2017-18. Only the eligible projects completed between the FY 2013- 14 to 2017-18 period will be considered for the purpose of the criteria below. If a project has commenced before this period, then
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only the portion of the project that has been completed in this period will be considered.
. “Statutory Auditor” in relation to a person means an independent entity that is appointed to audit and certify the annual accounts of such person, as per the requirements of laws applicable to such person. In jurisdictions that do not have Statutory Auditors, the auditors who audit the annual accounts of the relevant person may provide the requisite certification, subject to the Bidder establishing to the satisfaction of the Authority that the relevant jurisdiction does not require appointment of Statutory Auditors.
. “Govt.” mentioned above means (a) the Government of India or of any State in India, or (b) the Federal or State Government of the Bidder’s country, or (c) the Federal or State Government having jurisdiction over the area where the relevant project has been/is being implemented by the Bidder or its Associate(s). Govt. entity means an agency or department of the Government.
. “Local Authority” mentioned above means a district/city/town council, municipality, municipal corporation or other government/statutory body or authority responsible for local government.
. The bidder shall quote experience in respect of a particular Eligible Project under any one category only, even though the bidder (either individually or along with a member of the Consortium) may have played multiple roles in the cited project. Double counting for a particular Eligible Project shall not be permitted in any form.
2.1.2.3 For a project to qualify as an “Eligible Project” under Section 2.1.2:
Subject to the provisions of Clause 2.1.2.2, the following categories of experience would qualify as Technical Capacity and eligible experience (the "Eligible Experience") in relation to eligible projects as stipulated in Clauses 2.1.2.3 (A) and 2.1.2.3 (B) (the "Eligible Projects"):
. Category 1: Project experience on Eligible Projects in Smart City sector that qualify under Clause 2.1.2.3 (A)
. Category 2: Project experience on Eligible Projects in core sector that qualify under Clause 2.1.2.3 (A)
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. Category 3: Construction experience on Eligible Projects in Smart City sector that qualify under Clause 2.1.2.3 (B)
. Category 4: Construction experience on Eligible Projects in core sector that qualify under Clause 2.1.2.3 (B)
For the purpose of this RFQ – ■ (i) “Smart City sector” would include all the following projects:
1. Roads & Highways
2. Electricity Transmission & Distribution
3. Sewerage Network and/or Sewerage Treatment Plant
4. ICT Projects in Cities, Towns, IT Parks, Townships, SEZs, Institutions, Office Complexes, Real Estate Projects, Area Development Projects and Government Department / Agencies / Authorities.
For the purpose of this RFQ, ICT means – Projects related to Integrated Traffic Management and/or Smart Parking, SCADA, IoT based projects, Smart Metering, Command & Control Centres and Intelligent Building Management System.
■ (ii) “Core sector” would be deemed to include Highways, Power, Building & Construction, Industrial Parks / Estates, River Development, Township & Area Development and Real Estate Development.
Eligible Experience in respect of each category shall be measured only for Eligible Projects.
2.1.2.3 (A) For a project to qualify as an Eligible Project under Categories 1 and 2:
(a) for both smart city and core sector: It should have been undertaken as a PPP project on BOT, BOLT, BOO, BOOT or other similar basis for providing its output or services to a public sector entity or for providing non-discriminatory access to users in pursuance of its charter, concession or contract, as the case may be. For the avoidance of doubt, a project which constitutes a natural monopoly such as an airport or port should normally be included in this category even if it is not based on a long-term agreement with a public entity;
(b) the entity claiming experience should have held, in the company owning the Eligible Project, a minimum of 26% (twenty six per cent) equity during the entire year for which Eligible Experience is being claimed;
(c) The capital cost of such executed project should be more than Rs.89 Crores (Rupees Eighty Nine Crores only).
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Smart City Sector: The Smart City sector should comprise all the following projects with minimum project cost as mentioned against each project below: 1. Roads & Highways: Rs.18.85 Crores
2. Electricity Transmission & distribution: Rs.27.89 Crores
3. Sewerage network and/or Sewerage Treatment Plant: Rs.35.07 Crores
4. ICT Projects in Cities, Towns, IT Parks, Townships, SEZs, Institutions, Office Complexes, Real Estate Projects, Area Development Projects and Government Department / Agencies / Authorities: Rs.7.18 Crores
(d) Core sector: the capital cost of such executed projects should be more than Rs.89 Crores (Rupees Eighty Nine Crores only) for the projects under Core sector.
(e) the entity claiming experience shall, during the last 5 (five) financial years (FY 2013-14 to 2017-18), have (i) paid for development of the project (excluding the cost of land), and/ or (ii) collected and appropriated the revenues from users availing of non-discriminatory access to or use of fixed project assets, such as revenues from Highways, Power, Building & Construction, Industrial Parks / Estates, River Development, Township & Area Development and Real Estate Development, but shall not include revenues from sale or provision of goods or services such as electricity, gas, petroleum products telecommunications or fare/freight revenues and other incomes of the company owning the Project.
2.1.2.3 (B) For a project to qualify as an Eligible Project under Categories 3 and 4, the bidder should have paid for execution of its construction works or received payments from its client(s) for construction works executed, fully or partially, during the 5 (five) financial years (FY 2013- 14 to 2017-18), and only the payments (gross) actually made or received, as the case may be, during such 5 (five) financial years shall qualify for purposes of computing the Experience Score. However, payments/receipts of less than Rs.89 Crores (Rupees Eighty Nine Crores only) shall not be reckoned as payments/receipts for Eligible Projects. For the avoidance of doubt, construction works shall not include supply of goods or equipment except when such goods or equipment form part of a turn-key construction contract/ EPC contract for the project. Further, the cost of land shall not be included hereunder.
For the projects to be eligible under Category 3: the capital cost of such executed project should be more than Rs.89 Crores (Rupees Eighty Nine Crores only) comprising all the following projects with minimum project cost as mentioned against each project below for smart city sector; 1. Roads & Highways: Rs.18.85 Crores
2. Electricity Transmission & distribution: Rs.27.89 Crores
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3. Sewerage network and/or Sewerage Treatment Plant: Rs.35.07 Crores
4. ICT Projects in Cities, Towns, IT Parks, Townships, SEZs, Institutions, Office Complexes, Real Estate Projects, Area Development Projects and Government Department / Agencies / Authorities: Rs.7.18 Crores
For the projects to be eligible under Category 4: the capital cost of such executed projects should be more than Rs.89 Crores (Rupees Eighty Nine Crores only) for the projects under Core sector.
2.1.2.3 (C) The bidder shall quote experience in respect of a particular Eligible Project under any one category only, even though the bidder (either individually or along with a member of the Consortium) may have played multiple roles in the cited project. Double counting for a particular Eligible Project shall not be permitted in any form.
2.1.2.3 (D) The bidder’s experience shall be measured and stated in terms of a score (the "Experience Score"). The Experience Score for an Eligible Project in a given category would be the eligible payments and/or receipts specified in Clause 2.1.2.2(A), divided by one crore and then multiplied by the applicable factor in Table below. In case the bidder has experience across different categories, the score for each category would be computed as above and then aggregated to arrive at its Experience Score.
Table: Factors for experience across categories: Category Factors Category 1 1.25 Category 2 1.00 Category 3 0.75 Category 4 0.50
2.1.2.3 (E) The Experience Score determined in accordance with Clause 2.1.2.3 (D) in respect of an Eligible Project situated in a developed country which is a member of OECD shall be further multiplied by a factor of 0.5 (zero point five) and the product thereof shall be the Experience Score for such Eligible Project.
Experience for any activity relating to an Eligible Project shall not be claimed by two or more Members of the Consortium. In other words, no double counting by a Consortium in respect of the same experience shall be permitted in any manner whatsoever.
The Bidders shall then be ranked on the basis of their respective Aggregate Experience Scores and short-listed for submission of Bids. The Authority expects to short-list up to 6 (six) pre- qualified bidders for participation in the RFP Stage. The Authority, however, reserves the right to increase the number of shortlisted pre-qualified bidders by adding additional bidder.
2.1.2.4 Financial Eligibility:
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. The Bidders should provide information regarding the Financial Eligibility parameters based on audited annual accounts for the respective financial years. The Financial Year would be the same as the one normally followed by the Bidder for its Annual Report. Each Bidder’s Financial Eligibility will have to be certified by its Statutory Auditor. The Eligibility Submission must be accompanied by the Audited Annual Reports of the Bidder (of each member in case of a consortium) for the last three (3) financial years (2015-16 to 2017-18). In case the annual accounts for the latest financial year are not audited and therefore the Bidder could not make it available, the Bidder shall give an undertaking to the same effect and the Statutory Auditor shall certify the same. In such a case, the Bidder shall, for the purpose of evaluation, provide the Audited Annual Reports for three years preceding the latest completed Financial Year failing which the Proposal will be rejected as non-responsive. . For purpose of eligibility the Bidder(s) shall possess the following:
Sl. Criteria Time Window Single Member, if In case of Evidence No. bidding as a Consortium to be single entity submitted
A Net worth For the FY (2017- Rs.222.44 Crores Combined Certificate 18) Weighted by Average Net Statutory worth of Auditor Rs.222.44 Crores of all members having an equity share of at least 26%
2.1.2.5 In case the Bidder is a Consortium,
. The maximum number of members shall not exceed 4;
. the combined Technical capacity and Financial capacity of those Members, who shall have an equity share of at least 26% (twenty six per cent) each in the consortium, should satisfy the above conditions of eligibility; provided that (A) A Member claiming eligibility shall, for a period of 12 (twelve) years from the date of execution of the CA, hold equity share capital not less than: 26% (twenty six per cent) of the subscribed and paid up equity of the
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consortium. And such consortium if selected as “Developer” shall hold at all times an equity of not less than 51% equity in the SPV till two (2) years after the completion of O&M of the project.
. The Financial Score of the Bidder shall be computed as a weighted average of the Financial Score of a member and its proposed equity stake (%) in the Consortium Illustration:
For illustration and avoidance of any doubts, the following method is placed in clarification:
If Company A (Net-Worth: Rs 1000 crores) & Company B (Net-Worth: Rs 500 crores) in a Consortium with shareholding of A as 60% and B as 40% then the Weighted Financial Score of the Consortium shall be:
For Weighted Financial Score
1000 X 60% + 500 X 40% = 800 Crores
For Weighted Experience Score
If Company A has been assessed to have an Experience Score of 1000 and Company B has been assessed to have an Experience Score of 500, in a Consortium with shareholding of A as 60% and B as 40%, then the Weighted Experience Score of the Consortium shall be
1000 X 60% + 500 X 40% = 800
2.1.2.6 In case the Bidder is a single entity,
. The Bidder should satisfy the above conditions of technical and financial eligibility;
. The Bidder if selected as “Developer” shall, for a period of 12 (twelve) years from the date of execution of the CA, hold at all times an equity of not less than 51% equity in the SPV till two (2) years after the completion of O&M of the project.;
2.1.2.7 The Bidder further acknowledges and agrees that the aforesaid obligation shall be the minimum, and shall be in addition to such other obligations as may be contained in the CA.
2.1.2.8 The Bidder shall enclose with its RFQ Submission, to be submitted as per the format
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provided in Section-3.14, complete with its Annexes, the following:
. Certificate(s) from statutory auditors of the Bidder or its Associates stating the payments made/ received or works commissioned, in support of the Technical Eligibility as referred in Sections 2.1.2.1 and 2.1.2.2 above.
. Certificate from statutory auditors of the Bidder or its Associates specifying (a) the Turn Over of the Bidder as at the close of the preceding 3 (three) financial years of the RFQ submission due date. For the purposes of this RFQ, turnover (the “Turnover”) shall mean Profit before Tax plus Depreciation. (b) the Net Worth of the Bidder in the latest preceding financial year (2017-18) of RFQ submission due date. For the purposes of this RFQ, Net Worth (the “Net Worth”) shall mean the sum of subscribed and paid up equity and reserves from which shall be deducted the sum of revaluation reserves, miscellaneous expenditure not written off and reserves not available for distribution to equity shareholders
2.1.2.9 The Bidder should submit a Power of Attorney as per the format at Form A3, authorizing the signatory of the RFQ Submission to commit the Bidder. In the case of a Consortium, the Members should submit a Power of Attorney in favor of the Lead Member as per format at Form A4.
2.1.2.10 The Selected Bidder will be required to form an SPV and execute the CA with ESCCL and implement the Project. In case the Selected Bidder is a Consortium, it shall, comply with the following additional requirements:
. Number of members in a consortium shall not exceed 4 (Four); The RFQ Submission should contain the information required for each member of the Consortium;
. Members of the Consortium shall nominate one member as the lead member (the “Lead Member”), who shall have an equity share holding of at least 26% (twenty six per cent) of the paid up and subscribed equity of consortium. The nomination(s) shall be supported by a Power of Attorney, as per the format at Form A4, signed by all the other members of the Consortium;
. The RFQ Submission should include a brief description of the roles and responsibilities of individual members, particularly with reference to financial and technical obligations;
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. An individual Bidder cannot at the same time be member of a Consortium applying for RFQ. Further, a member of a particular Bidder Consortium cannot be member of any other Bidder Consortium applying for RFQ or of the OPP;
. Members of the Consortium shall enter into a binding Joint Bidding Agreement, in the form specified at Form A5 (the “Joint Bidding Agreement”). The Joint Bidding Agreement, to be submitted along with the RFQ Submission, shall, inter alia:
. convey the intent to enter into a consortium agreement and subsequently the CA and perform all the obligations of the Concessionaire in terms of the CA, in case the concession to undertake the Project is awarded to the Consortium;
. clearly outline the proposed roles and responsibilities, if any, of each member;
. commit the minimum equity stake to be held by each member;
. commit and undertake that the members of the Consortium shall each hold subscribed and paid-up equity of SPV as per the terms and conditions of the contract documents mentioned in the Part-3 of the RFQ.
. except as provided under this RFQ and the Tender Documents, there shall not be any amendment to the Joint Bidding Agreement without the prior written consent of the Authority.
2.1.2.11 Any entity which has been barred by any State/ Federal Government (Indian or International), or any entity controlled by a State/ Federal Government (Indian or International), from participating in any project, and the bar subsists as on the RFQ Submission Due Date, would not be eligible to submit a Bid, either individually or as member of a Consortium.
2.1.2.12 A Bidder including any Consortium Member or Associate should, in the last 3 (three) years, have neither failed to perform on any contract, as evidenced by imposition of a penalty by an arbitral or judicial authority or a judicial pronouncement or arbitration award against the Bidder, Consortium Member or Associate, as the case may be, nor has been expelled from any project or contract by any public entity nor have had any contract terminated by any public entity for breach by such Bidder, Consortium Member or Associate. Provided, however, that where a Bidder claims that its disqualification arising on account of any cause or event specified in this section is such
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that it does not reflect (a) any malfeasance on its part in relation to such cause or event; (b) any willful default or patent breach of the material terms of the relevant contract; (c) any fraud, deceit or misrepresentation in relation to such contract; or (d) any rescinding or abandoning of such contract, it may make a representation to this effect to the Authority for seeking a waiver from the disqualification hereunder and the Authority may, in its sole discretion and for reasons to be recorded in writing, grant such waiver if it is satisfied with the grounds of such representation and is further satisfied that such waiver is not in any manner likely to cause a material adverse impact on the Bidding Process or on the implementation of the Project.
2.1.2.13 In computing the Technical Eligibility and Financial Eligibility of the Bidder/ Consortium Members under Section 2.1.2.1 and 2.1.2.2 and 2.1.2.4, the Technical Eligibility and Financial Eligibility of their respective Associates would also be eligible hereunder.
2.1.2.14 The following conditions shall be adhered to while submitting a Bid:
. Bidders may format the prescribed forms included in Section-7 making due provision for incorporation of the requested information;
. information supplied by a Bidder (or other constituent Member if the Bidder is a Consortium) must apply to the Bidder, Member or Associate named in the Bid submission and not, unless specifically requested, to other associated companies or firms;
. in responding to the RFQ submissions, Bidders should demonstrate their capabilities in accordance with Section 2.1; and
. in case the Bidder is a Consortium, each Member should satisfy the eligibility requirements as specified herein.
2.1.2.15 While the RFQ is open to persons from any country, the following provisions shall apply:
. Where, on the date of the submission of RFQ Submission, 26% (twenty-five per cent) or more of the aggregate issued, subscribed and paid up equity share capital in a Bidder or its Member is held by persons resident outside India or where a Bidder or its Member is controlled by persons resident outside India; or
. if at any subsequent stage after the date of the submission of RFQ Submission, there is an acquisition of 26% (twenty-five per cent) or more of the aggregate issued, subscribed and paid up equity share
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capital or control, by persons resident outside India, in or of the Bidder or its Member,
then the Bid submission of such Bidder or in the event described in sub clause (b) above, the continued participation of the Bidder shall be subject to approval of the Authority from national security and public interest perspective. The decision of the Authority in this behalf shall be final and conclusive and binding on the Bidder.
The holding or acquisition of equity or control, as above, shall include direct or indirect holding/ acquisition, including by transfer, of the direct or indirect legal or beneficial ownership or control, by persons acting for themselves or in concert and in determining such holding or acquisition. For this purpose, the Authority shall be guided by the principles, precedents and definitions contained in Indian laws, including under the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, or any substitute thereof, as in force on the date of such acquisition.
The Bidder shall promptly inform the Authority of any change in the shareholding, as above, and failure to do so shall render the Bidder liable for disqualification from the Bidding Process.
2.1.2.16 Notwithstanding anything to the contrary contained herein, in the event that the RFQ Submission Due Date falls within 3 (three) months of the closing of the latest financial year of a Bidder, it shall ignore such financial year for the purposes of its RFQ Submission and furnish all its information and certification for 3 (three) years preceding its latest financial year. For the avoidance of doubt, financial year shall, for the purposes of the Bid hereunder, mean the accounting year followed by the Bidder in the course of its normal business.
2.2 General terms of Bidding
2.2.1 A Bidder is eligible to submit only one Bid for the Project. A Bidder bidding individually or as a member of a Consortium shall not be entitled to submit another bid either individually or as a member of any Consortium, as the case may be.
2.2.2 Bidders may carry out their own studies, surveys and other detailed examination before submitting their Bids. The Authority is not bound by or liable whatsoever in relation to or arising out of any or all contents of the OPP Proposal.
2.2.3 Notwithstanding anything to the contrary contained in this RFQ document and the RFP document, the detailed terms specified in the CA and its addenda (if any) shall be
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binding and shall have overriding effect over this RFQ and also the RFP, in case of a conflict. Provided, however, that any conditions or obligations imposed on the Bidder hereunder and/or under the RFP shall continue to have effect in addition to its obligations under the CA even after execution of CA.
2.2.4 The RFQ Submission should be furnished in the formats mentioned in the Section 7 (Bidding Forms).
2.2.5 Commercial Bids should clearly indicate the bid parameter in both figures and words, and authorized/ encrypted by the Bidder’s authorized personnel and in the format as mentioned in the RFP. In the event of any difference between figures and words, the amount indicated in words shall be taken into account.
2.2.6 Participating Bidders will have to pay a sum of INR 90,000 (INR Ninety Thousand only) vide a Demand Draft drawn in favor of “Eluru Smart City Corporation Limited” from any Scheduled or Nationalized Bank, payable at Vijayawada, Andhra Pradesh towards Bid Processing fee. Only the original of the Demand Draft shall be submitted at the time of submission (true hard copy submission) of the RFQ in the Stage-1 of the Bidding Process.
2.2.7 The Qualified Bidder is required to deposit a bid security of Rs. (₹ ) 2,22,00,000 (Indian Rupees Two Crores Twenty Two Lakhs only) (the "Bid Security"), during the RFP submission in accordance with the provisions of this RFQ and subsequent RFP. As part of the RFP Submissions, the Qualified Bidder should provide the Bid Security in the form of a Bank Guarantee, acceptable to the Authority, as per format to be provided in the RFP.
2.2.8 The Bank Guarantee shall be valid for 365 (three hundred and sixty five) days from the RFP Submission Due Date. The Bid(s) shall be summarily rejected if it is not accompanied by the Bid Security. The Bid Security shall be refundable not later than 180 days from the execution of the CA between the ESCCL and the Concessionaire.
2.2.9 The Bidder should submit a Power of Attorney as per the format at Form A3, authorizing the signatory of the Bid to commit the Bidder.
2.2.10 In case the Bidder is a Consortium, the Members thereof should furnish a Power of Attorney in favor of the Lead Member in the format at Form A4.
2.2.11 Any condition or qualification or any other stipulation contained in the Bid shall render the Bid liable to rejection as a non-responsive Bid.
2.2.12 The Bid and all communications in relation to or concerning the Tender Documents and the Bid shall be in English language.
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2.2.13 The Tender Documents including this RFQ and all attached documents are and shall remain the property of the Authority and are shared with the Bidders solely for the purpose of preparation and the submission of a Bid in accordance herewith. Bidders are to treat all information as strictly confidential and shall not use it for any purpose other than for preparation and submission of their Bid. The Authority will not return any Bid or any information provided along therewith.
2.2.14 A Bidder / Qualified Bidder shall be liable for disqualification and forfeiture of Bid Security, as the case may be, if any legal, financial or technical advisor of the Authority in relation to the Project is engaged by the Bidder, its Member or any Associate thereof, as the case may be, in any manner for matters related to or incidental to such Project during the Bidding Process or subsequent to the (i) issue of the LOA or (ii) execution of the CA. In the event any such adviser is engaged by the Selected Bidder or Concessionaire, as the case may be, after issue of the LOA or execution of the CA, then notwithstanding anything to the contrary contained herein or in the LOA or the CA and without prejudice to any other right or remedy of the Authority, including the forfeiture and appropriation of the Bid Security, which the Authority may have thereunder or otherwise, the LOA or the CA, as the case may be, shall be liable to be terminated without the Authority being liable in any manner whatsoever to the Selected Bidder or Concessionaire for the same. For the avoidance of doubt, this disqualification shall not apply where such adviser was engaged by the Bidder, its Member or Associate in the past but its assignment expired or was terminated prior to the RFQ Submission Due Date. Nor will this disqualification apply where such adviser is engaged after a period of 3 (three) years from the date of completion of development of the Project.
2.2.15 This RFQ is not transferable.
2.2.16 Any award of Concession pursuant to this RFQ shall be subject to the terms of this RFQ & subsequent RFP Documents.
2.3 Change in composition of the Consortium
Change in the composition of a Consortium or creation of a Consortium by a single entity Bidder will not be permitted by the Authority during the Bidding Process. Bidder proposing a change in the Consortium or creation of a Consortium would be disqualified from the Bidding Process.
2.4 Change in Ownership
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2.4.1 By submitting the Bid, the Bidder shall also be deemed to have acknowledged and agreed that in the event of a change in control (directly or indirectly) of a Consortium Member or an Associate whose Technical Capacity and/or Financial Capacity was taken into consideration for the purposes of the RFQ, the Bidder shall be deemed to have knowledge of the same and shall be required to inform the Authority forthwith along with all relevant particulars about the same and the Authority may, in its sole discretion, disqualify the Bidder or withdraw the LOA from the Selected Bidder, as the case may be. In the event such change in control occurs after signing of the CA but prior to expiry of a period of five (5) years therefrom, it would, notwithstanding anything to the contrary contained in the CA, be deemed to be a breach of the CA, and the same shall be liable to be terminated without ESCCL being liable in any manner whatsoever to the Concessionaire, without prejudice to any other rights or remedies that may be available to ESCCL under the Tender Documents and/or the CA.
2.4.2 The Bidder further acknowledges and agrees that the aforesaid obligation shall be the minimum, and shall be in addition to such other obligations as may be contained in the CA, and a breach hereof shall be deemed to be a breach of related covenants contained therein and dealt with as per the provisions of CA.
2.5 Number of Bids and Cost of Bidding
2.5.1 No Bidder shall submit more than one Bid for the Project. A Bidder applying individually or as a member of a Consortium shall not be entitled to submit another Bid either individually or as a member of any Consortium, as the case may be.
2.5.2 The Bidders shall be responsible for all of the costs associated with the preparation of their Bids and their participation in the Bidding Process. The Authority will not be responsible or in any way liable for such costs, regardless of the conduct or outcome of the Bidding Process.
2.6 Site visit and verification of information
2.6.1 Bidders are encouraged to submit their respective Bids after visiting the Project site and ascertaining for themselves the site conditions, location, surroundings, climate, access to site, handling and storage of materials, applicable laws and regulations, and any other matter considered relevant by them.
2.7 Acknowledgement by Bidder
2.7.1 It shall be deemed that by submitting a Bid, the Bidder has:
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. made a complete and careful examination of the Tender Documents;
. received all relevant information requested from the Authority;
. acknowledged and accepted the risk of inadequacy, error or mistake in the information provided in the Tender Documents or furnished by or on behalf of the Authority relating to any of the matters referred to in sections above;
. satisfied itself about all matters, things and information necessary and required for submitting an informed Bid, execution of the Project in accordance with the Tender Documents and performance of all of its obligations thereunder including matters referred to in sections herein;
. acknowledged and agreed that inadequacy, lack of completeness or incorrectness of information provided in the Tender Documents or ignorance of any of the matters referred herein shall not be a basis for any claim for compensation, damages, extension of time for performance of its obligations, loss of profits etc. from the Authority, or a ground for termination of the CA;
. acknowledged that it does not have a Conflict of Interest;
. represented and warranted that its Bid is in compliance with and conforms to the provisions of this RFQ;
. agreed to be bound by the provisions hereof and also by the undertakings provided by it under and in terms hereof; and
. agreed that the Authority shall not be liable for any omission, mistake or error on the part of the Bidder in respect of any of the above or on account of any matter or thing arising out of or concerning or relating to the Tender Documents or the Bidding Process, including any error or mistake therein or in any information or data given by the Authority.
2.8 Verification and Disqualification
2.8.1 The Authority reserves the right to verify all statements, information and documents submitted by the Bidder in response to the Tender Documents and the Bidder shall, when so required by the Authority, make available all such information, evidence and documents as may be necessary for such verification. Any such verification, or lack of such verification, by the Authority shall not relieve the Bidder of its obligations or
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liabilities hereunder nor will it affect any rights of the Authority thereunder.
2.8.2 The Authority reserves the right to reject any Bid and appropriate the Bid Security, as the case may be, if:
. at any time, a material misrepresentation is made or uncovered, or
. the Bidder including a Qualified Bidder does not provide, within the time specified by the Authority, the supplemental information sought by the Authority for evaluation of the Bid.
2.8.3 Such misrepresentation/ improper response shall lead to the disqualification of the Bidder. If the Bidder is a Consortium, then the entire Consortium and each Member may be disqualified / rejected. If such disqualification / rejection occurs after the Commercial Bids have been opened and the Highest Qualified Bidder gets disqualified / rejected, then the Authority reserves the right to:
. invite the remaining Qualified Bidders to submit revised Commercial Bids; or
. proceed in the manner set out in Section 2.8.4 below; or
. take any such measure as may be deemed fit in the sole discretion of the Authority, including annulment of the Bidding Process.
2.8.4 In case it is found during the evaluation or at any time before signing of the CA or after its execution and during the period of subsistence thereof, that one or more of the eligibility conditions have not been met by the Bidder (which term includes a Qualified Bidder, Highest Qualified Bidder, Selected Bidder), or the Bidder has made material misrepresentation or has given any materially incorrect or false information, it shall be disqualified forthwith if not yet appointed as the Concessionaire either by issue of the LOA or entering into of the CA, and if the Selected Bidder has already been issued the LOA or has entered into the CA, as the case may be, the same shall, notwithstanding anything to the contrary contained therein or in this RFQ or in the RFP, be liable to be terminated, by a communication in writing by the Authority to the Selected Bidder or the Concessionaire, as the case may be, without the Authority being liable in any manner whatsoever to the Selected Bidder. In such an event, the Authority shall be entitled to forfeit and appropriate the Bid Security (if not already returned), as Damages, without prejudice to any other right or remedy that may be available to the Authority (ESCCL), under the Tender Documents including the CA.
2.9 Right to accept and to reject any or all Bids
2.9.1 Notwithstanding anything contained in this RFQ, the Authority reserves the right to
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accept or reject any Bid and/or to annul the Bidding Process and/or reject all Bids at any time without any liability or any obligation for such acceptance, rejection or annulment, and without assigning any reasons therefor.
2.9.2 The Authority reserves the right not to proceed with the Bidding Process at any time, without notice or liability.
B. DOCUMENTS
2.10 Contents of the RFQ
2.10.1 This RFQ comprises the Disclaimer set forth hereinabove, the contents as listed below, and will additionally include any Addenda issued in accordance with Section 2.12.
PART 1 – Introduction and Scope
Section 1. Introduction and Scope of project
PART 2 – Bidding Procedures
Section 2. Instructions to Bidders
Section 3. Evaluation of Bids
Section 4. Fraud and Corrupt Practices
Section 5. Pre-RFQ Submission Conference
Section 6. Miscellaneous
Section 7. Bidding Forms
PART 3 – Project Information
Section 8. Scope of Work
Section 9. Original Project Proponent (OPP) Proposal including draft CA
Section 10. OPP Proposal Requisition Form (to be filled and submitted by the interested bidders for obtaining OPP proposal.)
PART 4 – Appendices
Section 11. Appendices
2.11 Clarifications
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2.11.1 Bidders requiring any clarification on the RFQ within the time so mentioned in the schedule of bidding process may notify the Authority in writing by e-mail in accordance with Section 2.15.5. They should send in their queries before the date mentioned in the Schedule of Bidding Process specified in Section 1.3 of this RFQ. The Authority shall endeavor to respond to the queries within the period specified therein. The Authority will upload all the queries and its responses thereto on the http://eluru.cdma.ap.gov.in/ and http://www.apurban.com/ portal, making it available to all Bidders without identifying the source of queries. The Authority will not respond to the queries or clarification requests of the Bidders in any other manner.
2.11.2 The Authority shall endeavor to respond to the questions raised or clarifications sought by the Bidders. However, the Authority reserves the right not to respond to any question or provide any clarification, in its sole discretion, and nothing in this section shall be taken or read or interpreted as compelling or requiring the Authority to respond to any question or to provide any clarification.
2.11.3 The Authority may also on its own motion, if deemed necessary, issue interpretations and clarifications to all Bidders. All clarifications and interpretations issued by the Authority shall be deemed to be part of the Tender Documents. Verbal clarifications and information given by Authority or its employees or representatives shall not in any way or manner be binding on the Authority.
2.11.4 Any or all clarifications or corrigenda or addenda to the RFQ or any other Tender Documents to be provided by the Authority would only be uploaded on http://eluru.cdma.ap.gov.in/ and http://www.apurban.com/. Bidders are required to visit the portal regularly to keep themselves updated of such updates. No advertisements shall be issued further in this regard.
2.12 Amendment of RFQ
2.12.1 At any time prior to the RFQ Submissions Due Date, the Authority may, for any reason, whether at its own initiative or in response to clarifications requested by a Bidder, modify the RFQ by the issuance of Addenda.
2.12.2 Any Addendum thus issued will be uploaded on the http://eluru.cdma.ap.gov.in/ and http://www.apurban.com/.
2.12.3 In order to afford the Bidders a reasonable time for taking an Addendum into account, or for any other reason, the Authority may, at its own discretion, extend the RFQ Submission Due Date and/or any other date.
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C. PREPARATION AND SUBMISSION OF BIDS
2.13 Language
2.13.1 The Bid and all related correspondence and documents in relation to the Bidding Process shall be in English language. Supporting documents and printed literature furnished by the Bidder with the bid may be in any other language provided that they are accompanied by translations of all the pertinent passages in the English language, duly authenticated and certified by the Bidder. Supporting materials, which are not translated into English, may not be considered. For the purpose of interpretation and evaluation of the bid submission, the English language translation shall prevail.
2.14 Format and Signing of Bid
2.14.1 The Bidder shall provide all the information sought under this RFQ. The Authority will evaluate only those Bids that are received in the required formats and complete in all respects. Incomplete and /or conditional Bids shall be summarily rejected.
2.14.2 The Bidder shall submit the RFQ Submissions in hard copy (the “Hard Copy”). While the hard copy shall include all the documents as mentioned in this RFQ. For evaluation purpose, only the hard copy of the RFQ Submissions shall only be considered by the Authority.
2.14.3 For the RFQ Submission hard copy submission, the Bidder shall prepare 2 sets of the Bid clearly marked as “HARD COPY - ORIGINAL” and “HARD COPY - COPY”. In the event of any discrepancy between the original and the copy, the original shall prevail.
2.14.4 The Bids shall be typed or written in indelible ink. They shall be signed by the authorized signatory of the Bidder who shall also initial each page of the Bids (including Appendices) in blue ink. In case of printed and published documents, the same process as above shall be followed. All the alterations, omissions, additions or any other amendments made to the Bids shall be initialed by the person(s) signing the Bid. Such signed Bid documents shall be submitted for Hard Copy submission. The hard copy of the Bid documents shall contain page numbers and shall be bound together in a manner that does not allow replacement of any page.
2.14.5 Commercial Bids shall be submitted during stage 2 in accordance with Section 2.15 of this RFQ and subsequent RFP.
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2.15 Sealing and Marking of Bids
The Bidding Process involving two Bid Stages is outlined below:
2.15.1 The Bidder shall submit the RFQ Submission in the format specified at Section 7 (Bidding Forms) of this RFQ. The RFQ Submission shall be submitted in two separate parts along with Bid processing fee as under:
Bid Processing Fee: The Demand Draft towards Bid Processing Fee (refer to section 1.2.7)
Part I: Supporting documents to the Bid
Part II: Eligibility Submission
The Qualified Bidders shall then be notified and issued the RFP in next stage and such qualified bidders shall submit the RFP submissions on or before the RFP submission Due Date as indicated in the RFP.
2.15.2 Part-I of the RFQ Submission process: Supporting documents to the RFQ Submission shall be sealed in Cover I, submitted under the name “Supporting documents required from the Bidder”. The documents shall include:
Form A1. Format for Letter of Bid;
Form A2. Power of Attorney for signing of Bid in the prescribed format
Form A3. If applicable, the Power of Attorney for Lead Member of Consortium in the prescribed format);
Form A4. If applicable, Copy of the Joint Bidding Agreement, in case of a Consortium;
Form A5. Anti-Collusion certificate;
Form A6. Format for Project Undertaking
Form A7. Format for Affidavit;
Form A8. Statement of Legal Capacity Signatory
2.15.3 Part-II of the RFQ Submission process: The following documents corresponding to the Eligibility Submission shall be sealed in Cover II as part of “Part II – Eligibility Submission” submitted under the name “Eligibility Submission”. The documents shall include:
Form B1. Particulars of the Bidder
Form B2. Technical Eligibility - Summary
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Form B3: Technical Eligibility - Certification by previous client (Completion Certificate to be enclosed)
Form B4. Technical Eligibility - Certification by Statutory Auditor
Form B5. Financial Eligibility - Summary
Form B6. Financial Eligibility - Certification by Statutory Auditor
Form B7.Certificate from Statutory Auditor/ Company Secretary Regd. Associate
Company profile of the Bidder (In case of Consortium – Profile of each bidder to be submitted
All of these documents in Cover I and Cover II along with Bid processing fee are to be sealed in “Cover A – RFQ SUBMISSION” clearly mentioning the name of the assignment as below and to be submitted to the authority before the RFQ Submission Due Date. Any shortcomings in the submissions may lead in treating the Bid(s) as non- responsive and result in rejection subsequently. The Authority’s decision in this regard shall be final.
“Development of Eluru City as a Smart City on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001 & amendment – Act No. 3 of 2017”
Subsequent to the evaluation of the eligibility criteria of the Bidders under Stage-1 of the Bidding Process, the Qualified Bidders will be issued RFP and shall submit the RFP submissions including the Commercial Bid and the Bid Security on or before the RFP Submission Due Date, after the OPP Commercial Bid is made available to them as described in Section 3.3 of this RFQ. The Commercial Bid shall only be submitted as prescribed in the RFP. This RFP is only for the perusal of the Qualified and the same needs to be submitted for the submission at the time of Stage-2 RFP Submissions. All the submissions discussed above in Stage-1 and Stage-2 as part of the Bidding Process shall be submitted in the form of Hard copy to the address as mentioned in 2.15.6.
2.15.4 All the Hard Copy submissions discussed above for the Stage-1, shall be placed inside the Outer Envelope along with Part I and Part II placed in 2 separate envelopes. The Outer Envelope shall be sealed, labelled as “COVER A – RFQ SUBMISSION - Development of Eluru City as a Smart City on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001 & amendment – Act No. 3 of 2017” and NOT TO BE OPENED BEFORE THE DUE DATE/ TIME FOR BID SUBMISSION AND OPENING.
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2.15.5 The Stage-1 and Stage-2 envelopes shall be addressed to: To, The Director, Eluru Smart City Corporation Limited (ESCCL), Office of the Municipal Commissioner, Eluru Municipal Corporation, Eluru, West Godavari, Andhra Pradesh – 534001.
2.15.6 If the Hard Copy submissions or the Bid Security are not sealed and marked as instructed above, the Authority assumes no responsibility for the misplacement or premature opening of the contents of the Bid submitted.
2.15.7 Bids submitted by fax, telex, telegram or e-mail shall not be entertained and shall be rejected.
2.16 Bid Due Date
2.16.1 RFQ Submission Bids or RFP Submission Bids should be submitted before the RFQ Submission Due Date and/or the RFP Submission Due Date, as the case may be, in the form and address as mentioned in Section 2.15 in the manner detailed in this RFQ.
2.16.2 The Hard Copy of the RFQ Submission should be submitted in accordance with all the provisions of this RFQ including Sections 2.14 and 2.15. A receipt thereof should be obtained from the authorized official.
2.16.3 The Authority may, in its sole discretion, extend the RFQ Submission Due Date or the RFP Submission Due Date or any other date by issuing an Addendum in accordance with Section 2.12 uniformly for all Bidders.
2.17 Late Bids
2.17.1 Bids cannot be submitted on or after the applicable RFQ Submission Due Date or the RFP Submission Due Date, as the case may be. In such case, any attempt by the Bidders to submit hard copies shall not be eligible for consideration and shall be summarily rejected.
2.18 Modifications/ Substitution/ Withdrawal of Bids
2.18.1 The Bidder may modify, substitute or withdraw its Bid submissions prior to applicable Bid Due Date. No Bid shall be modified, substituted or withdrawn by the Bidder on or after the Bid Due Date.
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2.18.2 The Hard Copy of the modification, substitution or withdrawal notice shall be prepared, sealed, marked, and delivered in accordance with Section 2.15, with the envelopes being additionally marked “MODIFICATION”, “SUBSTITUTION” or “WITHDRAWAL”, as appropriate.
2.18.3 Any alteration/ modification in the Bid or additional information supplied subsequent to the RFQ Submission Due Date or the RFP Submission Due Date, as the case may be, unless the same has been expressly sought for by the Authority, shall be disregarded.
2.19 Validity of Bids
2.19.1 The Bids shall continue to be valid until the expiry of a period of 180 days from the Bid Due Date (the “Bid Validity Period”). The validity of the Bids may be extended by mutual consent of the respective Bidders and the Authority.
2.20 Confidentiality
2.20.1 Information relating to the examination, clarification, evaluation and recommendation for the Bidders shall not be disclosed to any person who is not officially concerned with the process or is not a retained professional advisor advising the Authority in relation to, or matters arising out of, or concerning the Bidding Process. The Authority will treat all information, submitted as part of the Bid, in confidence and will require all those who have access to such material to treat the same in confidence. The Authority may not divulge any such information unless it is required/directed to do so under applicable laws or by any statutory entity that has the power under law to require such disclosure or such disclosure is required to enforce or assert any right or privilege of any statutory / governmental entity and/ or the Authority.
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D. BID SECURITY
2.21 Bid Security
2.21.1 The Qualified Bidder shall furnish as part of its RFP Submission, a Bid Security in the form of a bank guarantee issued by a nationalized bank, or a Scheduled Bank in India for an amount of Rs. (₹ ) 2,22,00,000 (Indian Rupees Two Crores Twenty Two Lakhs only) (the "Bid Security"), in favor of the “Eluru Smart City Corporation Limited” in a format to be provided in the RFP (the “Bank Guarantee”). The Bank Guarantee shall be valid for 365 (three hundred and sixty five) days from the RFP Submission Due Date.
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3 EVALUATION OF BIDS
3.1 Opening and Evaluation of Bids
3.1.1 The Authority shall open the Bids at the specified time on the date and place specified in Section 1.3 and in the presence of the Bidders who choose to attend.
3.1.2 Bids for which a notice of withdrawal has been submitted in accordance with Section 2.18 shall not be opened.
3.1.3 The Authority will subsequently examine and evaluate the Bids in accordance with the provisions set out in this Section 3.
3.1.4 Bidders are advised that Eligibility of Bidders will be determined entirely at the discretion of the Authority. Bidders will be deemed to have understood and agreed that no explanation or justification on any aspect of the Bidding Process or selection will be accepted.
3.1.5 Any information contained in the Bid shall not in any way be construed as binding on the Authority, its agents, successors or assigns, but the same shall be binding against the Bidder if the Project is subsequently awarded to it on the basis of such information.
3.1.6 The Authority reserves the right not to proceed with the Bidding Process at any time without notice or liability and to reject any or all Bid(s) without assigning any reasons.
3.1.7 If any information furnished by the Bidder is found to be incomplete, or contained in formats other than those specified herein, the Authority may, in its sole discretion, exclude the same from the evaluation.
3.1.8 In the event that a Bidder claims credit for a project for purposes of Eligibility (Qualification), and such claim is determined by the Authority as incorrect or erroneous, the Authority shall reject such claim and exclude the same from the evaluation. Where any information is found to be patently false or amounting to a material misrepresentation, the Authority reserves the right to reject the Bid in accordance with the provisions of Section 4.
3.1.9 To facilitate evaluation of Bids, the Authority may, at its sole discretion, seek clarifications in writing from any Bidder regarding its Bid. 3.1.10 After the evaluation of Stage-1 RFQ Submissions, the Authority will announce a list of Qualified Bidders. At the same time, the Authority may notify the other Bidders that they have not been qualified for Stage-2 of the evaluation. The Authority will not entertain any query or clarification from Bidders who fail to qualify for Stage-2 of the evaluation.
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3.2 Commercial Bid parameter
3.2.1 Commercial Bids are invited from Qualified Bidders as part of RFP submissions for the Project on the basis of the on the basis of the least quote (L1) offer to ESCCL to that of the OPP’s proposal so as to execute the project on milestone based Hybrid Annuity model. (The "commercial bid" i.e., the financial proposal for the execution of the project for whole of the project period including CapEx & OpEx) being the sole bidding for evaluation of Commercial Bids. The Qualified Bidders are required to submit a Commercial Bid that is lower to that submitted by the OPP. Under no circumstances shall the Commercial Bid from Qualified Bidders be equal to or higher than the OPP Commercial Bid. Commercial Bids, equal to or higher than the OPP Commercial Bid, shall be summarily rejected.
3.3 Evaluation and Selection process
The evaluation and selection process will be carried out by the Authority separately for the 2 stages as detailed below.
A. Stage-1 – RFQ and Qualification Stage
3.3.1 Sub-stage 1- Tests of responsiveness
Prior to evaluation of Eligibility of RFQ Submission, the Authority shall determine whether each RFQ Submission is responsive to the requirements of the RFQ. As part of this assessment, the Authority shall open the Part-I of the RFQ Submission (“supporting documents to the bid”, as mentioned in Section 2.15) and assess if the RFQ Submission is in conformity with the terms and conditions of the RFQ. A RFQ Submission shall be considered responsive only if:
. it is received as per the format at Section 2.15
. it is received by the RFQ Submission Due Date including any extension thereof pursuant to Section 1.3;
. it is submitted/ uploaded as stipulated in Section 2.15;
. it is accompanied by the original Demand Draft for the Bid Processing Fee as specified in Section 1.2.7;
. it is accompanied by the Power(s) of Attorney as specified in Section 2.1, as the case may be;
. it contains all the information (complete in all respects) as requested in this RFQ and/or other Tender Documents (in formats same as those specified);
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. it does not contain any condition or qualification; and
. it is not non-responsive in terms hereof.
The Authority reserves the right to reject any RFQ Submission which is non-responsive and no request for alteration, modification, substitution or withdrawal shall be entertained by the Authority in respect of such RFQ Submission. Bidders whose RFQ Submissions are responsive in accordance thereof shall be shortlisted for further evaluation under second sub-stage of Stage-1.
3.3.2 Sub-stage 2– Evaluation of Eligibility
The Authority shall proceed to evaluate the Part-II of the RFQ Submission (Eligibility Submission) based upon the documentary evidence submitted by the Bidders and the clarifications submitted by the Bidders in response to the clarifications sought by the Authority, in support of their eligibility to the criteria mentioned in the RFQ.
Qualified Bidders shall be eligible for participation in the Stage-2 of the Bidding Process involving evaluation of Commercial Bid. All such Qualified Bidders shall be invited for participation in Stage-2 (RFP Stage).
3.4 Proposal Preparation Cost & Success fee
3.4.1 Proposal Preparation Cost (the “Proposal Preparation Cost”) is the cost that the Authority shall reimburse to the Original Project Proponent (OPP), in the event the OPP is not awarded the Project through the Swiss Challenge Approach. The Proposal Preparation Cost shall in turn be paid by the Highest Qualified Bidder to the Authority before the signing of CA. The Proposal Preparation Cost approved by the ESCCL / GoAP is INR Six Crores Fifty Lakhs (Rs. 6,50,00,000) only.
3.4.2 The Success fee is the fee that the Preferred Bidder shall pay to APUIAML towards its Transaction Advisory Services before the signing of CA. The success fee payable to APUIAML by the selected / preferred bidder in INR equivalent to 0.75% of the proposal submitted by selected bidder.
3.5 Clarifications
3.5.1 To facilitate the evaluation of Bids, the Authority may, at its sole discretion, seek clarifications from any Bidder regarding its Bid. Such clarification(s) shall be provided within the time specified by the Authority for this purpose. Any request for clarification(s) and all clarification(s) in response thereto shall be in writing to the email
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id mentioned in the Section 1.4 of this RFQ.
3.5.2 If a Bidder does not provide clarifications sought under Section 3.5 within the prescribed time, its Bid shall be liable to be rejected. In case the submitted Bid is not rejected, the Authority may proceed to evaluate the Bid by construing and interpreting the particulars requiring clarification as per its understanding, and the Bidder shall be barred from subsequently questioning such interpretation of the Authority.
3.6 Contacts during Bid Evaluation
Bids shall be deemed to be under consideration immediately after they are opened and until such time the Authority makes official intimation of award/ rejection to the Bidders. While the Bids are under consideration, Bidders and/ or their representatives or other related parties are advised to refrain from contacting by any means, the Authority and/ or their employees/ representatives on matters related to the Bids under consideration.
3.7 Correspondence with Bidder
Save and except as provided in this RFQ, the Authority shall not entertain any correspondence with any Bidder in relation to acceptance or rejection of any Bid.
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4 FRAUD AND CORRUPT PRACTICES
The Bidders and their respective officers, employees, agents and advisers shall observe the highest standard of ethics during the Bidding Process and subsequent to the issue of the LOA and during the subsistence of the CA. Notwithstanding anything to the contrary contained herein, or in the LOA or CA, the Authority shall reject a Bid, withdraw the LOA, or terminate the CA, as the case may be, without being liable in any manner whatsoever to the Bidder or Concessionaire, as the case may be, if it determines that the Bidder or Concessionaire, as the case may be, has, directly or indirectly or through an agent, engaged in corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice in the Bidding Process. In such an event, the Authority shall forfeit and appropriate the Bid Security as mutually agreed genuine pre-estimated compensation and damages payable to the Authority towards, inter alia, time, cost and effort of the Authority, without prejudice to any other right or remedy that may be available to the Authority hereunder or otherwise.
Without prejudice to the rights of the Authority hereinabove and the rights and remedies which the Authority may have under the LOA or the CA, if a Bidder or Concessionaire, as the case may be, is found by the Authority to have directly or indirectly or through an agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice during the Bidding Process, or after the issue of the LOA or the execution of the CA, such Bidder or Concessionaire shall not be eligible to participate in any tender or RFQ issued by the Authority during a period of 2 (two) years from the date such Bidder or Concessionaire, as the case may be, is found by the Authority to have directly or indirectly or through an agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practices, as the case may be.
For the purposes of this Section 4, the following terms shall have the meaning hereinafter respectively assigned to them:
. “corrupt practice” means (i) the offering, giving, receiving, or soliciting, directly or indirectly, of anything of value to influence the actions of any person connected with the Bidding Process (for avoidance of doubt, offering of employment to or employing or engaging in any manner whatsoever, directly or indirectly, any official, employee, agent or adviser of the Authority who is or has been associated in any manner, directly or indirectly with the Bidding Process or the LOA or has dealt with matters concerning the CA or arising therefrom, before or after the execution thereof, at any time prior to the expiry of one year from the date such official resigns or retires from or otherwise ceases to be in the service of the
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Authority, shall be deemed to constitute influencing the actions of a person connected with the Bidding Process); or (ii) engaging in any manner whatsoever, whether during the Bidding Process or after the issue of the LOA or after the execution of the CA, as the case may be, any person in respect of any matter relating to the Project or the LOA or the CA, who at any time has been or is a legal, financial or technical adviser of the Authority in relation to any matter concerning the Project; or (iii) any violation of the (Indian) Prevention of Corruption Act, 1988, as amended from time to time
. “fraudulent practice” means a misrepresentation or omission of facts or suppression of facts or disclosure of incomplete facts, in order to influence the Bidding Process;
. “coercive practice” means impairing or harming, or threatening to impair or harm, directly or indirectly, any person or property to influence any person’s participation or action in the Bidding Process;
. “undesirable practice” means (i) establishing contact with any person connected with or employed or engaged by the Authority with the objective of canvassing, lobbying or in any manner influencing or attempting to influence the Bidding Process; or (ii) having a Conflict of Interest; and
. “restrictive practice” means forming a cartel or arriving at any understanding or arrangement among Bidders with the objective of restricting or manipulating a full and fair competition in the Bidding Process.
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5 PRE-RFQ SUBMISSION CONFERENCE
Pre-RFQ Submission conferences of the Bidders shall be convened at the designated date, time and place. Only representatives of registered Bidders (single firms or consortiums who have collected the OPP proposal documents) can attend the pre-RFQ Submission conference. A maximum of three representatives of each Bidder shall be allowed to participate on production of authority letter from the Bidder.
During the course of Pre-RFQ Submission conferences, the Bidders will be free to seek clarifications and make suggestions for consideration of the Authority. The Authority shall endeavor to provide clarifications and such further information as it may, in its sole discretion, consider appropriate for facilitating a fair, transparent and competitive Bidding Process.
The Bidders should note that any verbal response or information provided by the Authority during the Pre-RFQ Submission Conference is only for the information of the Bidders and shall not constitute a part of the Tender Documents. The Bidders are encouraged to submit their queries as per the set procedure which would be answered by the Authority.
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6 MISCELLANEOUS
The Bidding Process shall be governed by, and construed in accordance with, the laws of India and the Courts at Andhra Pradesh shall have exclusive jurisdiction over all disputes arising under, pursuant to and/ or in connection with the Bidding Process.
The Authority and/or the Government, in its sole discretion and without incurring any obligation or liability, reserves the right, at any time, to:
. suspend and/or cancel the Bidding Process and/or amend and/or supplement the Bidding Process or modify the dates or other terms and conditions relating thereto;
. consult with any Bidder in order to receive clarification or further information;
. retain any information and/or evidence submitted to the Authority by, on behalf of, and/or in relation to any Bidder; and/or
. verify, disqualify, reject and/or accept any and all submissions or other information and/ or evidence submitted by or on behalf of any Bidder.
It shall be deemed that by submitting the Bid, the Bidder agrees and releases the Authority and the Government, their employees, agents and advisers, irrevocably, unconditionally, fully and finally from any and all liability for claims, losses, damages, costs, expenses or liabilities in any way related to or arising from this RFQ including from the exercise of any rights and/or performance of any obligations hereunder, pursuant hereto and/ or in connection herewith and waives any and all rights and/or claims it may have in this respect, whether actual or contingent, whether present or future.
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7 BIDDING FORMS
7.1 Enclosures of the Bid
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Form A1
FORMAT FOR LETTER OF BID
[On the Letter Head of the Bidder (in case of Single Bidder) or Lead Member (in case of a Consortium)]
Date:
The Director, Eluru Smart City Corporation Limited (ESCCL), Office of the Municipal Commissioner, Eluru Municipal Corporation, Eluru, West Godavari, Andhra Pradesh – 534001.
Request for Qualification (RFQ) for Development of Eluru City as a Smart city on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001 & amendment – Act No. 3 of 2017
Dear Sir,
With reference to your RFQ document dated ……….., I/we, having examined the RFQ document and understood its contents, hereby submit my/our Bid for the aforesaid project. The Bid is unconditional and unqualified.
. I/ We acknowledge that the Authority will be relying on the information provided in the Bid and the documents accompanying such Bid for the aforesaid project, and we certify that all information provided in the Bid and in all Forms and Appendices is true and correct; nothing has been omitted which renders such information misleading; and all documents accompanying such Bid are true copies of their respective originals.
. This statement is made for the express purpose of applying as a Bidder for the aforesaid Project.
. I/ We shall make available to the Authority any additional information it may find necessary or require to supplement or authenticate the Bid.
. I/ We acknowledge the right of the Authority to reject our Bid without assigning any reason or otherwise and hereby waive, to the fullest extent
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permitted by applicable law, our right to challenge the same on any account whatsoever.
. I/ We certify that in the last three years, we/ any of the Consortium Members or our/ their Associates have neither failed to perform on any contract, as evidenced by imposition of a penalty by an arbitral or judicial authority or a judicial pronouncement or arbitration award, nor been expelled from any project or contract by any public authority nor have had any contract terminated by any public authority for breach on our part.
. I/We understand that only such Qualified Bidders who meet the Eligibility Criteria specified under the RFQ will be entitled to participate in the Stage-2 of the Bidding Process and accordingly shall be provided with the OPP Commercial Bid in the manner provided under RFQ.
. I/ We declare that:
. I/ We have examined and have no reservations to the RFQ document, including any Addendum issued by the Authority;
. I/ We do not have any conflict of interest in accordance with Section 2.1 of the RFQ document;
. I/We have not directly or indirectly or through an agent engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice, as defined in Section 4 of the RFQ document, in respect of any tender or request for proposal issued by or any agreement entered into with the Authority or any other public sector enterprise or any government, Central or State; and
. I/ We hereby certify that we have taken steps to ensure that in conformity with the provisions of Section 4 of the RFQ document, no person acting for us or on our behalf has engaged or will engage in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice.
. I/ We understand that you may cancel the Bidding Process at any time and that you are neither bound to accept any Bid that you may receive nor to invite the Bidders to Bid for the Project, without incurring any liability to the Bidders, in accordance with Section 6 of the RFQ document.
. I/ We believe that we/ our Consortium satisfy(s) the Technical and Financial Eligibility criteria and meet(s) all the requirements as specified in the RFQ document.
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. I/ We declare that we/ any Member of the Consortium, or our/ its Associates are not a Member of a/ any other Consortium applying for RFQ.
. I/ We certify that in regard to matters other than security and integrity of the country, we/ any Member of the Consortium or any of our/ their Associates have not been convicted by a court or indicted or adverse orders passed by a regulatory authority which could cast a doubt on our ability to undertake the Project or which relates to a grave offence that outrages the moral sense of the community.
. I/ We further certify that in regard to matters relating to security and integrity of the country, we/ any Member of the Consortium or any of our/ their Associates have not been charge-sheeted by any agency of the Government or convicted by a court.
. I/ We further certify that no investigation by a regulatory authority is pending either against us/ any Member of the Consortium or against our/ their Associates or against our CEO or any of our directors/ managers/ employees.
. I/ We further certify that we are qualified to submit a Bid in accordance with the guidelines for qualification of Bidders seeking to acquire stakes in Public Sector Enterprises through the process of disinvestment issued by the GOI vide Department of Disinvestment OM No. 6/4/2001-DD-II dated 13th July, 2001 which guidelines apply mutatis mutandis to the Bidding Process. A copy of the aforesaid guidelines form part of the RFQ at Appendix 1 thereof.
. I/We further certify that we/ any Member of the Consortium or any of our/ their Associates are not barred by the Central Government or State Government or any entity controlled by it, from participating in any project, and no bar subsists as on the date of Bid.
. I/ We undertake that in case due to any change in facts or circumstances during the Bidding Process, we are attracted by the provisions of disqualification in terms of the provisions of this RFQ, we shall intimate the Authority of the same immediately.
. The Statement of Legal Capacity as per format provided at Form A9 of the RFQ document, and duly signed, is enclosed. The power of attorney for signing of Bid and the power of attorney for Lead Member of consortium, as per format provided at Form A3 and A4 respectively of the RFQ, are also enclosed.
. I/ We hereby irrevocably waive any right or remedy which we may have at any stage at law or howsoever otherwise arising to challenge or question any
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decision taken by the Authority in connection with the selection of the Bidder, or in connection with the selection/ Bidding Process itself, in respect of the above mentioned Project and the terms and implementation thereof.
. I/ We agree and undertake to abide by all the terms and conditions of the RFQ document.
In witness thereof, I/ we submit this Bid under and in accordance with the terms of the RFQ document.
Yours faithfully,
Date: (Signature, name and designation of the Authorized Signatory)
Place: Name and seal of the Bidder/ Lead Member
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Form A2
FORMAT FOR POWER OF ATTORNEY FOR SIGNING BID (On a Stamp Paper of relevant value)
POWER OF ATTORNEY
Know all men by these presents, We…………………………………………….. (name of the firm and address of the registered office) do hereby irrevocably constitute, nominate, appoint and authorise Mr/ Ms (name), …………………… son/daughter/wife of ……………………………… and presently residing at …………………., who is presently employed with us/ the Lead Member of our Consortium and holding the position of ……………………………. , as our true and lawful attorney (hereinafter referred to as the “Attorney”) to do in our name and on our behalf, all such acts, deeds and things as are necessary or required in connection with or incidental to submission of our bid for the …………………………… Project proposed or being developed by the ……………………...... (the “Authority”) including but not limited to signing and submission of all bids and other documents and writings (including RFQ Submission and RFP Submission), participate in Pre-Bid meetings and other conferences and providing information/ responses to the Authority, representing us in all matters before the Authority, signing and execution of all contracts including the CA and undertakings consequent to acceptance of our bid, and generally dealing with the Authority in all matters in connection with or relating to or arising out of our bid for the said Project and/ or upon award thereof to us and/or till the entering into the CA.
AND we hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us.
IN WITNESS WHEREOF WE, …………………………., THE ABOVE NAMED PRINCIPAL HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS ……… DAY OF …………. 2…..
For
…………………………..
(Signature, name, designation and address)
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Witnesses:
1.
(Notarised)
2.
Notes:
To be executed by the sole Bidder or the Lead Member in case of a Consortium as the case may be.
The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant (s) and when it is so required the same should be under common seal affixed in accordance with the required procedure.
Wherever required, the Bid should submit for verification the extract of the charter documents and documents such as a board or shareholders’ resolution/ power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the Bid.
For a Power of Attorney executed and issued overseas, the document will also have to be legalised by the Indian Embassy and notarised in the jurisdiction where the Power of Attorney is being issued. However, the Power of Attorney provided by Bidders from countries that have signed the Hague Legislation Convention 1961 are not required to be legalised by the Indian Embassy if it carries a conforming Apostille certificate.
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Form A3
FORMAT FOR POWER OF ATTORNEY FOR LEAD MEMBER OF CONSORTIUM (On a Stamp Paper of relevant value)
POWER OF ATTORNEY
Whereas the ……………………………….. (“the Authority”) has invited bids from Bidders for the ……………………………. Project (the “Project”).
Whereas, …………………….., …………………….., …………………….. and …………………….. (collectively the “Consortium”) being Members of the Consortium are keen to bid for the Project in accordance with the terms and conditions of the Request for Qualification (RFQ) and other connected documents (including Tender Documents) in respect of the Project, and
Whereas, it is necessary for the Members of the Consortium to designate one of them as the Lead Member with all necessary power and authority to do for and on behalf of the Consortium, all acts, deeds and things as may be necessary in connection with the Consortium’s bid for the Project and its execution.
NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS
We, …………………….. having our registered office at …………………….., M/s. …………………….. having our registered office at …………………….., M/s. …………………….. having our registered office at …………………….., and …………………….. having our registered office at …………………….., (hereinafter collectively referred to as the “Principals”) do hereby irrevocably designate, nominate, constitute, appoint and authorize M/S …………………….. having its registered office at …………………….., being one of the Members of the Consortium, as the Lead Member and true and lawful attorney of the Consortium (hereinafter referred to as the “Attorney”). We hereby irrevocably authorize the Attorney (with power to sub-delegate) to conduct all business for and on behalf of the Consortium and any one of us during the bidding process and, in the event the Consortium is awarded the concession/contract, during the execution of the Project and in this regard, to do on our behalf and on behalf of the Consortium, all or any of such acts, deeds or things as are necessary or required or incidental to the submission of its bid for the Project, including but not limited to
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AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us/ Consortium.
IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS …………………. DAY OF ………. 2..…
For ……………………..
(Signature)
……………………..
(Name & Title)
For ……………………..
(Signature)
……………………..
(Name & Title)
For ……………………..
(Signature)
……………………..
(Name & Title)
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Witnesses:
1.
2.
………………………………………
(Executants)
(To be executed by all the Members of the Consortium)
Note: The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and when it is so required the same should be under common seal affixed in accordance with the required procedure.
Also, wherever required, the Bidder should submit for verification the extract of the charter documents and documents such as a board or shareholders’ resolution/ power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the Bidder.
For a Power of Attorney executed and issued overseas, the document will also have to be legalised by the Indian Embassy and notarised in the jurisdiction where the Power of Attorney is being issued. However, the Power of Attorney provided by Bidders from countries that have signed the Hague Legislation Convention 1961 are not required to be legalised by the Indian Embassy if it carries a conforming Apostille certificate.
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Form A4
JOINT BIDDING AGREEMENT
(Refer Section 2.1.2.10)
(To be executed on Stamp paper of appropriate value)
THIS JOINT BIDDING AGREEMENT is entered into on this the ………… day of ………… 20…
AMONGST
1. ………… Limited, a company incorporated under the Companies Act, 1956/2013¥ and having its registered office at ………… (hereinafter referred to as the “First Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)
AND
2. ………… Limited, a company incorporated under the Companies Act, 1956/2013 and having its registered office at ………… (hereinafter referred to as the “Second Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)
AND
3. {………… Limited, a company incorporated under the Companies Act, 1956/2013 and having its registered office at ………… (hereinafter referred to as the “Third Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)}
The above mentioned parties of the FIRST, SECOND, {THIRD} PART are collectively referred to as the “Parties” and each is individually referred to as a “Party”
¥ A Bidder who is registered abroad may substitute the words, viz. “a company registered under the Companies Act, 1956/2013” by the words, viz. “a company duly organized and validly existing under the laws of the jurisdiction of its incorporation”. A similar modification may be made in Recital 2, as necessary.
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WHEREAS,
(A) Eluru Smart City Corporation Limited (ESCCL), , a company incorporated under the Companies Act, 2013 as a special purpose vehicle and having its Registered Office at Office of the Municipal Commissioner, Eluru Municipal Corporation, Eluru, West Godavari, Andhra Pradesh - 534001, Andhra Pradesh, India; represented by its Director (hereinafter referred to as the “Authority” which expression shall, unless repugnant to the context or meaning thereof, include its administrators, successors and assigns) has invited bids (the “Bids”) by its Request for Qualification No. ………… dated ………… (the “RFQ”) for development of Eluru City as Smart city on Public Private Partnership (PPP) Mode through Swiss Challenge Approach under the APIDEA, 2001 & amendment – Act No. 3 of 2017 (the “Project”).
(B) The Parties are keen to jointly bid for the Project as members of a Consortium and in accordance with the terms and conditions of the RFQ document and other bid / Tender documents in respect of the Project, and
(C) It is a necessary condition under the RFQ document that the members of the Consortium shall enter into a Joint Bidding Agreement and furnish a copy thereof with the Bid.
NOW IT IS HEREBY AGREED as follows:
1. Definitions and Interpretations
In this Agreement, the capitalised terms shall, unless the context otherwise requires, have the meaning ascribed thereto under the RFQ.
2. Consortium
2.1 The Parties do hereby irrevocably constitute a consortium (the “Consortium”) for the purposes of jointly participating in the Bidding Process for the Project.
2.2 The Parties hereby undertake to participate in the Bidding Process only through this Consortium and not individually and/ or through any other consortium constituted for this Project, either directly or indirectly or through any of their Associates.
3. Covenants
The Parties hereby undertake that in the event the Consortium is declared the Selected Bidder and awarded the Project, it shall enter into the joint bidding agreement with the form and manner as mentioned in section 2.1.2 and execute the Concession Agreement
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(CA) with the Authority.
4. Role of the Parties
The Parties hereby undertake to perform the roles and responsibilities as described below:
Party of the First Part shall be the Lead member of the Consortium and shall have the power of attorney from all Parties for conducting all business for and on behalf of the Consortium during the Bidding Process and until the signing of CA;
Party of the Second Part shall be {the Member of the Consortium ;}
Party of the Third Part shall be the {Member of the Consortium; and}
5. Joint and Several Liability
The Parties do hereby undertake to be jointly and severally responsible for all obligations and liabilities relating to and in accordance with the terms of the RFQ, RFP and other Tender Documents, till the signing of CA.
6. Shareholding in the Consortium
6.1 The Parties agree that the proportion of shareholding among the Parties in the SPV shall be as follows:
First Party:
Second Party:
{Third Party :}
6.2 The Parties undertake that, a firm claiming eligibility for a period of 12 (twelve) years from the date of execution of the CA, a minimum of (i) 26% (twenty-six per cent) each of the subscribed and paid up equity share capital of the consortium; whose Technical and Financial Eligibility have been reckoned for the purposes of qualification of Bidders for the Project in terms of Section 2.1.2.5 of the RFQ.
6.3 The Parties undertake the lead member of Consortium and the member claiming experience under eligibility shall, for a period of 12 (twelve) years from the date of execution of the CA, hold equity share capital not less than 26% (twenty six per cent) of the subscribed and paid up equity of the consortium as per section 2.1.2.5 of the RFQ.
6.4 The Parties undertake that replacement of any Member of the Consortium shall be as
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per the provisions of the APIDEA and the Tender Documents.
6.6 The Parties undertake that they shall comply with all equity lock-in requirements set forth in the CA.
7. Representation of the Parties
Each Party represents to the other Parties as of the date of this Agreement that:
Such Party is duly organised, validly existing and in good standing under the laws of its incorporation and has all requisite power and authority to enter into this Agreement;
The execution, delivery and performance by such Party of this Agreement has been authorised by all necessary and appropriate corporate or governmental action and a copy of the extract of the charter documents and board resolution/ power of attorney in favour of the person executing this Agreement for the delegation of power and authority to execute this Agreement on behalf of the Consortium Member is annexed to this Agreement, and will not, to the best of its knowledge:
a. require any consent or approval not already obtained;
b. violate any Applicable Law presently in effect and having applicability to it;
c. violate the memorandum and articles of association, by-laws or other applicable organisational documents thereof;
d. violate any clearance, permit, concession, grant, license or other governmental authorisation, approval, judgement, order or decree or any mortgage agreement, indenture or any other instrument to which such Party is a party or by which such Party or any of its properties or assets are bound or that is otherwise applicable to such Party; or
e. create or impose any liens, mortgages, pledges, claims, security interests, charges or encumbrances or obligations to create a lien, charge, pledge, security interest, encumbrances or mortgage in or on the property of such Party, except for encumbrances that would not, individually or in the aggregate, have a material adverse effect on the financial condition or prospects or business of such Party so as to prevent such Party from fulfilling its obligations under this Agreement; this Agreement is the legal and binding obligation of such Party, enforceable in accordance with its terms against it; and
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8. Termination
This Agreement shall be effective from the date hereof and shall continue in full force and effect until the signing of the CA, in case the Project is awarded to the Consortium. However, in case the Consortium does not get selected for award of the Project, the Agreement will stand terminated upon return of the Bid Security by the Authority to the Bidder.
9. Miscellaneous
9.1 This Joint Bidding Agreement shall be governed by laws of India.
9.2 The Parties acknowledge and accept that this Agreement shall not be amended by the Parties without the prior written consent of the Authority.
IN WITNESS WHEREOF THE PARTIES ABOVE NAMED HAVE EXECUTED AND DELIVERED THIS AGREEMENT AS OF THE DATE FIRST ABOVE WRITTEN.
SIGNED, SEALED AND DELIVERED SIGNED, SEALED AND DELIVERED For and on behalf of LEAD MEMBER by: SECOND PART
(Signature) (Signature) (Name) (Name) (Designation) (Designation) (Address) (Address)
SIGNED, SEALED AND DELIVERED
For and on behalf of THIRD PART
(Signature) (Name) (Designation)
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(Address)
In the presence of: 1. 2.
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Form A5
FORMAT FOR ANTI-COLLUSION CERTIFICATE
Anti-Collusion Certificate
We hereby certify and confirm that in the preparation and submission of this Bid, we have not acted in concert or in collusion with any other Bidder or other person(s) and also not done any act, deed or thing which is or could be regarded as anti-competitive, restrictive or monopolistic trade practice.
We further confirm that we have not offered nor will offer any illegal gratification in cash or kind to any person or agency in connection with the instant Bid.
Dated this ______Day of ______, 200_
Name of the Bidder
______
Signature of the Authorised Person
______
Name of the Authorised Person
Note: . To be executed by all the Members in case of Consortium.
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Form A6
FORMAT FOR PROJECT UNDERTAKING
The Director, Eluru Smart City Corporation Limited (ESCCL), Office of the Municipal Commissioner, Eluru Municipal Corporation, Eluru, West Godavari, Andhra Pradesh – 534001.
Ref: Development of Eluru city as a Smart city on PPP mode through Swiss Challenge Approach under the APIDEA, 2001 & amendment – Act No. 3 of 2017
We have read and understood the Bid Document in respect of the captioned project provided to us by the Authority.
We hereby agree and undertake as under:
Notwithstanding any qualifications or conditions, whether implied or otherwise, contained in our Bid we hereby represent and confirm that our Bid is unqualified and unconditional in all respects.
We are not barred by the Authority, Government of India, Government of Andhra Pradesh, any state government, any Foreign Government or any of their agencies from participating in similar projects.
Dated this ______Day of ______, 201_.
Name of the Bidder
______
Signature of the Authorised Person
______
Name of the Authorized Person Note: To be signed by the Lead Member in case of a Consortium.
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Form A7
FORMAT FOR AFFIDAVIT (Separate Affidavits are to be submitted by each member in case Bidder is a Consortium) (Affidavit should be executed on a Non Judicial stamp paper of Rs 100/- or such equivalent document duly attested by Notary Public)
I, the undersigned, do hereby certify that all the statements made in the Bid are true and correct
The undersigned also hereby certifies that neither our firm M/s……………. nor any of its directors / constituent partners have abandoned any work in India and / abroad nor any contract awarded to us for such works have been terminated for reasons attributed to us, during last five years prior to the date of this bid nor have been barred by any agency of GOI or GOAP or any foreign Government or its agencies from participating in any projects of PPP or otherwise
The undersigned hereby authorize(s) and request(s) any bank, person, firm or corporation to furnish pertinent information deemed necessary as requested by the Authority to verify this statement or regarding my (our) competence and general reputation
The undersigned understands and agrees that further qualifying information may be requested, and agrees to furnish any such information at the request of the ESCCL
Signed by an authorized officer of the firm
Designation of officer
Name of Firm
Date
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Form A8
FORMAT FOR STATEMENT OF LEGAL CAPACITY (To be forwarded on the letterhead of the Bidder/ Lead Member of Consortium)
Ref. Date:
To,
…………………….
……………………..
……………………..
Dear Sir,
We hereby confirm that we/ our members in the Consortium (constitution of which has been described in the Bid) satisfy the terms and conditions laid out in the RFQ document.
We have agreed that …………………… (insert member’s name) will act as the Lead Member of our consortium. We have agreed that ………………….. (insert individual’s name) will act as our representative/ will act as the representative of the consortium on its behalf and has been duly authorized to submit the RFQ Submission and all other documents / submissions to be made by us. Further, the authorized signatory is vested with requisite powers to furnish such letter and authenticate the same.
Thanking you,
Yours faithfully,
(Signature, name and designation of the authorized signatory)
For and on behalf of…………………………….
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7.2 Eligibility Submission
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GUIDELINES FOR PROVIDING INFORMATION RELATED TO TECHNICAL ELIGIBILITY
The Statutory Auditor issuing the certification for Technical Eligibility of the Bidder must hold a valid Certificate of Practice.
The Bidder must provide the completion certificate and Work Oder / Agreement copies for the projects claimed under eligibility.
GUIDELINES FOR PROVIDING INFORMATION RELATED TO FINANCIAL ELIGIBILITY
The Bidder should provide the Financial Eligibility based on its own audited financial statements.
Instructions for calculation of Financial Eligibility:
Details of Bidder’s Net Worth
The Bidder shall provide audited Annual Reports as required under this Bid Document. For a Consortium, audited Annual Reports of all Members shall be provided.
The Statutory Auditor issuing the certification for Financial Eligibility of the Bidder must hold a valid Certificate of Practice.
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Form B1
PARTICULARS OF THE BIDDER
1 (a) Name
(b) Country of Incorporation
(c) Address of the corporate headquarters and its branch office (s), if any, in India
(d) Date of incorporation and / or commencement of business
2 Brief description of the Company including details of its main lines of business and proposed roles and responsibilities in this Project.
3 Particulars of individual(s) who will serve as the point of contact / communication for the Bidder:
(a) Name:
(b) Designation:
(c) Company:
(d) Address:
(e) Telephone No:
(f) E-mail Address:
(g) Fax No:
4 Particulars of the Authorised Signatory of the Bidder:
(a) Name:
(b) Designation:
(c) Address:
(d) Telephone No.
(e) E-mail address:
(f) Fax No.
5 In case of Consortium:
The information above (1-4) should be provided for all the Members of the Consortium
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A copy of the Joint Bidding Agreement as envisaged in Form A5 should be attached to the Bid.
Information regarding role of each Member should be provided as per table below
Sl. Name of Role of the Member Percentage of equity in the No. Member Consortium
1
2
3
7 The following information shall also be provided for the Bidder, including each Member of the Consortium: Name of Bidder/ member of Consortium:
No. Criteria Yes No
1. Has the Bidder/ constituent of the Consortium been barred by the Central/ State/ Foreign Government, or any entity controlled by it, from participating in any project?
2. If the answer to 1 is yes, does the bar subsist as on the date of Bid?
3. Has the Bidder/ constituent of the Consortium paid liquidated damages of more than 5% of the contract value in a contract due to delay or has been penalised due to any other reason in relation to execution of a contract, in the last three years?
4. Has the Bidder/ constituent of the Consortium been blacklisted by any department / agency / entity of the Government of India or any State during the last ten years.
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8 A statement by the Bidder and each of the Members of its Consortium (where applicable) or any of their Associates disclosing material non-performance or contractual non-compliance in past projects, contractual disputes and litigation/ arbitration in the recent past is given below (Attach extra sheets, if necessary):
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Form B2
FORMAT FOR ESTABLISHING TECHNICAL ELIGIBILITY
Bidder Proposed Mem Project Cat Experience¥ Experience # £ type Equity ber Name e- (Equivalent Rs. crore)$$ Score Sharehol Code* gor ding in y
Consorti um (%)
Paymen Paymen Revenues ts made/ ts made appropriat received for ed from for develop Eligible construc ment of Projects in tion of Eligible
Categories Eligible Projects (1) (2) (4) Projects in 1 and 2 (9) (3) in Categor (5) Categori ies 1 es 3 and and 2 (8) 4 (7) (6)
Single A entity B Bidder C
D
Consorti 1a um 1b Member 1c 1 1d
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Consorti 2a um Member 2b 2 2c 2d
Consorti 3a um 3b Member 3c 3 3d Consorti 4a um 4b Member 4c 4 4d Aggregate Experience Score =
Details of Eligible Projects
Project Name: Member Code:
Item Refer Particulars of the Project Instruction
Title & nature of the project Category Year-wise (a) payments received/ made for construction, (b) payments made for development of PPP projects and/ or (c) revenues appropriated Entity for which the project was constructed/ developed Location Project cost Date of commencement of project/ contract Date of completion/
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(Signature, name and designation of the authorized signatory)
Note:
The information mentioned in the Form B2 shall be certified as per the requirements specified in the Section 2.1.2.
The formats for such certifications are included in Form B3 and B4.
Any additional supporting information for the Form B2 may be separately appended by the Bidders.
Provide details of only those projects that have been undertaken by the Bidder under its own name and/ or by an Associate specified in Section 2.1.
In case credit is claimed for an Associate, necessary evidence to establish the relationship of the Bidder with such Associate, in terms of Section 2.1, and as per the format prescribed in Form B7 of the RFQ shall be provided.
The Project Experience Form shall be filled in accordance with the guidelines provided in Section 7.2 above.
The above stated experience shall also be duly certified by a Statutory Auditor in the format provided as Form B4.
The Bidder should provide details for each of the Projects separately.
Member Code shall indicate NA for Not Applicable in case of a single entity Applicant. For other Members, the following abbreviations are suggested viz. LM means Lead Member, TM means Technical Member, FM means Financial Member, OMM means Operation & Maintenance Member, OM means Other Member.
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Form B3
FORMAT FOR CERTIFYING TECHNICAL ELIGIBILITY
CERTIFICATION BY CLIENT (For the information listed in Form B2 against each of the referred projects, the certification is to be submitted as per the Evidence requirements specified in Section 2.1.2.2)
Include the name and location of the project Specify the details of the project such as Credentials, Development period, Joint Venture details, entity, time period of project development and other applicable aspects to establish the eligibility requirements specified in Section 2.1.2.2 Certificate to be signed by an authorized personnel Any other details as may be necessary to establish the Bidder’s experience
1.
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Form B4
FORMAT FOR CERTIFYING TECHNICAL ELIGIBILITY
CERTIFICATION BY STATUTORY AUDITOR (For the information listed in Form B2 against each of the referred projects, the certification is to be submitted as per the Evidence requirements specified in Section 2.1.2.2)
[(In case Bidder holds/ held equity in the Project Company)
Based on its books of accounts and other published information authenticated by it, this is to certify that ______(name of the Bidder/ Member/ Associate) is/ was an equity shareholder in ______(title of the project company) and holds/ held Rs. ……… cr. (Rupees ………………………….. crore) of equity (which constitutes ……..% of the total paid up and subscribed equity capital) of the project company from …………... (date) to …………….. (date).
(In case Bidder has/ had a Joint Development Arrangement)
Based on its books of accounts and other published information authenticated by it, this is to certify that ______(name of the Bidder/ Member/ Associate) has/ had a share of ……% in the Joint Development of ______(name of the project) from …………... (date) to …………….. (date).]
We further certify that the total estimated capital cost of the project is Rs. ……… cr. (Rupees …………………crore), of which Rs. ……… cr. (Rupees …………… crore) of capital expenditure was incurred during the Time Window as per details noted below:
(Please provide details of year-wise capital expenditure incurred)
We further certify the following details:
Eligible Criteria Project # Units Mapping Details
1 Name of Project
2 Location of Project
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Eligible Criteria Project # Units Mapping Details
3 Project Cost (INR) for the extent developed
4 Name of the Entity Executing the Project
5 In Case the Entity is Subsidiary/Associate than indicate the Shareholding
6 Year of Commencement for the extent developed
7 Year of Completion for the extent developed
8 Type of Project
9 Project Components /Development Mix
Name of the audit firm:
Seal of the audit firm:
Date:
(Signature, name and designation of the authorized signatory)
Note:
The information mentioned in the Form B2 shall be certified as per the requirements specified in the Section 2.1.2.2.
The formats for such certifications are included in Form B3 and B4.
Any additional supporting information for the Form B2 may be separately appended by the Bidders.
Provide details of only those projects that have been undertaken by the Bidder under its own name and/ or by an Associate specified in Section 2.1.
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In case credit is claimed for an Associate, necessary evidence to establish the relationship of the Bidder with such Associate, in terms of Section 2.1, and as per the format prescribed in Form B7 of the RFQ shall be provided.
The Project Experience Form shall be filled in accordance with the guidelines provided in Section 7.2 above.
The Bidder should provide details for each of the Projects separately.
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Form B5
FORMAT FOR ESTABLISHING FINANCIAL ELIGIBILITY
NET WORTH STATEMENT FORM
Net Worth:
Share Total Bidder Type FY 2017-18 Holding
Single Entity Bidder
Member 1
Member 2 Consortium Member 3
Name & address of Bidder’s Bankers:
For conversion of other currencies into rupees, see notes below,
Signature of Authorised Person
Note:
The filled up Form B5 to be signed by an authorized signatory of the Bidder.
The information mentioned in the Form B5 shall be certified as per the requirements specified in the Section 2.1.2.4.
The formats for such certifications are included in Form B6.
The Bidder should provide details of its own Financial Eligibility or of an Associate specified in Section 2.1.
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The Bidder/ its constituent Consortium Members shall attach copies of the balance sheets, financial statements and Annual Reports for 3 (three) years preceding the RFQ Submission Due Date. The financial statements shall:
Reflect the financial situation of the Bidder or Consortium Members and its/ their Associates where the Bidder is relying on its Associate’s financials;
Be audited by a statutory auditor;
Be complete, including all notes to the financial statements; and
Correspond to accounting periods already completed and audited (no statements for partial periods shall be requested or accepted).
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Form B6
FORMAT FOR CERTIFYING FINANCIAL ELIGIBILITY (For the information listed in Form B5, the certification is to be submitted as per the Evidence requirements specified in Section 2.1.2.4)
CERTIFICATION BY STATUTORY AUDITOR
This is to certify that M/s ______(Name of the Bidder / Member / Associate) has Net Worth (calculated in accordance with the RFQ Document) as set out in the following tables:
SN Particulars as per the Audited Proposed Equity Share Net Worth Balance Sheet Holding in Consortium
1 Single entity Bidder
2 Consortium Member 1
3 Consortium Member 2
3 Consortium Member 3
4 Consortium Member 4
Name of the audit firm:
Seal of the audit firm:
Date:
(Signature, name and designation of the authorized signatory)
Note:
The Bidder should provide details of its own Financial Eligibility or of an Associate specified in Section 2.1.
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The Bidder/ its constituent Consortium Members shall attach copies of the balance sheets, financial statements and Annual Reports for 3 (three) years preceding the RFQ Submission Due Date. The financial statements shall:
Reflect the financial situation of the Bidder or Consortium Members and its/ their Associates where the Bidder is relying on its Associate’s financials;
Be audited by a statutory auditor;
Be complete, including all notes to the financial statements; and
Correspond to accounting periods already completed and audited (no statements for partial periods shall be requested or accepted).
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Form B7
CERTIFICATE FROM STATUTORY AUDITOR/ COMPANY SECRETARY REGARDING ASSOCIATE$
Based on the authenticated record of the Company, this is to certify that more than 50% (fifty per cent) of the subscribed and paid up voting equity of ……………… (name of the Bidder/ Consortium Member/ Associate) is held, directly or indirectly£, by ……………….. (name of Associate/ Bidder/ Consortium Member). By virtue of the aforesaid share-holding, the latter exercises control over the former, who is an Associate in terms of Section 2.1.1.3 of the RFQ.
A brief description of the said equity held, directly or indirectly, is given below:
{Describe the share-holding of the Bidder/ Consortium Member and the Associate. In the event the Associate is under common control with the Bidder/ Consortium Member, the relationship may be suitably described and similarly certified herein.}
Name of the audit firm:
Seal of the audit firm:
Date:
(Signature, name and designation of the authorised signatory).
Note:
$ In the event that the Bidder/ Consortium Member exercises control over an Associate by operation of law, this certificate may be suitably modified and copies of the relevant law may be enclosed and referred to.
£ In the case of indirect share-holding, the intervening companies in the chain of ownership should also be Associates i.e., the share-holding in each such company should be more than 50% in order to establish that the chain of “control” is not broken.
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PART 3 – PROJECT INFORMATION
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8 SCOPE OF WORK (As proposed by OPP)
8.1. SITE:
The Site of the Project comprises various locations and areas described here in intervention wise.
Road widening and junction improvements
• Road Widening/ Carriageway Improvements (10 Roads) with a total length of 9.4 Km
• Junction Improvements (19 Junctions spanning area of 54,000 Sq.m) including Landscape works
Exhibit 1: Roads proposed to be undertaken for road widening/carriageway improvement
S.No Roads
1 Kundee Centre – Madepalli Road Junction
2 Adalvapurapeta Market Road: Tengallamudi Bridge – A.S.R Stadium
3 5th L.T Road: Ashok Nagar Bridge – Nukalamma Temple
4 Sangapappur Bazar Road: Kundee Centre – Peda Padu Road
5 Chintalapudi Road - Tengallamudi Bridge – Kumara Revu
6 Dongalamandapam Road – Canal Road
7 Pantakaluva Road: Panduranga Talkies – Chattaparu Road
8 Power Peta Station Road: Power Peta Station – Relly Colony Junction
9 Subamma Devi School Road – Srinivas Theatre – 5th L.T Road
10 Bose Sibiram / Gandhinagar High School Road: G.N.T Road – 7th L.T Road
List of junctions to be covered under Junction improvement
S.No Junctions
1 Sathrampadu
2 Santhinagar Y Junction
3 TTD Turning Point
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4 Fire Station Junction
5 Court Centre
6 Jute Mill Centre 1
7 Jute Mill Centre 2
8 Old Bus Stand Centre
9 Powerpeta Junction
10 Nukalamma Temple (4)
11 Peda Pad Bridge
12 Vangaigudem Centre
13 Pedapadu Road
14 Kaikuluru Centre
15 Vasanth Mahal Junction
16 Municipal Office Junction
17 Gun Bazar Junction
18 Tangellamudi Junction (2)
19 Chintalapudi Junction
Intelligent Traffic Management (ITM. Command and Communication centre) Safety and Security (SS)
It is proposed to install intelligent traffic management safety and security systems for the 19 Junctions identified above for junction improvements.
Smart Grid and Energy Management.
The scope of work pertaining to the Smart Grid and Energy Management includes: 1. Conversion of 33kV overhead Lines to Underground Cables (10 Kms)
2. Conversion of 33/11 kV Outdoor to Indoor e-House Substation with GIS –
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a. 5 No.s at the following substation Kotadibba, Eluru (Jute Mill), Tangelmudi, Ashok Nagar , Valturu.
3. Replacement and Up gradation of Power Transformers from 8 MVA to 10 MVA
a. 6 No.s at the following substation Kotadibba, Eluru (Jute Mill), Tangelmudi, Ashok Nagar, Valturu, Peta.
4. Substation with SCADA, Communicable RMU’s, FPI’s for RMU’s and Lines
5. Addition of back up 132 kV 2x25 MVA Gas Insulated Substation (1 No at Tengalmudi
6. Conversion of H T/LT Overhead lines to Underground Cabling along with the DT’s and RMU’s for identified area
a. 20 Kms of HT and 60 Kms LT Overhead Lines to Underground lines
b. 190 Nos. to 75 Nos Distribution Transformers (DT’s) rationalization
c. 52 Nos. of 11 kV Ring Main Unit (RMU’s)
d. 142 Nos. Fault Passage indicators in RMU’s and Transmission Lines (Pan City)
Table 1: Locations of proposed electricity infrastructure improvement
S.No Identified Internal/Bus Bay Roads Kms. Existing HT DTR’s Approx
1 Ramchandrarao Peta Main Road 1.5 3.8
2 Old Bus Stand Bridge to Main Bazar 5.2 26 upto Clock Tower
3 Vijay Vihar Centre to Ashok Nagar 1.2 15 Bridge
4 Ashok Nagar Bridge to Nukalamma 2.1 26 Temple (5th L T Road)
5 New Bus Stand to Old Bus Stand 2 25
6 Old Bus Stand to Tangellamudi 1.9 14 Bridge
7 Eluru Municipal Office to Kallukuluru 1.5 16 Road via Water Works
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8 Fire Station to Ashok Nagar Bridge 1.8 13
9 Tangellumudi to Ashok Nagar Bridge 2.75 17 (Chintalapudi Road)
Total 17.97 190
Water Supply
The water distribution lines are already laid over the city. The scope of work for the Bidder involves implementation of centralized intelligent Supervisory Control and Data Acquisition System (SCADA) for WTP, raw water and potable water transmission including supply and installation of automation and control system, power supply and engineering services towards the above Sewerage System
The scope of work covers Town I, Town II & Town III of the municipal limits
Landmark project for Eluru
The scope of work pertaining to the landmark project in Eluru includes:
Canal public space redevelopment for a length of 400m in front of Municipal Corporation
8.2. DEVELOPMENT OF THE PROJECT:
Development of the Project shall include construction of the Project as described below:
A. Existing Scenario 1. Existing Details of the roads Sr Road Length of ROW details Carriageway Details Pavement No Road (Meters) (Meters) Type (Meters) From To From To
1 Kundee Centre 600 8.23 12.19 4.57 6.71 Flexible Madepalli Road Junction
2 Adivarapupeta 800 7.92 18.29 4.88 6.10 Flexible Market Road to Tangellamudi
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Bridge - A.S.R. Stadium
3 LT Road to 2000 9.14 14.33 6.10 8.23 Flexible Ashoknagar Bridge – Nukalamma Temple
4 Sanagapappu Bazar 1000 7.32 14.02 3.66 5.49 Flexible Road to Kundee Centre - Pedapadu Road
5 Chintalapudi Road 900 6.70 24.38 4.88 10.06 Flexible to Tangellamudi Bridge -
Kummara Revu
6 Dongalamandapam 900 9.14 15.24 5.18 7.62 Flexible Road to Canal Road - Mini Bypass Road
7 Pantakaluva Road to 1100 5.64 6.10 3.35 3.96 Rigid Panduranga Talkies - Chataparru road
8 Powerpeta Station 500 7.62 12.19 4.57 6.40 Rigid Road to Powerpeta Station - Relly Colony Junction
9 Subbamma Devi 800 7.92 9.14 3.66 5.49 Rigid School Road to Srinivasa Theatre - 5th L.T. Road
10 Bose Sibiram / 800 7.31 10.67 4.27 6.40 Rigid Gandhinagar High school Road : G.N.T. - 7th L.T. Road
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2. Existing Junction Details
Sl No. Junction Name Arms Lane 1 Lane 2 Lane 3 Lane 4
1 Satrampadu Jn 3 2 1 2 0
2 Shantinagar Y Jn 3 1 2 2 0
3 TTD center 4 1 1 1 1
4 Fire station Jn 3 2 2 2 0
5 court Jn 4 2 1 2 1
6 Jute mill Jn-1 3 3 3 1 0
7 Pedaped Bridge 4 1 1 1 1
8 Vangayagudem Jn 4 1 1 1 1
9 Roadpedapadu Jn 3 1 1 1 0
10 Kaikalur Jn 3 1 1 1 0
11 Vasanth mahal Jn 2 2 1 0 0
12 Municipal office Jn 3 2 2 1 0
13 Old bus stand Jn 4 2 2 2 2
14 Powerpet Jn 3 1 1 1 0
15 Nukalamma temple 3 1 1 1 0
16 Gun Bazaar Jn 3 1 2 2 0
17 Thangellammagudi Jn 3 2 1 1 0
18 Chintalapudi Jn 3 1 1 1 0
19 Jute mill jn-2 3 3 1 2 0
3. Locations identified for installing Face Recognition system
Sl No Location name Remarks 1 Satrampadu near temple Camera to face people around temple
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2 Vijay vihar center,RR Peta Camera to face people on the street at RR Peta
3 Beside venkateswara temple, Camera to face people around temple RR peta
4 Powerpet Railway crossing Camera to face people coming from opposite direction of rly crossing
5 Old bus stand Camera to face people coming along the drainage canal
6 Birla Bhavan Jn( Near statue) Camera to face people walking in the road side towards birla bhavan
7 Birla Bhavan market road Camera to face the market road
8 Badeti Chowk Camera to face people on the road coming towards bridge
9 Thengellamudi Jn Camera facing people on the bridge
10 Shantinagar 13th road Jn Camera facing Vijayawada road
4. Location Identified for Variable Message Sign Board System Sl No Location name Remarks 1 Shanthinagar Y Jn On the island or anywhere near petrol punk.
2 Amenapet Church In the middle of Y junction
3 Old Bus stand Between old and new bridge
4 Badeti Chowk On the municipal office road on the right side
5 Fire station Any arm
5. Location Identified for Speed violation detection system Sl No Location name Remarks 1 One way 2-lane Road opposite to CR Reddy
degree college grounds
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2 Same one way 2-lane road in the opposite direction.
6. Location Identified for Environment monitoring system Sl No Location name Remarks
1 Satrampadu Jn
2 Jute Mill Jn-1
3 Powerpet Jn
4 Thangellammagudi Jn
5 Old bus stand Jn
6 Kaikalur Jn
7 Pedapadu Jn
8 Chintalapudi Jn
9 Fire station Jn
10 TTD center
7. Locations identified for Smart Grid and Energy Management interventions
Name of the locations identified for Smart Grid and Energy Management Interventions Conversion of Outdoor Replacement and Up Conversion of HT/LT Overhead 132 kV substation in GIS gradation of Power lines to Underground Cabling Substation Transformers from 8 MVA along with the Distribution to 10 MVA Transformers and RMU’s for identified area
Tengelmudi Kotadibba 1. Ramchandrarao Peta Main Road
Conversion of 33/11 kV Eluru (Jute Mill) 2. Old Bus Stand Bridge to Main Outdoor to Indoor Gas Bazar upto Clock Tower Insulated E-House
Substation
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Kotadibba Tangelmudi 3. Vijay Vihar Centre to Ashok Nagar Bridge
Eluru (Jute Mill) Ashok Nagar 4. Ashok Nagar Bridge to Nukalamma Temple (5th L T Road)
Tangelmudi Valturu 5. New Bus Stand to Old Bus Stand
Ashok Nagar Peta 6. Old Bus Stand to Tangellamudi Bridge
Valturu 7. Eluru Municipal Office to Kallukuluru Road via Water works
8. Fire Station to Ashok Nagar Bridge
9. Tangellumudi to Ashok Nagar Bridge (Chintalapudi Road)
B. Proposals 1. Proposals for Road Widening/Carriageway Improvement –ROW and Carriageway Width Sr. Road Proposed ROW (m) Proposed Proposed Footpath No. Carriageway Width on either side (m) 1 Kundee Centre – 12 7.5 1.50 Madepalli Road Junction
2 Adivarapupeta Market 18 14.5 1.50 Road to Tangellamudi Bridge - A.S.R. Stadium
3 LT Road to Ashoknagar 18 14.5 1.50 Bridge - Nukalamma Temple
4 Sanagapappu Bazar Road 12 7.5 1.50 to Kundee Centre – Pedapadu Road
5 Chintalapudi Road To 18 14.5 1.50 Tangellamudi Bridge -
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Kummara Revu
6 Dongalamandapam Road 12 7.5 1.50 to Canal Road - Mini Bypass Road
7 Pantakaluva Road To 12 7.5 1.50 Panduranga Talkies - Chataparru road
8 Powerpeta Station Road 12 7.5 1.50 to Powerpeta Station - Relly Colony Junction
9 Subbamma Devi School 12 7.5 1.50 Road to Srinivasa Theatre - 5th L.T. Road
10 Bose Sibiram / 12 7.5 1.50 Gandhinagar High school Road : G.N.T. - 7th L.T. Road
2. Proposals for Intersection/Junction Improvement Sr. Road Footpath Proposed Footpath Width in Remarks No. m 1 Sathrampadu T - Junction Carriageway Widening, Junction Turning Radius Improvement, Rotary
2 Santhingary Y - Junction Carriageway Widening, Junction Turning Radius Improvement, Traffic Island
3 TTD Center Four legged Carriageway Widening, Junction staggered Turning Radius junction Improvement, Rotary
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4 Fire Station T - Junction Carriageway Widening, Designed together as Junction Geometry Improvement, Staggered Junction Rotary
5 Court Junction Four legged Carriageway Widening, staggered Turning Radius junction Improvement, Rotary
6 Jute Mill Centre Y - Junction Carriageway Widening, Designed together as Turning Radius Staggered Junction. Improvement, Rotary One more junction in between the 2 is also 7,8 Peda Ped Bridge Four legged Carriageway Widening, considered for junction Turning Radius improvement. Hence Improvement, Traffic Island treated as 3 junctions instead of 2
9 Vangayagudem, Four legged Carriageway Widening, Vdr. B.R. staggered Turning Radius Ambedkar junction Improvement, Traffic Island Center Rotary
10 Road Pedapadu T - Junction Carriageway Widening, Turning Radius Improvement, Traffic Island
11 Kaikalu Junction T - Junction Carriageway Widening, Turning Radius Improvement, Traffic Island
12 Vasanth Mahal T - Junction Carriageway Widening, Junction Turning Radius Improvement, Traffic Island Carriageway Widening, 13 Municipal Office Four legged Designed together as Turning Radius Junction junction with Improvement Staggered Junction acute angle Carriageway Widening, 14 Old Bus Stand Four legged Turning Radius Junction staggered Improvement, Traffic Island junction
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Carriageway Widening, 15 Power Pet T - Junction Turning Radius Station Jn. Improvement Carriageway Widening, 16 Nukalamma T - Junction Turning Radius Temple Improvement, Rotary Carriageway Widening, 17 Gun Bazar Y - Junction Turning Radius Junction Improvement, Rotary Carriageway Widening, 18 Thangellamudi T - Junction Turning Radius Jn. Improvement, Rotary
19 Chintalapudi T - Junction Carriageway Widening, Turning Radius Junction Improvement, Rotary
3. Locations identified for ITMS Interventions Name of the locations identified for Intelligent Traffic Management & Safety Security Red Light Violation detection Face Recognition Variable Message Sign Board Sathrampadu Satrampadu near temple Shanthinagar Y Jn Santhingar Y Junction Vijay vihar center,RR Peta Amenapet Church TTD Turning Point Beside venkateswara temple, Old Bus stand RR peta Fire Station Junction Powerpet Railway crossing Badeti Chowk Court Center Old bus stand Fire station Jute Mill Centre 1 Birla Bhavan Jn( Near statue) Environment Monitoring System Jute Mill Centre 2 Birla Bhavan market road Satrampadu Jn Peda Pad Bridge Badeti Chowk Jute mill Jn-1 Vangaigudem Ctr. Thengellamudi Jn Powerpet Jn Peda Padu Road Shantinagar 13th road Jn Thangellammagudi Jn Kaikuluru Centre Speed Violation Detection Old bus stand Jn Vasanth Mahal Junction One way 2-lane Road opposite Kaikalur Jn to CR Reddy degree college grounds Municipal office Jn. Roadpedapadu Jn Old Bus Stand Centre Chintalapudi Jn Powerpeta Jn. Fire station Jn Nukalamma Temple Same one way 2-lane road in TTD centre the opposite direction. Gun Bazar Jn. Tangellamudi Jn. Chintalapudi Jn.
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8.3. PROJECT FACILITIES
Following facilities are proposed to be included in addition to the rod widening, junction improvement, sewerage network etc., 1. Intelligent Traffic management system once the junctions and roads are improved 2. City surveillance system 3. Sewerage connection to each household. 4. Sewage Treatment Plant at 4 locations with a cumulative capacity of 40MLD 5. SMART Power Meter and new electronic meter to households 6. Iconic Structure & recreational area along the canal bank 7. Pedestrian Facilities including better parking areas and walkways 8. Common Data & Communication Centre to monitor all the facilities 9. Remodeling / development of training centers
8.4. Estimated Project Cost
The cost of the smart city proposal as submitted by the OPP is Rs. 1243.04 Crores which includes CapEx & OpEx. The cost for each intervention is provided in the table below. These rates are based in the Schedule of Rates (SoR) adopted by GoAP and for non SoR items, market rates are considered. Project Element Capex (INR Cr) Opex (INR Cr) Road, Junction and Canal Improvement 49.03 40.40 with Iconic Structure Traffic Signals 9.85 7.1 ITMS & CCC 41.54 88.4 Electrical Works 221.55 34.8 Water Works 15.49 5.30 Storm Water Drains 90.86 12.80 Sewerage Network 207.25 43.2 Sewerage Treatment Plant 71.35 50.7 Sub Total 706.91 282.7 IDC 40.00 - IE Charges @ 1% 7.07 2.8 Over heads, project establishment cost, 142.86 60.7 detailed design, PMC & others Total 896.84 346.20
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9 ORIGINAL PROJECT PROPONENT (OPP) PROPOSAL
The Project proposal as submitted by the OPP including the CA (the “OPP proposal”) can be obtained from the office of APUIAML, Vijayawada from Monday to Friday; 10AM to 5 PM by duly submitting the filled form herewith enclosed in Section 9 of this RFQ.
Address:
Andhra Pradesh Urban Infrastructure Asset management Limited (APUIAML)
4th Floor, NTR Administrative Block,
Pundit Nehru Bus Station,
Vijayawada -520013
Andhra Pradesh.
Contact:
1) Mr. Rahul Reddy T, Ph: +91-9634506369
E-Mail: [email protected]
2) Mr. N.C Rathnakar, Ph: +91-9160101212
E-Mail: [email protected]
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10 OPP PROPOSAL REQUISITION FORM
Name:
Name of the Firm / Company:
Address:
Contact: E-Mail:
1) I/We hereby undertake that I/We understand the requirements of the subject project & the RFQ.
2) I/We hereby request ESCCL to provide the “OPP Proposal” for our reference.
3) I/We hereby understand and undertake that neither the Authority nor the APUIAML is bound by or liable whatsoever in relation to or arising out of any or all contents of the OPP Proposal.
4) I/We understand and undertake that the documents (OPP Proposal) so received shall be used for the purpose of bidding for the subject project only as per the terms and conditions of the RFQ & subsequent RFP and not to be used for any other purposes.
5) I/We hereby authorize Mr. ______of our company as our authorized representative for the purpose of collecting the documents (OPP Proposal).
Name of the Firm / Company
Signature of Authorized personnel & Seal
Name & Designation of the authorized personnel
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PART 4 –APPENDICES
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11 APPENDICES
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Appendix 1
G.O.Ms.No – 9; 02-01-2017
Appendix 2
G.O.Ms.No – 58; 08-02-2017
Appendix 3
G.O.Ms.No – 250; 31-07-2018
Uploaded separately on the http://eluru.cdma.ap.gov.in/ and http://www.apurban.com/ portal along with this RFQ.
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Eluru Smart City Corporation Limited Page 123 of 123
GOVERNMENT OF ANDHRA PRADESH ABSTRACT
MA&UD Department - Eluru Smart City Corporation Limited (ESCCL) - Swiss Challenge Proposal submitted by M/s. Shapoorji Pallonji and Company Private Limited (SPCPL) for Eluru Smart City and Permission to issue tender document to invite counter proposals – Orders – Issued. MUNICIPAL ADMINISTRAION & URBAN DEVELOPMENT (UBS) DEPARTMENT
G.O.Ms.No.250 Dated:31.07.2018 Read the following:
1. G.O.Ms.No. 58 Municipal Administration & Urban Development (UBS) Department dated 08.02.2017. 2. From the Managing Director, ESCCL: Letter No. 017/ESCCL/2018 dated 30. 04.2018. **** O R D E R: In the reference 1st read above, Government ordered that the Eluru Smart City project shall be implemented through Integrated Infrastructure Development approach through Hybrid Annuity Model based on Financial feasibility and considerations through Swiss Challenge Approach and considered the EoI submitted by SPCPL as an Original Project Proponent (OPP) and the developer selection process shall be carried out as per the provisions as per the Andhra Pradesh Infrastructure Development Enabling (Amendment) Act 2001. Andhra Pradesh Urban Infrastructure Asset Management Limited shall act as a transaction adviser for the said project.
2. Accordingly, SPCPL has submitted the detailed proposal which included smart city plan for the city, DPRs for the proposed project components, draft concession agreement, commercial bid etc. This project shall be executed through Hybrid Annuity Model where the concessionaire will Design, Finance, Construct and Maintain for all the project elements for a Concession Period of 12 years (2 years of construction + 10 years of O & M). The proposed project components which were identified through Citizen engagement and prioritized as per the city needs are Road and Junction Improvements, Canal Improvement with Iconic Structure, ITMS, Command Communication Centre & Safety Surveillance System, SMART grid and Energy Management, Automation of water supply network, Underground sewerage system along with Sewage Treatment Plant, Storm Water Drainage Management & Overall ICT Integration – Integrated Command & Communication Centre. The total project cost as estimated by OPP is Rs. 1233.17 Cr excluding GST, Seignorage and Price Indexation. This cost includes Rs. 889.77 Cr of Capital expenditure and Rs. 343.40 Cr of Operation & Maintenance expenditure for 10-year period. A Special Purpose Vehicle (SPV) shall be incorporated by the selected bidder for the purpose of the project. The proposal was reviewed by the technical committee constituted by Eluru Smart City Corporation Limited. Contd…2.. :: 2 ::
3. The Project is expected to bring significant socio-economic benefits to the city and keeping the long-term objective of the State, the Government after careful examination, consider the detailed proposal submitted by M/s.SPSCPL for Eluru Smart City and hereby permit the Eluru Smart City Corporation Limited to invite the counter proposals under Swiss Challenge approach as per APIDE Act, 2001 and Amendment issued from time to time.
4. Further, the Government directs that the bidding process shall carried out in two stages, with the issue of Request for Qualification (RFQ) in the first stage and then the Request for Proposal (RFP) document.
5. The Managing Director, Eluru Smart City Corporation Limited and Municipal Comissioner, Eluru Municipal Corporation are directed to take necessary action in this matter, accordingly.
6. This orders issues with the concurrence of Finance Department vide their U.O.No.29024/15/2018(PPPs & CRDA) dated 31st July 2018.
(BY ORDER AND IN THE NAME OF THE GOVERNOR OF ANDHRA PRADESH)
R.KARIKAL VALAVEN PRINCIPAL SECRETARY TO GOVERNMENT
To The Managing Director, Eluru Smart City Corporation Limited, Eluru, The Commissioner, Eluru Municipal Corporation, Eluru. The Managing Director, APUFIDC, Guntur. The Engineer-in-Chief, Public Health, Guntur. The CEO, APUIAML, Vijayawada, The General Administration (Cabinet) Department. Sf/Sc
//FORWARDED BY ORDER//
DEPUTY DIRECTOR