a-06 azhkport finalrfp-vol i annexure-a formats

7/31/2019 A-06 AzhkPort FinalRFP-Vol I Annexure-A Formats

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Development of Azhikkal Port with Private Sector Participation August 2010RFP Volume 1: Section 3

Formats for Submission

Directorate of Ports : Govt. of Kerala 1 OF 52

LIST OF ANNEXURES

All the submissions are grouped into three (3) stages:

1. Qualification Criteria related2. Technical Bid related3. Financial Bid related

At the end of each group, there shall be a detailed checklist with completeness andauthenticity checks, which need to be filled by the bidder online.

The Bidder need to fill the data online in majority of the cases, except few documentswhich need to be submitted in paper format. The scan copies of the paperdocuments need to be submitted online (i.e. to be uploaded at the time of onlinesubmissions) within the online submission due date. The entire set of formats isprovided in this section of the RFP with appropriate instructions for the particularformats which needs to be submitted in dual mode.

Stage 1 - Qualification Criteria related Annexure: 1 Acknowledgement of Receipt of RFP and Notification of Intent to

Submit the Proposal (paper submission with scan copy through online submission)

Annexure: 2 Clarifications, Anomalies and Ambiguities (paper submission with scan copy through online submission)

Annexure: 3 Cover Letter [to be submitted by the Bidder as P1] (paper submission with scan copy through online submission)

Annexure: 4 Details of Bidders [to be submitted by the Bidder as P2]Annexure: 5 Power of Attorney for Nomination of Lead Member of Consortium

[to be submitted by the Bidder as P3] (paper submission with scan copy through online submission)

Annexure: 6 Consortium Agreement to be entered into Amongst the Members ofthe Consortium [to be submitted by the Bidder as P4] (paper submission with scan copy through online submission)

Annexure: 7 Legal Opinion that the Consortium Agreement is valid [to besubmitted by the Bidder as P5] (paper submission with scan copy through online submission)

Annexure: 8 Current Litigation Status [to be submitted by the Bidder as P6]Annexure: 9 Proposal Security [to be submitted by the Bidder as P7]Annexure: 10 Statement of Qualification Format [to be submitted in Cover-1 as Q]

alongwith Supporting Documents Checklist 1 Stage 1 submission and confirmation


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Stage 2:- Technical Bid related Annexure: 10 Technical Evaluation Criteria Sheets

10 A: Strategy for Development and Management of the Project [tobe submitted by the Bidder as T1].

10 B: Strategy for Marketing of the Project and Similar experienceof the Bidder in Marketing such Service, including cargo andvessel traffic projections [to be submitted by the Bidder as T2,T2(a), (b), (c), (d)].

10 C: Similar Experience of Bidder in Developing and managingsuch Projects [to be submitted by the Bidder as T3(a), (b),(c)].

10 D: Project Management capabilities of Bidder includingQualifications and competence of key staff for the Project [tobe submitted by the Bidder as T4, T4(a), (b)].

Checklist 2 Stage 2 submission confirmation and declaration

Stage 3:- Financial Bid related Annexure: 11 Financial Evaluation Criteria sheets

11 A: Revenue Share for Concessioning Authority [EvaluationCriteria 5.1, to be submitted by the Bidder as F1].11 B: Financing of Investment and Equity stake by Lead Member[to be submitted by the Bidder as F2].

Annexure: 12 Proposal Security [to be submitted by the Bidder as P7]Annexure: 13 Amendments sought to Draft License Agreement [to be submitted

by the Bidder as P8]Annexure: 14 Performance Guarantee Format [to be signed and submitted on

Proposal Due Date as token of acceptance towards completing andsubmitting in case the Bidder is chosen as Concessionaire]

Note:

P stands for General Proposal Submission Forms (Annexure 1 to 3 and 5 to 7are to be submitted as in dual mode).

Q containing Qualification Proposal Forms will be submitted in a sealed cover (Qto be submitted as Cover -1 Statement of Qualification)

T stands for Technical Proposal Forms (T1 to T4 to be submitted as part ofStage 2 Technical Proposal).

F stands for Financial Proposal Forms (F1 to F2 to be submitted as part ofStage 3 Financial Proposal).


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Annexure 1Acknowledgement of Receipt of RFP

and Notification of Intent to Submit the Proposal(to be printed on Bidders letter head

& scanned copy to be uploaded at the time of online submission)

Directorate of Ports5th Floor, New Corporation BuildingLMS Junction, Vikas Bhavan P.OPalayam, Thiruvananthapuram- 695 033,KERALA, INDIA

Sub: Development of Azhikkal Port with Private Sector Participation -Acknowledgement Letter

Dear Sir,1.

a. The undersigned hereby acknowledges receipt of the entire set of Requestfor Proposal Document, for setting up a river based port at Azhikkal,Kerala, consisting of six sections in two volumes from Department of Ports

OR

b. The undersigned hereby confirms that receipt of the Request for ProposalDocument, with the following missing portions:

Sr. No Section No. Missing Page(s)/ Section(s)

2. We are in receipt of the Electronic form of RFP Documents for convenience ofthe Bidders. We confirm that in case of any discrepancy or dispute betweenthe two, the printed form of the RFP Documents supplied by theConcessioning Authority shall prevail. 1

3. The undersigned hereby notifies that it is interested / not interested (strike offwhichever is not applicable) to participate in the proposal submission for theAzhikkal Port Project.

Yours faithfully,

Name (Company/Consortium)Signature

1 For e-tendering: this sentence shall be removed.


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Name of signatory (Printed)

Title of Signatory (Printed)

Date of Receipt of RFP document

Date of Transmission of this Form

Notes to the Bidder:The letter should be sent to Concessioning Authority by courier or fax, withinten (10) days of the date of dispatch of the RFP document by ConcessioningAuthority.Under point (1), strike out either (a) or (b) whichever is not applicable.


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Annexure 2Clarification, Anomalies and Ambiguities

(to be printed on Bidders letter head& scanned copy to be uploaded at the time of online submission)


Sub: Development of Azhikkal Port with Private Sector Participation Clarification, Anomalies and Ambiguities

Dear Sir,The following are the anomalies/inconsistencies in the RFP furnished earlier, and theBidders understanding on the same is as follows:

Sl.No.

Clause of RFP(Para No and PageNo.)

Statement ofDiscrepancy

BiddersUnderstanding

Yours faithfully,

Authorized Signature:Name & Title of Signatory:

Name of BidderAddress:Common Seal

Notes to the Bidder:The above is intended to identify instruction or factual discrepancies, and notto negotiate positions or clarify project understanding.The above to reach within 30 days from date of issue of RFP.


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Annexure 3Cover Letter

(to be printed on Bidders letter head& scanned copy to be uploaded at the time of online submission)

ToDirectorate of Ports5th Floor, New Corporation BuildingLMS Junction, Vikas Bhavan P.OPalayam, Thiruvananthapuram- 695 033,KERALA, INDIA

Sub: Development of Azhikkal Port with Private Sector Participation CoverLetter

Dear Sir,

1. We offer our commitment to form a Special Purpose Company (SPC) toimplement and operate the river based Azhikkal Port Project in Kerala shouldthe Concessioning Authority select us as the Concessionaire for this purpose.

2.

a. We are submitting this Proposal on our own.

(OR)

b. We are submitting this Proposal as the Lead Member of a Consortiumconsisting of the following companies:

No. Company Name Address1.2.3.

As the Lead Member, we understand the obligations of the Concessionaire toimplement the Project. We are enclosing Power(s) of Attorney from the otherConsortium Members authorizing us to act as Lead Member for this Project.

3. This Proposal and your written acceptance of it shall form part of the ProjectAgreements to be signed between the Concessioning Authority and theConcessionaire. If nominated as Concessionaire, we understand that it is onthe basis of the technical, financial and organizational capabilities andexperience of the Consortium taken together. We understand that the basisfor our qualification will be the Statement of Qualification submitted by usalongwith this letter, and that any circumstance affecting our continued


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eligibility as per Qualification Criteria, or any circumstance which would leador have lead to our disqualification, shall result in our disqualification underthis Bidding process.

4. We understand that you are not bound to accept any or all Proposal(s) youreceive.

5. We declare that we have neither entered into nor are party to (whether byconduct or by acquiescence) any restrictive trade practice or sub-contractingarrangement or collective arrangement with any other person or entityincluding any of the other Bidders for the Project, in connection with thepreparation and/or submission of our Proposal for the Project, or conduct offeasibility studies.

6. We undertake that, in competing for (and, if we are nominated asConcessionaire, in executing) the Project Agreements, we will strictly observethe laws against fraud and corruption in force in India, namely, Prevention ofCorruption Act, 1988.

7. We hereby confirm that this Proposal complies with the Proposal ValidityPeriod.

8. We declare that we have disclosed all material information, facts andcircumstances to the Concessioning Authority, which would be relevant to andhave a bearing on the evaluation of our Proposal and selection asConcessionaire.

9. We declare that in the event that the Concessioning Authority/GOK discoversanything contrary to our above declarations, it is empowered to forthwithdisqualify us and our Proposal from further participation in the Proposalevaluation process and forfeit our Proposal Security.

Yours faithfully,

Authorized Signature:Name & Title of Signatory:

Name of BidderAddress:Common Seal

Note to the Bidder:To be submitted as part of Proposal by Proposal Due Date as P1Strike out the portion not relevant under Paragraphs (2)


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Annexure 4Details of Bidders

(Each data field to be filled online by the bidder at the time of submission)

1. Details of the Bidder: a. Name of Firm

b. Lead Consortium Member / ConsortiumMember (Strike out whichever is notapplicable)

c. Country of incorporation

d. Address of the corporate headquarters andits branch office(s), if any, in India

e. Date of incorporation and / orcommencement of business

i.ii.

f. Ownership of the Organization (List ofstockholders / members who own 10% ormore of the stocks and their interest in thecompany):

iii.

i.ii.iii.iv.

v.vi.vii.

g. List of current directors

viii.i.ii.iii.iv.v.vi.vii.

h. Key management personnel

viii.2. Brief description of the Company including

details of its main lines of business.3. Proposed role and responsibilities of the

Company in this project4. Details of individual (s) who will serve as the

point of contact/ communication within theCompany:


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a. Name

a. Designation

b. Address

c. Telephone Numberd. E-Mail Address

e. Fax Number

5. In case of a Consortiumi.ii.iii.iv.v.vi.

vii.

a. the information above (1-4) should beprovided for all the members of theconsortium in separate sheets (companyprofiles should also be enclosed)

viii.i.ii.iii.iv.v.vi.vii.

b. information regarding role of each membershould be clearly provided

viii.

Note to the Bidder:To be submitted as part of Proposal by Proposal Due Date as P2


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Annexure 5Power of Attorney for Nomination of Lead Member of

Consortium(scanned copy to be uploaded at the time of online submission)

Power of Attorney for Nomination of Lead Member of Consortium

KNOW ALL MEN BY THESE PRESENTS THAT , We, M/s ,M/sM/s and M/s (the respectivenames and addresses of the registered office) do hereby SEND GREETINGS :

WHEREAS Directorate of Ports has invited proposals from interested parties fordevelopment of Azhikkal Port Project in the state of Kerala on behalf of Governmentof Kerala.

WHEREAS, the members of the Consortium are interested in bidding for the Projectand implementing the Project in accordance with the terms and conditions of theRequest for Proposal and other connected documents in respect of the Project, and

WHEREAS, it is necessary under the Request for Proposal for the members of theConsortium to designate one of them as the Lead Member with all necessary powerand authority to do for and on behalf of the Consortium, all acts, deeds and things asmay be necessary in connection with the Consortiums Proposal for the Project or inthe alternative to appoint one of them as the Lead Member, would have allnecessary power and authority to do all acts, deeds and things on behalf of theConsortium, as may be necessary in connection the Consortiums bid for the Project.

NOW THIS POWER OF ATTORNEY WITNESSETH THAT:

We, M/s , M/sM/s andM/s (the respective names and addresses of the registeredoffice) do hereby designate M/s. being one of the members ofthe Consortium, as the Lead Member of the Consortium, to do on behalf of theConsortium, all or any of the acts, deeds or things necessary or incidental to the

Consortiums bid for the Project, including submission of Proposal, participating inPre-Bid meeting, responding to queries, submission of information/documents andgenerally to represent the Consortium in all its dealings with Directorate of Ports ,any other Government Agency or any person, in connection with the Project untilculmination of the process of bidding and thereafter till the contract is entered intowith Concessioning Authority.


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We hereby agree to ratify all acts, deeds and things lawfully done by Lead Memberpursuant to this Power of Attorney and that all acts deeds and things done by ouraforesaid attorney shall and shall always be deemed to have been done byus/Consortium.

Dated this theDay of..2010(To be executed by all the members of the Consortium)

Note to the Bidder:To be submitted as part of Proposal by Proposal Due Date as P3.The mode of execution of the Power of Attorney should be in accordance withthe procedure, if any, laid down by the applicable law and the charterdocuments of the executions and when it is so required the same should beunder common seal affixed in accordance with the required procedure.The Power of Attorney should be printed on appropriate non-judicial stamppaper and executed before a Notary Public, as applicable.


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Annexure 6Consortium Agreement entered into Amongst the Members

of the Consortium(scanned copy to be uploaded at the time of online submission)

To be submitted in own format.

Note to the Bidder:To be submitted as part of Proposal by Proposal Due Date as P4


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Annexure 7Legal Opinion

that the Consortium Agreement is Valid (scanned copy to be uploaded at the time of online submission)

To be submitted in own format.

Note to the Bidder:To be submitted as part of Detailed Proposal by Proposal Due Date as P5


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Annexure 8Current Litigation Status

(Each data field in the table below to be filled online by the bidder at the time ofsubmission)

Current Litigation Status

Consortium members shall provide information on any current or pending litigation orarbitration of the Consortium members or any of its subsidiaries and likely to affectexecution of this Project.

Name of Client / disputing party:Year Name of

Client / Disputingparty

Cause of litigation &matter of dispute

Interim Award,Order orDecree For orAgainstApplicant

Disputedamount(Current value,Rupeeequivalent)

Note to the Bidder:

To be submitted as part of Proposal by Proposal Due Date as P6Detail for each consortium member(s) to be provided separatelyPlease indicate disputed amount, if known, else it should be indicated asclosely as possibleIf any information in this schedule is found at a later date to be incorrect orconcealed, participation of bidder will be rejected at any time and ProposalSecurity forfeited.


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Annexure 9Statement of Qualification Form

(Each data field to be filled online by the bidder at the time of submission)(Declaration to be printed on Bidders letter head & scanned copy to be uploaded at

the time of online submission)


Sub: Development of Azhikkal Port with Private Sector Participation Statement of Qualification

Dear Sir,

1. We are submitting this Statement of Qualification as the Lead Member of aConsortium consisting of the following companies:

No. Company Name Address1.2.3.

2. We declare that we have disclosed all material information, facts and

circumstances to the Concessioning Authority, which would be relevant to andhave a bearing on the evaluation of our Proposal and selection asConcessionaire.

3. We declare that in the event that the Concessioning Authority discoversanything contrary to our above declarations, it is empowered to forthwithdisqualify us and our Proposal from further participation in the Proposalevaluation process and forfeit our Proposal Security.

Yours faithfully,

Authorized Signature:Name & Title of Signatory:Name of BidderAddress:Common Seal

(The following each data field to be filled online by the bidder at the time ofsubmission)


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4. The following is the Statement of Qualification for the Consortium/firm:(all figures in INR million)

Particulars Lead Member Member MemberName TEXT TEXT TEXT Net worth

Last FY NUM NUM NUM

TurnoverYear 1 NUM NUM NUM Year 2 NUM NUM NUM Year 3 NUM NUM NUM

Cash AccrualYear 1 NUM NUM NUM Year 2 NUM NUM NUM Year 3 NUM NUM NUM

Particulars LeadMember

Member Member Member

Experience in successfuldevelopment / operation of port / shipping. Please indicate numberof such relevant projects and listthem starting with the latest one.

TEXT TEXT TEXT TEXT

Experience in development ofother Infrastructure Projects onCommercial format. Pleaseindicate number of such relevantprojects and list them starting withthe latest one.

TEXT TEXT TEXT TEXT

5. The Following Documents are attached in support of the above Statement ofQualification.

I.

II.

III.IV.

----

Note to the Bidder:


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To be submitted as part of Proposal by Proposal Due Date (both mode) as Q 2.The relevant supporting documents should be furnished for the lead memberand/or consortium member(s) like

o annual report/equivalent document for the past 5 years,o similar assignments/ projects undertaken/ concluded in last 10 years

indicating track record and time schedule etc.,o experience in successful development and operations of port(s) on

commercial format,o organizational charts,o any other detail as deemed significant etc.

2 For e-tendering : Cover shall be replaced with Form reference number in e-tendering system.


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Checklist 1(Each data field to be filled online by the bidder at the time of submission)

SN Submission documents Submitted and

Complied (Yes/No)

Scan copy attached

i. Acknowledgement of Receipt of RFP and Notificationof Intent to Submit the Proposal (paper submission with scan copy through online submission)

YES/NO YES/NO

ii. Clarifications, Anomalies and Ambiguities (paper submission with scan copy through online submission, if any)

YES/NO YES/NO

iii. Cover Letter [to be submitted by the Bidder as P1](paper submission with scan copy through online submission)

YES/NO YES/NO

iv. Details of Bidders [to be submitted by the Bidder asP2]

YES/NO - N/A-

v. Power of Attorney for Nomination of Lead Member ofConsortium [to be submitted by the Bidder as P3](paper submission with scan copy through online submission)

YES/NO YES/NO

vi. Consortium Agreement to be entered into Amongstthe Members of the Consortium [to be submitted by

the Bidder as P4] (paper submission with scan copy through online submission)

YES/NO YES/NO

vii. Legal Opinion that the Consortium Agreement is valid[to be submitted by the Bidder as P5] (paper submission with scan copy through online submission)

YES/NO YES/NO

viii. Current Litigation Status [to be submitted by theBidder as P6]

YES/NO - N/A-

ix. Proposal security [to be submitted by the Bidder asP7]

YES/NO YES/NO

x. Statement of Qualification Format [to be submitted inCover-1 as Q] along with Supporting Documents

YES/NO YES/NO

Confirmationsxi. Receipt of online submission is included in Envelope 1 YES/NO

xii. Confirm that the submissions are in full compliance with therequirements mentioned and sufficient to substantiate theQualification Criteria requirements

YES/NO


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xiii. Confirm that all the above submissions are in full compliance with theformats provided (wherever applicable)

YES/NO

xiv. Confirm that the Consortium Agreement submitted is a valid legaldocument and does not have any material / legal discrepancies.

YES/NO

xv. Confirm that all supporting documents attached to support theStatement of Qualifications are adequate to validate / substantiateand confirm that the statement of qualifications is factually true andcorrect.

YES/NO


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Annexure 10Technical Evaluation Criteria Sheets

Annexure 10-A

Strategy for Development & Management of the Project (Evaluation Criteria 1)[to be submitted by Bidder as T1]

(Scanned copies of the documents listed below to be uploaded at the time of onlinesubmission)

As mentioned in Section 1 of Volume 1, the Strategy for Development andManagement of the Project shall include the following:

Methodology for traffic forecastMaster Plan for the Port including phase-wise port layout plans (EvaluationCriteria 1.2)Project designs, specifications and productivity norms (Evaluation Criteria 1.3)Capital works, operations and maintenance works (Evaluation Criteria 1.4)Proposed tariff structure (Evaluation Criteria 1.5 - 17.5.1.k)Project scheduling and implementation plan (Evaluation Criteria 1.8)Operations and Maintenance Plan (Evaluation Criteria 1.9)Environmental Impact Assessment and Environmental Management Plan methodology (Evaluation Criteria 1.10)Social Framework & Management Plan - methodology (Evaluation Criteria1.11)Others (Evaluation Criteria 1.12)

Traffic assumptions made :

SN Assumptions12

..n

Traffic projections for the Concession Period (individual cargo type-wise year-wise) in Metric Tonne :SN Cargo Y 01 Y 02 Y 03 Y 04 Y 05 Y n1 Cargo item 1 (provide

name) 2 Cargo item 2

Cargo item 3..n Cargo item n

Tariff to be proposed for the assessed types of cargo (Evaluation Criteria 1.5 -17.5.1.k)


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(Each data field to be filled online by the bidder at the time of submission) Vessel Related Charges Cargo Related ChargesDescri

ptionofcomm

odity

Average

Size ofvessel

CargoQuanti

tiesPort

DuesPilotage

Fees

BerthHire

Charg

es

Any othercharges(please

specify)

Wharfage

Cargohandlingcharges

Anyother

charges

(pleasespecify)

For Containerized cargoUOM

>In

GRTIn

TEUsRs.per

GRT

Rs.per

GRT

Rs.per

GRTper

hour

Rs. perGRT

Rs.per20

TEU

Rs.per40

TEU

Rs.per20

TEU

Rs.per40

TEU

Rs.per20

TEU

Rs.per40

TEU

1.2....

Other cargo (bulk and break bulk)UOM

>In

GRTIn MT Rs.

perGRT

Rs.per

GRT

Rs.per

GRTper

hour

Rs. perGRT

Rs.perMT

Rs. perMT

Rs. perMT

1.2....Note:

- Please use separate tables for foreign and coastal vessels / cargo.

- All rates should be in Indian Rupees


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Annexure 10-B Strategy for Marketing of the project and Similar Experience of the Bidder in

Marketing such Services (Evaluation Criteria 2)[to be submitted by Bidder as T2]

As mentioned in Section 1 of Volume 1 of RFP, similar experience of the bidder inmarketing such projects & services shall include the following:

Marketing Plan (Evaluation Criteria 2.1 and 2.3) Annexure 10-B1.Ongoing relationship / alliance with cargo and freight agencies (EvaluationCriteria 2.2) Annexure 10-B2.Marketing strength / alliances / collaboration / presence in India andworldwide for Port services to Shipping Lines (Evaluation Criteria 2.4) Annexure 10-B3Current Commitments (Evaluation Criteria 2.5) Annexure 10-B4


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Annexure 10-B1Strategy for Marketing of the Project and Similar Experience of the Bidder in

Marketing Such Service (Evaluation Criteria 2.1 & 2.3) [to be submitted by Bidder as T2 (a)]

As mentioned in Section 1 of Volume 1 of RFP, the Strategy for Marketing of theProject and experience of the bidder related to marketing of similar services shall bedetailed as per the following:

Marketing Plan (Evaluation Criteria 2.1) (Scanned copies of the Plan to beuploaded at the time of online submission)Assessment of cargo and vessel traffic figures for revenue projections. (Eachdata field to be filled online by the bidder at the time of submission)

Calculation for Gross Annual RevenueAmount in million Indian Rupees

Particulars Year > 1 2 3 4 5 6 7 ... 30a) Vessel Related Charges(i) Port DuesCommodity 1 - CoastalCommodity 1 Foreign.....(ii) Pilotage FeesCommodity 1 - CoastalCommodity 1 Foreign.....(iii) Any other charges (pleasespecify)Commodity 1 CoastalCommodity 1 Foreign.....Total a (i+ii+iii)

b) Cargo Related ChargesWharfage(i) Commodity 1 - CoastalCommodity 1 Foreign.....(ii) Cargo handling chargesCommodity 1 - CoastalCommodity 1 Foreign.....


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(iii) Any other charges (pleasespecify)Commodity 1 - CoastalCommodity 1 Foreign.....Total b (i+ii+iii)

Total Revenue (a+b)


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Annexure 10-B2 Ongoing relationship/ alliance with cargo and freight agencies (Evaluation Criteria

2.2, to be submitted by Bidder as T2 (b))(Each data field to be filled online by the bidder at the time of submission)

Name ofagency/ other/ partner

Name, briefDetails ofalliance/ relationship

Placeofoperation

Date ofCommencement ofalliance/ relationship

Indicatewhetherports orlogisticoperations

TotalValue ofWorks, ifapplicable(INRMillion)

Indicatetype ofalliance/ relationship

Joint entity, ifany, Equityshareholdingof same

Note: To be enclosedThe above information is to be provided for each consortium member.Certificates from partners are to be attached in respect of informationfurnished.Attach any additional information qualifying the above, if required.


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Annexure 10-B3 Marketing strength / alliances / collaboration / presence in India and worldwide for

Port services to Shipping Lines (Evaluation Criteria 2.4, to be submitted by the Bidder as T2 (c))


Name ofclient / JVpartner

Name, briefDescription ofWork(Marketing/ Management)

PlaceofOperations

Date ofCommencement ofmarketingservices

IndicatewhetherGreenfieldports orexistingports

TotalValue ofWorks(INRMillion)

Indicate typeof alliance / relationship

Joint entity, ifany, Equityshareholding, if any

Note: To be enclosedThe above information is to be provided for each consortium member.Certificates from employers, clients, etc. are to be attached in respect ofinformation furnished.

Attach any additional information qualifying the above, if required.


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Annexure 10-B4 Current Commitments

(Evaluation Criteria 2.5) (to be submitted by the Bidder as T2 (d))(Each data field to be filled online by the bidder at the time of submission)

(All figures: INR in Million)S.No

Descriptionof Work

Cost ofProject

WorkCom-pleted

ScheduledYear forCompletion

TotalValue ofWorks

Amount to be invested & Means ofFinancing i.e. Debt/Equity (Providedetails for atleast 10 years)

2010 2011 2012 2013

Similar details should also be provided for the projects for which the Bidder/ Consortium members have expressed an interest, and how the Bidder/Consortiummembers will proceed if selected to tender for more than one of above-mentionedprojects.

Note:In case of a Consortium the same information is to be provided for eachmember.Bidder/Consortium member shall provide information on its total commitmentto the projects, i.e. risk capital (equity, contract turnover, liquidated damages,promoters guarantees).


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Annexure 10-C Similar Experience of the Bidder in Developing and Managing Such Projects

(Evaluation Criteria 3, to be submitted by Bidder as T3)

As mentioned in Section 1 of Volume 1 of RFP similar experience of the bidder indeveloping and managing such projects shall include the following:

Project design / construction / development / operation & maintenance / management experience for related sector projects (Evaluation Criteria 3.1 &3.2) Annexure 10-C1.Project Design / construction / development / operation & maintenance / management experience for other sector projects (Evaluation Criteria 3.3) Annexure 10-C2.Project Design / construction / development / operation & maintenance /

management experience in India and other Countries (Evaluation Criteria 3.4) Annexure 10-C3.


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Development of Azhikkal Port with Private Sector Participation

Directorate of Ports : Govt. of Kerala

Annexure 10-C1

Project Design / Construction / Development / O&M / Management Experience for Port sector Projects (during the L(Evaluation Criteria 3.1 & 3.2, to be submitted by Bidder as T3 (a))


TimeTaken

Name ofclient / JVpartner

Name, briefDescription ofWork(Construction,Development,Management)

PlaceofExecution ofWork

Date ofCommencementof Work

IndicatewhetherGreenfieldports orexistingports


Percentage ofcontractexecuted byFirm / ConsortiumMember

Indicate typeofParticipation

Contractor / Concessiona

ire

Equityshare-holding, ifany

As pcontrac-tualobligatio

Note: To be enclosed

The above information is to be provided for each consortium member.Certificates from employers, clients, etc. are to be attached in respect of information furnished.Attach any additional information qualifying the above, if required.


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Annexure 10-C2

Project Design / Construction / Development / O&M / Management Experience for Related Sector Projects (durinyears) (Evaluation Criteria 3.3, to be submitted by Bidder as T3 (b))


Time Nameofclient / JVpartner

Name, briefDescription ofWork(Construction,Development,Management)

Place ofExecution ofWork

Date ofCommencementof Work

Indicatewhether'InfrastructureProjectsincluding Road

/ Rail / Airportworks


Percentageof contractexecuted byFirm / ConsortiumMember

Indicate typeofParticipation- Contractor / Concessionaire

Equityshare-holding, ifany

As contratualobliga

NOTE: To be enclosed

the above information should be provided for projects other than those mentioned in Annexure 10-C1The above information is to be provided for each consortium member.Certificates from employers, clients are to be attached in respect information furnished.Attach any additional information qualifying the above, if required.


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Annexure 10-C3

Project Design / Construction / Development / O&M / Management Experience in India and other Countries for Projects (during the last five years) (Evaluation Criteria 3.4, to be submitted by Bidder as T3 (c)(Each data field to be filled online by the bidder at the time of submission)

TNameof

client / JV

partner

Name, briefDescription of

Work(Construction,Development,Management)

Placeof

Exe-cution

ofWork

Date ofCommen-cementof Work

Indicatewhether

PortProject or

Infra-structureProject

TotalValue ofWorks(INR

Million)

Percentageof contract

executed byFirm /

ConsortiumMember

Indicate typeof

Participation Contractor / Concessionai

re

Equityshare-

holding,if any

As pcontr

tuobliga

NOTE: To be enclosed

Bidder to summarize his information from Annexure 10-C1 and 10-C2 related to projects in India and develoThe above information is to be provided for each consortium member.Certificates from employers, clients are to be attached in respect information furnished.Attach any additional information qualifying the above, if required.


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Annexure 10 - DProject Management Capabilities of Bidder Including Qualifications and Experience

of Key Staff Proposed for the Project (Evaluation Criteria 4, to be submitted by Bidder as T4)

As mentioned in Section 1 of Volume 1 of RFP, project management capabilities ofbidder including qualifications and competence of key staff for the proposed projectshall include:

Proposed Management Plan Proposed SPC structure / composition of theproposed management committee for the project / organogram of proposedconsortium (Evaluation Criteria 4.1) Annexure 10-D1.Key qualifications, skill set and number of years of experience for the keypersonnel to be deputed for managing the project (CEO / operations managerother key staff) (Evaluation Criteria 4.2) Annexure 10-D2.

Adequacy for the project number of similar projects executed by thepersonnel in the past, experience of the proposed staff in port operations Indiaor in other countries with high trade growth (Evaluation Criteria 4.3) Annexure 10-D2.


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ANNEXURE 10-D1PROPOSED MANAGEMENT PLAN

(Evaluation Criteria 4.1, to be submitted by Bidder as T4(a))

(Scanned copies of the Plan to be uploaded at the time of online submission)

This will include the composition of the proposed Management Committee(organigram) to be set up for project implementation and management activities.This plan should clearly indicate the proposed structure of the Special PurposeCompany (to be established once selected as a Concessionaire) for implementingthe project. The names of the key personnel who would be associated with theproject along with the key roles and responsibilities should be mentioned. Thedetailed curriculum vitae should be given as per format in Annexure 10-D2.


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ANNEXURE 10-D2 Format of Curriculum Vitae of the Proposed Professional Staff

(Evaluation Criteria 4.2, 4.3, to be submitted by Bidder as T4 (b))


Proposed Position:

Name of Firm:

Name of Staff:

Profession:

Date of Birth:

Nationality:

Detailed Tasks Assigned:

Key Qualifications: (Evaluation Criteria 4.2)Education:(Summarize college, University and other, specialized education of staff member,giving names of institutions, dates attended and degrees obtained.)

Number of Years of Work Experience:

Training Programmes Attended:

Adequacy for the project (Evaluation Criteria 4.3):(To give and outline of the staff members experience most pertinent to tasks on theproject. Describe the degree of responsibility held by staff member on relevantprevious assignments and give dates and location)

Employment Record:

(Starting with present position, list in reverse order every employment held. List allpositions held by staff member since graduation, giving dates and names ofemploying organizations, titles of positions held and locations of assignment. Forexperience in last ten years also give type of activities performed and clientreferences where appropriate).

Language:


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(For each language indicate proficiency: Excellent, Good, Fair or poor; in speakingreading and writing)

Certification:I, undersigned, certify that to the best of my knowledge and belief, these datacorrectly describe me, my qualifications and my experience.

Date:

Full name and Signature of the staff member:Full name and Signature of the authorized representative:


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Checklist 2 (Each data field to be filled online by the bidder at the time of submission)

SN Submission documents for Technical Evaluation Submitted or

Complied (Yes/No)

A. Strategy for Development and Management of the Project EvaluationCriteria 1

1. Submitted Master Plan for the Port providing phase wise portlayout plans including

Overall layout of the project site, and the location of theproposed port facilities including harbour, including phase-wisedetailed layout plans.

Detailed description and capacity of various facilities proposedfor the Port (phase-wise).

Offshore & Onshore facility development including no. of berthsand maximum vessel size etc.

YES/NO

2. Submitted Land-use plan based on the Master Plan YES/NO3. Submitted Planning for off-site infrastructure YES/NO4. Submitted Project designs, specifications and productivity norms YES/NO5. Submitted Capital works, operation and maintenance works &

costsYES/NO

6. Submitted Project scheduling and implementation plan YES/NO

7. Submitted Operation and Maintenance Plan YES/NO8. Submitted Environmental Management Plan YES/NO9. Submitted Social Framework & Management Plan YES/NO10. Submitted methodology for traffic forecast YES/NO11. Submitted traffic figures of cargo and vessel traffic YES/NO12. Submitted proposed Tariff Structure YES/NO13. Confirm whether the traffic forecasting methodology adopted is

as per best practices adopted in port sectorYES/NO

14. Confirm whether the traffic projections are based on the assuredcargo handling contracts in southern India and the realistic

projections worked out based on the traffic forecastingmethodology

YES/NO

15. Confirm that the traffic projections assumptions are realistic andcan be validated to a significant extent.

YES/NO

16. Confirm that the Master Plan and all the submitted documentsincludes the required information as mentioned in the RFP.

YES/NO

17. Confirm that the Master Plan conforms to all applicable planning YES/NO


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Complied (Yes/No)

and development norms and all applicable guidelines, rules,ordinances, acts, laws for the specific project area and specificpurposes dealt in the documents.

18. Confirm whether the Master Plan meets the requirements of thetraffic projections provided by you in _this section

YES/NO

19. Confirm whether the infrastructure indicated in the Master Plan iscapable of handling all types of traffic (cargo and/or passenger)envisaged?

YES/NO

20. Confirm whether the berth designs conform to standardsspecified under Technical Specifications section of this RFP andconform to any other applicable standards and suitable for the

types of vessels envisaged and sufficient for project cargoloading / unloading?

YES/NO

21. Confirm whether the port area layout conform to standardsspecified under Technical Specifications section of this RFP andconform to any other applicable standards and sufficient tohandle the traffic as projected?

YES/NO

22. Confirm whether the port design including waterfront and landside conform to standards specified under TechnicalSpecifications section of this RFP and conform to any otherapplicable standards and sufficient to handle the vessels as

envisaged?

YES/NO

23. Confirm whether the phase wise development / Master planconform to the traffic projections made for different types of trafficand are aligned accordingly?

YES/NO

24. Confirm whether the phase wise development / Master planensures that the desired infrastructure is in place before the yearin which the traffic projections exceed the normal capacity of theinfrastructure.

YES/NO

25. Confirm whether the phase wise development / Master planensures that the desired infrastructure is in place keeping in mind

normal capacity and that there are no capacity constraints at anypoint of time

YES/NO

26. Confirm whether the space provided for loading and unloadingconforms to standards specified under Technical Specificationssection of this RFP, any other applicable standards and issufficient to handle the traffic as projected in a smooth andunhindered manner?

YES/NO

27. Confirm whether the storage spaces conform to standards YES/NO


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Complied (Yes/No)

specified under Technical Specifications section of this RFP andconform to any other applicable standards, is sufficient andsuitable to handle the all types of traffic as projected and ensuresthat there is no storage capacity constraint created at any point oftime?

28. Confirm whether all the equipments proposed conform tostandards specified under Technical Specifications section of thisRFP and conform to any other applicable standards, is sufficientand suitable to handle the all types of traffic as projected and thatthere is no capacity constraint arising due to material handlingequipments at the port?

YES/NO

29. Confirm whether the land use plan conforms to standardsspecified under Technical Specifications section of this RFP andconform to any other applicable standards, is sufficient andsuitable to handle all port operation activities and ensures smoothevacuation of cargo?

YES/NO

30. Confirm whether the off-site infrastructure plan conforms tostandards specified under Technical Specifications section of thisRFP and conforms to any other applicable standards andsufficient and suitable to handle the all types of traffic asprojected?

YES/NO

31. Confirm whether the Operation & Management Plan conforms tostandards specified under Technical Specifications &Performance Parameters section of this RFP and conforms toany other applicable standards and sufficient and suitable tohandle all functions of the port?

YES/NO

32. Confirm whether the Operation & Management Plan conforms toall safety and security norms applicable?

YES/NO

33. Confirm whether the Environment Management Plan conforms toapplicable standards and sufficient and suitable to cover allaspects of Azhikkal Port development?

YES/NO

34. Confirm whether the Social Framework and Management Plan issufficient and suitable to cover all aspects of Azhikkal Portdevelopment?

YES/NO

35. Confirm whether the Tariff structure adopted, are the latestSchedule of Port Charges issued by Cochin Port, before the Duedate of bid submission?

YES/NO

36. Confirm whether the Tariff structure adopted, are with 10% limitof the latest Schedule of Port Charges issued by Cochin Port,

YES/NO


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Complied (Yes/No)

before the Due date of bid submission?B. Strategy for Marketing of the project and Similar Experience of the Bidder in

Marketing such Services Evaluation Criteria 237. Submitted Marketing Plan YES/NO38. Submitted datasheet and supporting credentials to substantiate

ongoing relationship / alliance with cargo and freight agenciesYES/NO

39. Submitted datasheet and supporting credentials to substantiateexperience in marketing of shipping services

YES/NO

40. Submitted information on Current Commitments YES/NO41. Confirm that the Strategy for Marketing and Experience of

Marketing documents includes the required information as

mentioned in the RFP.

YES/NO

42. Confirm that the Marketing Plan conforms to all applicableguidelines, rules, ordinances, acts, laws for the specific projectand specific business.

YES/NO

43. Confirm that Marketing Plan is based on a market survey and anassurance of cargo transportation contracts in Southern Indiaplus traffic projections as provided in the previous section.?

YES/NO

44. Confirm that the Marketing Plan supports the traffic forecast andis adequate to meet the traffic number projections?

YES/NO

45. Confirm that the Marketing Plan is based on the alliances /

relationships / collaboration arrangements with cargo / freight / shipping agencies as provided in the prescribed formats

YES/NO

C. Similar Experience of the Bidder in Developing and Managing such Projects Evaluation Criteria 3

46. Submitted datasheet and supporting credentials to substantiateProject design / construction / development / operations &maintenance / management experience for related sectorprojects during the last 5 years

YES/NO

47. Submitted datasheet and supporting credentials to substantiateProject design / construction / development / operations &maintenance / management experience for other sector projects

during the last 5 years

YES/NO

48. Submitted datasheet and supporting credentials to substantiateProject design / construction / development / operations &maintenance / management experience in India and othercountries

YES/NO

49. Confirm that the Experience of Developing and Managing SimilarProject documents includes all the required information as

YES/NO


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Complied (Yes/No)

mentioned in the RFP50. Confirm that the information provided to substantiate similar

experience in developing and managing port projects, areauthentic.

YES/NO

51. Confirm that you have the requisite experience as a Portdeveloper / designer / construction contractor that is required forthis Project and that the same is validated by the details providedin the prescribed formats.

YES/NO

52. Confirm that you have attached adequate proof required forvalidating the above requisite experience as a Port developer / designer / construction contractor

YES/NO

53. Confirm that you have the requisite experience as a PortOperator / Manager / that is required for this Project and that thesame is validated by the details provided in the prescribedformats.

YES/NO

54. Confirm that you have attached adequate proof required forvalidating the above requisite experience as a Port Operator / Manager.

YES/NO

55. Confirm that you have the requisite experience as a developer / designer / construction contractor in related sector projects that isrequired for this Project and that the same is validated by the

details provided in the prescribed formats.

YES/NO

56. Confirm that you have attached adequate proof required forvalidating the above requisite experience as a developer / designer / construction contractor for related sectors

YES/NO

57. Confirm that you have the requisite experience as a developer / designer / construction contractor in other sector projects that isrequired for this Project and that the same is validated by thedetails provided in the prescribed formats.

YES/NO

58. Confirm that you have attached adequate proof required forvalidating the above requisite experience as a developer /

designer / construction contractor for other sectors

YES/NO

D. Project Management capabilities of Bidder including: Qualifications andexperience of key staff proposed for the Project Evaluation Criteria 4

59. Submitted proposed Management Plan Proposed SPCstructure / composition of the proposed management committeefor the project / organogram of proposed consortium

YES/NO

60. Confirm that in the SPC shareholding structure the GoK stake isconsidered?

YES/NO


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Complied (Yes/No)

61. Confirm that in the SPC shareholding structure the participationconsideration of GoK conforms to the limit specified in this RFP?

YES/NO

62. Confirm that in the SPC the shareholding structure, the equityparticipation is aligned to the total investment proposed by thebidder for himself and the GoK?

YES/NO

63. Confirm that the SPC structure shall meet with CorporateGovernance guidelines outlined by the statutory agencies fromtime to time?

YES/NO

64. Confirm that the SPC structure will conform to all applicableguidelines, rules, ordinances, acts, laws for the specific projectand specific business?

YES/NO

65. Confirm tha the SPC Structure will conform to the inter-consortium relationships between the parties concerned andrepresents the true nature of these relationships?

YES/NO

66. Submitted key qualifications, skill set and number of years ofexperience for the key personnel to be deputed for managing theproject (CEO / marketing manager /other key staff)

YES/NO

67. Submitted statements to show adequacy of your firm for theProject number of similar projects executed by the personnel inthe past, experience of the proposed staff in port operations inIndia or in other countries with lighterage and direct berthing

operations

YES/NO

68. Confirm that the Project Management capabilities andqualification-experience of key staff documents includes all therequired information as mentioned in the RFP

YES/NO

69. Confirm that the proposed SPC/SPV staff details conforms to allapplicable guidelines, rules, ordinances, acts, laws for thespecific project area and specific purposes and the staff detailsprovided are authentic.

YES/NO

70. Confirm that the key personnel identified, are on the rolls of thebidder?

YES/NO

71. Confirm that the key personnel identified for this project haveconsented to work on this project if the said bidder is selected

YES/NO

72. Confirm that the details of the key personnel in terms of theirqualifications and experience are true?

YES/NO

73. Confirm that should any of the key personnel leave theemployment of the bidder after the project is awarded, the biddershall replace the personnel with another person with equivalentqualifications and experience

YES/NO


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Complied (Yes/No)

E. Presentation of the Technical Bid and Site visit for physical verification ofexperience claims Evaluation Criteria 5

74. Confirm that the presentation on the technical bid shall bepresented before the Bid Evaluation Committee, wheneverintimated.

YES/NO

75. Confirm that, on request of the Bid Evaluation Committee, thechosen project site visit shall be arranged for the designatedmembers of the Committee.

YES/NO

Note: - The above checklist covers all possible information that the GoKrequires from the bidder and should the bidder confirm an YES to all ofthese, he could be considered as prima facie technically short listed,SUBJECT TO the following:

1) Validation of all attachments / supporting documents between the hardcopy and the soft copy submitted by the bidders

2) Verification of all attachments / supporting documents by the bidevaluation committee to confirm whether the same meets therequirements

3) Presentation by the bidder on his Technical Proposal wherein any

doubts / clarifications required by the bid evaluation committee areaddressed by the bidder.

4) Site visit arrangement by the bidder.5) Rating of the Technical Proposal and assigning a technical score based

on the technical proposal, presentation, clarifications provided and sitevisit.

6) Any bidder found to be non-compliant or inadequate in terms of theabove shall be technically disqualified.

Only after the above steps are performed, should the financial bids be opened

for all confirmed technically short listed bidders.


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Annexure 11Financial Evaluation Criteria Sheets

Annexure 11 - A Gross Annual Revenue share for Concessioning Authority

[Evaluation Criteria 5.1, to be submitted by the Bidder as F1] (Each data field to be filled online by the bidder at the time of submission)

Year of operation Gross annualrevenue

(in Rs. Million)

%age ofGrossannualrevenueShare

Amount of shared Grossannual revenue toConcessioning Authorityby the Concessionaire(in Rs. Million)

Year 1 (say 2010-11)

Year 2Year 3

Year 4

Year 5

Year 6

Year 7

Year 8

Year 9

Year 10

Year 11

Year 12

Year 13

Year 14

Year 15

Year 16

Year 17

Year 18

Year 19

Year 20

Year 21

Year 22


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Year of operation Gross annualrevenue

(in Rs. Million)

%age ofGrossannualrevenueShare

Amount of shared Grossannual revenue toConcessioning Authorityby the Concessionaire(in Rs. Million)

Year 23Year 24

Year 25

Year 26

Year 27

Year 28

Year 29

Year 30

Total shared gross annual revenue over 30 yearConcession Period

Rs. __________

Net Present Value applying 12% as discounting factor overthe total amount of Gross Annual Revenue shared

Rs. _____________

Note to the bidder:To be submitted as part of Financial Proposal by Proposal Due DateThe final amount at the last row and last column of the above table shall betaken as the Final financial quote for evaluation purpose. The Gross Annual Revenue to be shared, should be given upto 1 decimal

point. The Financial Bid Parameter is the Net Present Value (discounting factor12%) of Total Gross Annual Revenue shared in 30 years in Terms of IndianRupees.


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Annexure 11 - B - Financing of Investment and Equity stake by the Lead Member

(Evaluation Criteria 6.2 & 6.3, to be submitted by the Bidder as F2)(Each data field to be filled online by the bidder at the time of submission)

1. Financing of Investment(figures in INR Million)

Construction Period Operational PeriodYear 1 2 Upto 30

Aggregate InvestmentFunded By:

DebtEquityOthers (to specify)Total

Debt-equity ratio

Terms and Conditions of Debt and Other Instrument as mentioned above:

Instrument OverallTenure

Moratorium

InterestRate

Terms ofconversion, ifany

Remarks

DebtOthers (to specify)

Equity stake by the Lead Member

Equity stake by Lead Member __ %

Note to the bidder:To be submitted as part of Proposal by Proposal Due Date as part ofFinancial ProposalConstruction cost to include all the costs including interest duringconstruction, preliminary expenses, pre-operative expenses, contingencyThe details to be given Year-wise starting from the date of constructionPreference shares with maturity more than 5 years will be treated as part ofequity


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Annexure 12Proposal Security

[to be submitted by the Bidder as P7] (Scanned copies of the document to be uploaded at the time of online

submission)

Proposal Security

WHEREAS [NAME OF Bidder] (hereinafter called the Bidder) is submitting hisProposal for the implementation of the Azhikkal Port Project, hereinafter called theProposal.

KNOW ALL PEOPLE by these presents that We [NAME OF BANK] of [NAME OFCOUNTRY] having our registered office at [ADDRESS] (hereinafter called the

Bank) are bound unto Directorate of Ports , 5th Floor, New Corporation BuildingLMS Junction, Vikas Bhavan P.O, Palayam, Thiruvananthapuram- 695 033,KERALA, INDIA (hereinafter referred to as Concessioning Authority whichexpression shall, unless the context otherwise requires include its subsidiaries,successors and assigns) and represented by DoP, GoK in the sum of INR ________ (INR ________), for which payment well and truly to be made to the saidConcessioning Authority, the Bank binds itself, its successors and assigns by thesepresents.

The conditions of this obligation are:

a. If the Bidder withdraws or modifies its Proposal during the period of Validity ofProposal specified by the Bidder in the Proposal Form, OR

b. If the Bidder fails to respond to any reasonable requests of the ConcessioningAuthority, fails to furnish updated qualifications, or otherwise fails to comply withthe Proposal process; OR

c. In the case of a successful Bidder, if such Bidder fails within the specified timelimit

1. To sign the Project Agreements, or2. To furnish Performance Guarantee3. To pay the upfront Project Development Fee to the Concessioning Authority

within the time stipulated.If the Bidder agrees to extend the validity of the proposal, this Guarantee standsextended for further period of 30 days beyond the period of extension of thevalidity of the proposal by the bidder.

The Bank unconditionally pay the Concessioning Authority upon the first writtendemand from the Concessioning Authority issued through notice under registeredpost (explicitly understood as invocation of notice), forth with and without demur,


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cavil or argument, any sum or sums as stated by the Concessioning Authority withinthe limit of INR ________ (INR ________) as aforesaid, without the ConcessioningAuthority needing to show or prove any grounds or reasons for demanding the sumspecified, and not withstanding any difference of opinion between the ConcessioningAuthority and the Bank/Bidder.

In case of any delay by the Bank, in remitting the amounts under the presentGuarantee, within 15 days from the date of receipt of notice of demand from theConcessioning Authority, the Bank agrees to pay interest at the rate of 15% perannum compounded on quarterly rests from the date of demand, until the date ofpayment

The Bank also agrees that the Concessioning Authority at its option shall be entitledto enforce and invoke this Guarantee against the Bank as a principal debtor, withoutproceeding against the Bidder and notwithstanding any security or other Guarantee

the client may have in relation to the Bidders liabilities.

Provided that the liability of the Bank under this Guarantee shall not exceed the saidamount of INR ________ (INR ___________) exclusive of interest payable on theamount demanded in the notice till the date of payment to the ConcessioningAuthority and interest thereon. Any disputes concerning or under this Guaranteeshall be subject to the jurisdiction of Civil Courts located in Thiruvananthapuram.

This Guarantee will remain in force upto and including [DATE], 9 months after theProposal Due Date or as shall be extended by the Concessioning Authority, notice of

which extension to the Bank is hereby waived. Any demand in respect of thisguarantee should reach the Bank not later than the above date.

Signed, sealed with the Common Seal of the Bank, and delivered:

[Bank name and address]

For and on behalf of the Bank

[Authorized signatory][Signatory designation]

In the Presence of:Witness 1. Name & Address

2. Name & AddressNote to the Bidder:

To be submitted as Part of Proposal by Proposal Due Date


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Annexure 13Amendments Sought to

Draft License Agreement[to be submitted by the Bidder as P8]

(to be printed on Bidders letter head)(Scanned copies of the document to be uploaded at the time of online submission)

Directorate of Ports5th Floor, New Corporation BuildingLMS Junction, Vikas Bhavan P.OPalayam, Thiruvanthapuram- 695 033,KERALA, INDIA

Sub: Development of Azhikkal Port with Private Sector Participation

Amendments sought to Draft License Agreement

Dear Sir,

We have read and understood the Draft Concession Agreement in respect of thecaptioned project provided to us by Concessioning Authority.

Following are the amendments sought in draft License Agreement:No. Draft License Agreement

(Page No./ Clause)Amendment sought Remarks

We understand and confirm that the above amendments sought by us are only forconsideration of the Concessioning Authority/Government of Kerala, if acceptableand the Concessioning Authority/Government of Kerala is not bound to accept anyor all of the amendments sought as above.

Yours faithfully,

Authorized Signature:

Name & Title of Signatory:Name of BidderAddress:Common Seal

Note to the Bidder:To be submitted as part of Detailed Proposal by Proposal Due DateTo be signed by the Lead Member(s) in case of a Consortium.


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Annexure 14Performance Guarantee

[to be signed and submitted on Proposal Due Date as token of acceptancetowards completing and submitting in case the Bidder is chosen as

Concessionaire](Scanned copies of the document to be uploaded at the time of online submission)

Performance Guarantee

1. In consideration of Governor of the State of Kerala in his executive capacityfor the Government of the State of Kerala , acting through the Secretary,Ports with Directorate of Ports (hereinafter referred to as ConcessioningAuthority which expression shall, unless the context otherwise requiresinclude its subsidiaries, successors and assigns) having decided to select M/s[-----] incorporated in _____ having its registered office at _______,

hereinafter referred to as Concessionaire (which expression shall unless thecontext otherwise requires include its successors).

WHEREAS the Project Agreements refers to the Concession Agreement,Share Holders Agreement and any other Agreement to be entered intobetween the Concessioning Authority and Concessionaire, [M/s

___NAME___], for the purpose of implementing Azhikkal Port Project inKerala State through a Special Purpose Company (SPC).

AND WHEREAS the Concessionaire has undertaken to carry out the above

works and perform the services required for due implementation of the saidProject and in accordance with the terms of the Project Agreements. Incompliance with the Proposal submitted and Project Agreements relatedthereto, the Concessionaire has agreed to provide performance guarantee tothe Concessioning Authority in order to ensure the due and properimplementation of the Project;

AND WHEREAS the Concessionaire is required to furnish the ConcessioningAuthority with a Performance Guarantee Bank of Rupees ______________ Only (INR _______) as security for due compliance with the Concessionairesobligations in accordance with the conditions of the Project Agreements;

AND WHEREAS it is recognized by all concerned, that though the project ison commercial terms, nevertheless the project is also a work of Publicinterest.

2. KNOW ALL PEOPLE by these presents that We, the [name of Bank], havingour registered office at [registered office address] and this branch office at


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[branch office address], (hereinafter referred to as the Bank), do hereby givethe Concessioning Authority, on behalf of the Concessionaire, such aPerformance Guarantee in the form of a valid Bank Guarantee. The Bankhereby affirms that the Bank is the Guarantor and responsible to theConcessioning Authority, on behalf of the Concessionaire, upto a total ofRupees ______________ Only (INR _________) in case the Concessionairecommits breach of any covenants/conditions agreed with the ConcessioningAuthority in the Project Agreements or such other documents in respect of theAzhikkal Port Project.

3. The Bank undertakes to unconditionally pay the Concessioning Authority,upon the first written demand from the Concessioning Authority, issuedthrough a notice under Registered Post (explicitly understood as invocation ofthis Guarantee) forthwith and without demur, protest, objection or argument,any sum or sums within the limit of Rupees ____________ Only (INR

___________), as aforesaid, without the Concessioning Authority needing to

show or prove any grounds or reasons for demanding the sum specified, andnotwithstanding any difference of opinion between the ConcessioningAuthority and the Bank/ Concessionaire. It is always understood that thedecision of the Concessioning Authority regarding breach of any condition orcovenant by the Concessionaire is beyond dispute and shall always bebinding upon the Concessionaire /Bank. For the purposes of this Guarantee,the Concessionaire includes the SPC, which is to be formed by theConcessionaire. In case of any delay by the Bank in remitting the amountsunder the present Guarantee, the Bank within 15 days from the date of receiptof notice of demand from the Concessioning Authority, the Bank agrees to

pay interest at the rate of 15% per annum compounded on quarterly restsfrom the date of demand, until the date of payment.4. The Bank hereby expressly waives the necessity of the Concessioning

Authority demanding the said debt from the Concessionaire, beforepresenting the Bank with the demand. The Bank also agrees theConcessioning Authority shall be entitled to enforce this Guarantee againstthe Bank as a Principal Debtor, without proceeding against theConcessionaire and not withstanding any security or other Guarantee theConcessioning Authority may have in relation to the Concessionairesliabilities.

5. The Bank agrees that no change/ addition/ alteration/ amendment/ modification to the terms of any document, contract or agreement betweenthe Concessioning Authority and Concessionaire, or of the works to beperformed under such contract or agreement, or in any obligation of theConcessioning Authority or Concessionaire, shall in any way, release theBank from any liability under this Guarantee, and the Bank hereby waivesnotice of any such change/ addition/ alteration/ amendment/ modification.


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6. This Guarantee shall come into effect immediately upon being signed, sealedand delivered to the Concessioning Authority, and shall stand discharged atthe end of the Construction Phase as defined in the License Agreement,subject to this clause. This Guarantee shall remain in full force and effect andshall not be revoked during the above period. Provided that the Bankundertakes to give notice to the Concessioning Authority, full thirty (30) daysprior to the end of the validity of this Guarantee, and if such notice is notgiven, the validity of this Guarantee shall stand extended for a commensurateperiod after the (delayed) issue of such notice, and provided further that thisGuarantee shall continue to subsist till the notice is given under this clause,and period thereafter are satisfied.

7. The obligations of the Bank under this Guarantee shall be continuingobligations and shall not be satisfied, discharged or affected by anyintermediate or on-account payment.

8. The obligations of the Bank under this Guarantee are in addition to and not in

substitution for any other security or guarantee which the ConcessioningAuthority may at any time hold for the performance of the Concessionairesobligations under the Project Agreements.

9. Any enforcement or failure to enforce by the Concessioning Authority of anyother such security or guarantee, shall in no way relieve the Bank from itsobligations under this Guarantee.

10. This Guarantee shall not be affected by any change in the constitution of theConcessionaire or the Bank.

11. The neglect, forbearance or waiver of the Concessioning Authority inenforcement of payment of any moneys due to the Concessioning Authority

by the Concessionaire, or the grant of any extensions of time by theConcessioning Authority to the Concessionaire for fulfilling its obligations,shall in no way relieve the Bank from its liability under this Guarantee.

12. The Bank undertakes to pay to the Concessioning Authority any money sodemanded, notwithstanding any dispute or disputes raised by theConcessionaire or the Bank, on any grounds whatsoever, and notwithstandingany suit or proceeding pending before any arbitration panel, tribunal or court.The liability under this present Guarantee is absolute and unequivocal.

13. As an original and independent obligation under this Guarantee, the Bankshall keep the Concessioning Authority indemnified against any liability ofwhatever kind resulting from any of the Proposed Concessionairesobligations under the Project Agreements being or becoming void, voidable,unenforceable or ineffective against the Concessionaire (including, withoutlimitation, all legal and other costs, charges and expenses incurred by theConcessioning Authority in connection with preserving or enforcing, orattempting to preserve or enforce, its rights under the Project Agreements).The Bank shall pay on demand the amount of such liability whether or not the


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Concessioning Authority has attempted to enforce any rights against theConcessionaire.

14. Provided that the liability of the Bank under this Guarantee shall not exceedthe said amount of Rupees ____________ Only (INR ___________)exclusive of interest payable on the amount demanded in the notice till thedate of payment to the Concessioning Authority and interest thereon and itshall remain in force upto the completion of the Construction Phase asdefined in the License Agreement.

15. Any disputes concerning or under this Guarantee shall be subject to the jurisdiction of Civil Courts located in Thiruvananthapuram.

In witness whereof, we, the said Bank, have on this -- day of --, 2010, signed, sealedwith the Common Seal of the Bank, and delivered:

[Bank name and address]

For and on behalf of the Bank

[Authorized signatory]

[Signatory designation]

[Common Seal]

In the Presence of:Witness 1. Name & Address

2. Name & Address

Note to the Bidder:To be submitted by Proposal Due Date