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Signature of the Bidder Page | 1 BHARAT PETRORESOURCES LIMITED 9 th FLOOR, MAKER TOWERS, ‘E’ WING CUFFE PARADE, MUMBAI-400 005, INDIA (Part-I) TENDER FOR PROVIDING BUSINESS CO-ORDINATION SERVICES AT WOODLANDS/HOUSTON, USA, ON PART TIME BASIS, FOR TWO YEARS. Tender No. : BPRL/MOZ/BC/2014/01 Due Date:24 th February,2014 at 15.00 Hrs (IST)

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Page 1: BHARAT PETRORESOURCES LIMITED 9 FLOOR, MAKER TOWERS, … · 2014-02-13 · bharat petroresources limited 9th floor, maker towers, ‘e’ wing cuffe parade, mumbai-400 005, india

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BHARAT PETRORESOURCES LIMITED 9th FLOOR, MAKER TOWERS, ‘E’ WING

CUFFE PARADE, MUMBAI-400 005, INDIA

(Part-I)

TENDER FOR

PROVIDING BUSINESS CO-ORDINATION

SERVICES AT WOODLANDS/HOUSTON, USA,

ON PART TIME BASIS, FOR TWO YEARS.

Tender No. : BPRL/MOZ/BC/2014/01

Due Date:24th February,2014 at 15.00 Hrs (IST)

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INDEX

PART: A Specific Instructions to the Bidder.

PART: B Bid Qualification Criteria (BQC).

PART: C General Conditions of Contract.

Section I Definition of terms.

Section II General instruction for the Tenderer.

Section III Interpretation of contract documents.

PART: D Scope of works

Annex. I Price Bid Format.

Annex. II Deviation Statement.

Annex. III Bio-Data (Resume’).

Annex. IV Details of Wire transfer for EMD.

PART: E Standard Formats

Annex. A Proforma of Bank Guarantee for Earnest Money Deposit (EMD).

Annex. B Proforma of Bank Guarantee for Security Deposit (SD).

Annex. C Proforma for Integrity Pact.

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PART - A

Specific Instructions to the Bidder

1. The Tender is a two bid tender and the respective documents should be submitted in two

parts in separate sealed covers.

a. Part-I (Techno-Commercial Bid) comprising of Specific Instructions to the bidders, Bid Qualification Criteria (BQC), General Conditions of Contract, EMD Details, Integrity Pact document, Documentary evidences as proof of satisfying the BQC, Deviation Statement (if any), Bio data, Scope of works with relevant Annexures including Price Bid Format WITH PRICES BLANKED OUT and marked “quoted” against each item. The above documents should be duly stamped and signed (on all pages) by the Bidder and to be kept in an envelope (First Envelope) marked as “Techno-Commercial Bid”.

b. Part–II (Price bid) should contain only the prices in the prescribed Price Bid format, duly sealed and signed, and shall be put in a separate envelope (Second Envelop) marked as “Price Bid”.

c. Both the First & Second envelops marked as “Techno-Commercial Bid” and “Price Bid”, respectively, shall be sealed separately and put into another envelope (Third Envelope) super scribed with the above tender name/number, due date and time. This Third envelope shall then be sealed and sent to the following address on or before the Due date/Time.

Sr. Manager (Moz. Assets) M/s. Bharat PetroResources Ltd. 9th Floor, Maker Towers, ‘E’ Wing Cuffe Parade, Mumbai-400 005, India

d. Any clarifications regarding the tender can be had from the following persons at

our BPRL Mumbai Office on any working day during normal working hours (Monday to Friday from 10 Hrs to 17 Hrs IST).

Mr. Tarun T. Dey Mr. Sam G. Kurian Manager (Assets) Sr. Manager (Assets) Phone: +91 22 22175646 +91 22 22175645 E- mail: [email protected] [email protected]

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2. Earnest Money Deposit (EMD): Bidders are required to wire transfer the EMD of USD 1670 to the BPRL account as given below and send the details of wire transfer along with the Techno-

Commercial Bid (Annexure-IV of Part D ):

Beneficiary Details Beneficiary Name : Bharat PetroResources Limited

Account Number : 0900911177700197

Banker : BNP PARIBAS, FORT BRANCH, INDIA

SWIFT CODE : BNPAINBBXXX

NOSTRO DETAILS Account Number : 200-191450-001-62

SWIFT CODE : BNPAUS3NXXX

Banker : BNP Paribas, NewYork

Bids without EMD will be summarily rejected.

3. Your bid should be for valid for a period of 90 days from the opening of the Techno-

Commercial Bids. 4. We request you to carefully go through all tender documents before submitting your

quotations in two parts i.e. Technical Bid and Price Bid.

5. Please note that any exceptions or deviations to the tender documents are necessarily to be recorded in the Deviation Statement attached as Annexure-II of Part D. The deviation statement is required to be submitted along with Techno-Commercial bid. Any exceptions/ deviations brought out elsewhere in the bid shall not be considered.

6. All the bidders are required to provide their complete Bio data including educational

background & work experiences; communication details/address including email address/phone No./Fax No. etc,(Annexure-III of Part D); Tax Residency Certificate from USA authorities, has to be submitted as and when requested.

7. Withholding Tax, if any, shall be deducted as per Indian Income Tax Act 1961.

8. You are also requested to keep us informed of any change in address / status of your business / contact details including email address etc.

9. Please note that the Due date/time for receiving the tenders is 24th February, 2014 at

15:00 hours, Indian Standard Time (IST). Bids received after the Due date/Time will not be accepted.

10. BPRL reserves the right to accept or reject, any or all tenders received at its absolute

discretion without assigning any reason whatsoever.

End of Part A

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PART-B BID QUALIFICATION CRITERIA (BQC)

Criteria:

1) Bidder should be an Individual desiring to offer services for BPRL. 2) Age of the Individual shall not be above 58 years on the date of

submission of bid. (Attested copy of Birth Certificate or any other equivalent documents, as a proof of Date of Birth, required)

3) Individual should be a graduate or equivalent and fluent in English. (Attested copy of graduation certificate or equivalent document required)

4) The individual providing the services should be based within 100 miles from Woodlands/Houston, USA. (Attested copy of residence address proof required)

5) Individual should have prior experience of having worked in the Oil & Gas (O&G) Industry or in providing business co-ordination/liaison services in connection with Upstream O&G Industry in USA for at least 3 years. (Documentary evidence required).

6) Of these, at least one year experience should be on business co-ordination/liaisoning on projects of a total outlay USD 5 Billion or above (Documentary evidence required).

7) Individual shall be legally eligible (either by way of Citizenship or Visa) to reside and work in Houston for this assignment for the entire period of service. BPRL shall not be providing any assistance/guarantees on this account. (Attested copy of Documentary evidence required).

8) Even though the job is predominantly based on Woodlands/Houston, the individual shall be prepared to travel for business requirements for short periods of time to locations other than Woodlands/Houston in USA or abroad. Travel expenses on this account would be reimbursed. For travel outside USA, BPRL shall assist for necessary travel documents.

9) Individuals to have a car and a valid Driving License for driving in the state of Texas. (Attested copy of Documentary evidence required).

Besides documentary evidences, Interview shall be conducted in person or through video conferencing to ascertain the veracity of the qualification criteria.

Note Bidder with Court/Arbitration proceedings pending or any record of such proceeding in the past five years, will not be considered.

The bidder should not be put on Holiday by BPRL/BPCL or blacklisted by any Government Department/Public sector as on the due date of submission of bid. If the documents were issued inadvertently/downloaded from website, offers submitted by such bidders shall not be considered for opening/evaluation/award.

End of Part B

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PART – C

GENERAL CONDITIONS OF CONTRACT

SECTION – I

DEFINITION OF TERMS

1. In the contract documents as herein defined where the context so admits, the following words and expressions will have following meanings:

a. “The Owner/Company/BPRL” means the Bharat PetroResources Limited,

incorporated under the laws of Companies Act 1956 at Registrar of Companies Mumbai (hereinafter referred to as BPRL) having its registered office at 4 & 5, Currimbhoy Road, Ballard Estate, Mumbai - 400 001 or their successors or assigns

b. “The Contractor”/”Bidder”/”Tenderer” means the individual/person who has submitted the bid/whose tender has been accepted by the Owner and includes the Contractor’s legal representative, his successor and permitted assigns.

c. Both The Company and The Contractor are individually called as Party and collectively called as Parties.

SECTION – II

GENERAL INSTRUCTION FOR THE TENDERER

2.0 SUBMISSION OF TENDER: 2.1 Addenda/Corrigenda to this tender document, if issued must be signed and submitted

along with the tender document. The tenderer should consider the Addenda/Corrigenda and should price the work based on revised quantities when amendments for quantities are issued in addenda.

2.2 INSTRUCTIONS FOR TWO PART BIDDING

i) The bid should be submitted in two parts viz.

a. Techno-Commercial bid. b. Price bid.

ii) Techno-Commercial bid shall have the following information/details a. Technical deviation, if any. b. Commercial deviation, if any like extra taxes, duties etc. c. Copy of Price Bid Format with prices blanked off. d. Any other relevant information.

iii) Price Bid shall have only prices.

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3 DOCUMENTS:

3.1 The tenders, as submitted shall include all documents/details asked for by BPRL in the Tender enquiry.

3.2 All pages to be initialed:

Wherever signed tender documents are submitted, all signatures in the documents shall be dated, as well as all the pages of the documents shall be initialed at the lower left hand corner and signed wherever required in the tender papers by the tenderer before submission of tender. Tenders without signatures as stated above are liable to be rejected.

3.3 Rates to be in Figures and Words: The tenderer should quote the rates in English both in figures as well as in words. Offers received without the rates in figures and in words are liable for rejection. In case of discrepancy exists between the rate quoted in figures and in words, the rates quoted in words will prevail.

3.4 Corrections and Erasures: All corrections and alteration in the entries of tender papers will be signed in full by the tenderer with date. No erasures or over-writings are permissible. In case of priced bids containing overwriting/cuttings/erasures in the quoted rates and in case these are not attested by the signatory of the bid, such priced bids are liable to be rejected without giving any further notice.

3.5 Signature of Tenderer: The tender shall contain the name, residence and place of business of person making the tender, and shall be signed by the tenderer with his usual signature with stamp.

4 (a) EARNEST MONEY DEPOSIT (EMD): The tenderer must submit/ deposit earnest money, as specified in the covering letter, failing which the tender is liable to be rejected. The earnest money can be deposited in the form of Wire transfer or Demand Draft or Bank Guarantee in favour of Bharat PetroResources Limited payable at Mumbai, India. NOTE: The Bank Guarantee so furnished by the tenderer shall be in the proforma prescribed by the owner which is enclosed as Annexure A. No interest shall be paid by the Owner on the earnest money deposit by the tenderer. The earnest money of the unsuccessful tenderer will be refunded. (b) SECURITY DEPOSIT a. The successful tenderer before commencement of the work, shall have to provide

to the Company, by way of security, a money deposit or a Bank Guarantee in the standard format enclosed as Annexure-B for USD 1670.

b. The security deposit will be retained till the successful completion of the work. In the case of security deposit in the form of a Bank Guarantee, the same shall be kept valid by the tenderer at his cost till the completion of the work under contract and

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shall be extended from time to time. No interest will be payable on security deposit.

5 VALIDITY Tender submitted by tenderers shall remain valid for acceptance for a period of 90 days from the date of opening of the tender (Technical Bid in the case of two bid). The tenderer shall not be entitled during the said period of 90 days, without the consent in writing of the Owner, to revoke, or cancel his tender or vary the tender given or any term thereof. In case of tenderer revoking or canceling his tender, varying any terms in regard thereof without the consent of Owner in writing, appropriate penal action will be taken by BPRL as deemed fit including putting the tenderer/contractor on ‘Holiday listing’/’Delisting’ barring the tenderer/contractor from participating in future tenders for an appropriate period from the date of revocation/cancellation/varying the terms. Further the earnest money deposited by him will be forfeited. Once the quotation is accepted the rates quoted shall be firm till the entire work is completed.

6 ADDENDA / CORRIGENDA Addenda/ Corrigenda to the tender documents may be issued prior to the date of

opening of the tenders to clarify documents or to effect modification in the design or tender terms. All addenda/corrigenda issued shall become part of tender Document.

7 RIGHT OF OWNER TO ACCEPT OR REJECT TENDER

a) The right to accept the tender will rest with the Owner. The Owner, however, does not bind itself to accept the lowest tender, and reserves to itself the authority to reject any or all the tenders received without assigning any reason whatsoever.

b) Tenders in which any of the particulars and prescribed information are missing or are incomplete in any respect and/or the prescribed conditions are not fulfilled are liable to be rejected.

c) Canvassing in connection with tenders is strictly prohibited and tenders submitted by the tenderer who resort to canvassing will be liable to rejection.

d) Tender containing uncalled remarks or any additional conditions are liable to be rejected.

8 INTEGRITY PACT (IP):

The bidders will be required to sign an Integrity Pact with BPRL in the attached format (Annexure C). Please ensure that Integrity Pact is signed on all the pages by the authorized signatory (same as that of signatory to the bid) as a token of acceptance of the same. This document is essential and binding. Bidder failure to return the Integrity Pact duly signed along with the techno-commercial bid documents shall result in the bid not being considered for further evaluation and deemed to be rejected.

9 RETIRED GOVERNMENT OR COMPANY OFFICER No Engineer of Gazetted rank or other Gazetted Officer, employed in Engineering or Administrative duties in an Engineering Department of any Indian State/Central Government or of the Owner is allowed to work as a Contractor for a period of two years after his retirement from Indian State/Central Government service or from the employment of the Owner without the previous permission of the Owner. The contract,

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if awarded, is liable to be cancelled if either the contractor is found at any time to be such a person, who had not obtained the permission of the aforesaid Government, and of the Owner as aforesaid before submission of tender, or engagement in the Contractor’s service as the case may be.

10 SIGNING OF THE CONTRACT The successful tenderer shall be required to execute an agreement within a period of two weeks of the receipt by him/her of the notification of acceptance of tender. The payment will not be processed till the time the agreement is executed.

SECTION – III

INTERPRETATION OF CONTRACT DOCUMENTS

11 INTERPRETATION OF CONTRACT DOCUMENT 11.1 Except if and to the extent otherwise provided by the Contract, the provisions of the

General Conditions of Contract and special conditions shall prevail over those of any other documents forming part of the contract. Several documents forming the contract are to be taken as mutually explanatory. Should there be any discrepancy, inconsistency, error or omission in the contract or any of the matter may be referred to Engineer-in-Charge, who shall give his decisions and issue to the Contractor instructions directing in what manner the work is to be carried out. The decision of the Engineer-in-Charge shall be final and conclusive and the contractor shall carry out work in accordance with this decision.

11.2 Headings and marginal notes to the clauses of these General Conditions of Contract or

to specifications or to any other tender document are solely for the purpose of giving a concise indication and not a summary of the content thereof, and they shall never be deemed to be part thereof or be used in the interpretation or construction thereof of the Contract.

11.3 Singular and Plural In these contract documents unless otherwise stated specifically, the singular shall include the plural and vice-versa wherever the context so requires. Words indicating persons shall include relevant incorporated companies/registered as associations/ body of individual/ firm or partnership.

12 CONTRACTOR TO OBTAIN HIS OWN INFORMATION The contractor in fixing rate shall for all purposes whatsoever be deemed to have himself independently obtained all necessary information for the purpose of preparing his tender. The contractor shall be deemed to have examined the Contract Documents, to have generally obtained his own information in all matters whatsoever that might affect the carrying out of the works at the scheduled rates and to have satisfied himself to the sufficiency to his tender. Any error or omission therefrom shall not vitiate the

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contract or release the Contractor from executing the work comprised in the contract according to scope of work at the scheduled rate. He/she is deemed to have known the scope, nature and magnitude of the works and the requirements of materials and labour involved etc. and as to what all works he has to complete in accordance with the contract documents whatever be the defects, omissions or errors that may be found in the Contract Documents. He/she is deemed to have acquainted him/herself as to his/her liability for payment of Government taxes, customs duty and other charges. Any neglect or failure on the part of the Contractor in obtaining necessary and reliable information upon the foregoing or any other matters affecting the contract shall not relieve him from any risk or liabilities or the entire responsibility from completion of the works at the scheduled rates and time in strict accordance with the contract documents. No verbal agreement or inference from conversation with any officer or employee of the owner either before or after the execution of the contract agreement shall in any way affect or modify any of the terms or obligations herein contained.

13 SECURITY DEPOSIT 13.1 To ensure performance of the contract and due discharge of the contractual

obligations, the successful contractor will have to provide Security Deposit of USD 1670. This Security deposit may be furnished in the form of a Wire transfer or Account payee Demand Draft in favour of Bharat PetroResources Ltd., payable at Mumbai or Bank Guarantee in the prescribed format. The contractor shall have the option to adjust any Earnest Money Deposit (EMD) if paid by demand draft towards security deposit if he so desires or otherwise if submitted by way of bank guarantee the validity of the same to be extended suitably as advised by BPRL.

In the case of Security Deposit submitted in the form of Bank guarantee, the Bank Guarantee shall be valid and remain in force till the contractual completion period and with a claim period of six months thereafter. The Bank Guarantee shall be in the form prescribed. This security deposit will be retained till the successful completion of the work.

13.1 All compensation or other sums of money payable by the contractor to the Owner under terms of this contract may be deducted from his security deposit/retention money or from any sums which may be or may become due to the contractor by the Owner on any account whatsoever and in the event of his security deposit being reduced by reasons of any such deductions. The contractor shall within ten days thereafter make good any sum or sums, which may have been deducted from his security Deposit. No interest shall be payable by the Owner from sum deposited as security deposit.

13.2 The security deposit shall be held by the Owner, as security for the due performance of

the Contractor’s obligations under the contract, provided that nothing herein stated shall make it incumbent upon the Owner to utilize the security deposit in preference to

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any other remedy which the Owner may have, nor shall be construed as confining the claims of the Owner against the contractor to the quantum of the Security Deposit.

13.3 The Bank guarantee if submitted shall be from any Indian scheduled bank or an

international bank of repute having a branch in India or a corresponding banking relationship with an Indian scheduled bank. The security deposit shall be in the same currency to that of the quotation submitted by the bidder.

14 FORCE MAJEURE For the purpose of this engagement, "Force Majeure" means an event which is beyond the reasonable control of a Party, and which makes a Party's performance of its obligations hereunder impossible or so impractical as reasonably to be considered impossible in the circumstances, and includes, but not limited to, war, riots, civil disorder, earthquake, fire, explosion, storm, flood, or other adverse weather conditions, strikes, lockouts or other industrial action (except where such strikes, lockouts or other industrial action are within the power of the Party invoking Force Majeure to prevent), confiscation or any other action by government agencies. Force Majeure shall not include (i) any event which is caused by the negligence or intentional action of a Party or such Party's agents or employees, nor (ii) any event which a diligent Party could reasonably have been expected to both (A) take into account at the time of conclusion of this Engagement and (B) avoid or overcome in the carrying out of its obligations hereunder.

End or Part-C

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PART – D

SCOPE OF WORK

1. Scope of Work broadly includes, but not limited to the following:

a) Co-ordinating the business interests of BPRL with the Woodlands, Texas based Operator (s),

in connection with oil and gas assets in East Africa, South America or elsewhere, as directed

by BPRL.

b) Providing business co-ordination services required on part-time basis – 2 days a week, or as

specified by BPRL.

c) Attending meetings/presentations etc and interacting, liaising and seeking clarifications from

the Woodlands based Operator(s) or business associates on matters as advised by BPRL.

d) Communicating and updating BPRL officials /management on regular basis on the project

developments and related matters.

e) Providing inputs and support services for generating business, services and opportunities that

may be required in respect of existing or potential business interest of BPRL or its affiliates or its

Parent Company, directly or indirectly.

f) Any other services that the Company may require from the Contractor, from time to time.

2. Duration of Contract: The duration of the contract shall be for a period of two years. However,

the contract can be terminated with sixty (60) days notice from either side. The Contractor

undertakes to ensure that he/she holds him/herself available to perform the services on the

terms and conditions and in the manner as provided herein in this tender.

3. Performance of Duties: The Contractor shall perform his/her duties in the offices of the

Company, or its Affiliates, or at client sites, or its Operator’s office at The Woodlands, or at

other locations, as mutually agreed. At his/her discretion, the contractor may reject to provide

any services or duties that are improper and / or unethical. In addition, the contractor will not

engage in any services or activities that are in violation of Texas Law.

a) The Contractor agrees that he/she will serve the Company and / or any of its Affiliate to the

best of his/her ability, and while engaged, devote attention and efforts to the business and

affairs of the Company and / or any of its Affiliates.

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b) The Company acknowledges that the Contractor, from time to time, may be engaged in

performing services for other entities, firms, persons or companies, outside of this tender.

The Contractor agrees not to engage him/herself in any venture which is in conflict with

current or proposed activities of the Company while representing the Company.

4. Working Hours: The Contractor is required to provide his/her services on part-time basis for

two days (on week days) working in a week. Each day will be considered for a minimum of 8

hours working. Work timings would be fixed by the Company on need basis. In exceptional

circumstances, based on the need of the job, BPRL may advise the Contractor to work more

than two days in a week, on week days.

No extra payment will be made towards conveyance between Contractor’s residence and work

place which could be the Operator’s office at The Woodlands.

5. Reimbursement for Out-of-pocket Expenses: The Company agrees to reimburse (against

submission of actual invoices) the Contractor all reasonable necessary out-of-pocket expenses

incurred by him/her in the performance of Services under this Tender, subject to the

Company's normal policies for expense verification. Before incurring such expenses the

Contractor needs to take prior approval from the officer in-charge of the Company.

6. Payments Terms. The Contractor shall, within 7 days from the last day of each calendar month,

submit Invoice along with a written report to the Company, setting forth its time actually spent

on the Business Co-ordination Services for the Company and / or its Affiliates, with a brief

description of the services rendered for each time segment from the date of the immediately

preceding report. The Company shall pay the Compensation for such reporting period within

30 calendar days after the Invoice & report is submitted. In the event of termination of the

contract, the Contractor shall submit the final Invoice along with written report to the

Company within 7 days of termination, and the Company shall pay such Compensation within

14 days of receipt of the final invoice. All payments will be made in US$ only. Withholding

Taxes, if applicable, will be deducted from each payment, as per Indian Income Tax Act 1961.

7. Confidentiality: The Contractor shall concurrently execute and deliver to the Company a

Confidentiality Agreement in the Company’s standard form, pursuant to which the Contractor

shall agree to preserve the confidentiality of all information and other trade secrets,

whatsoever, of the Company, or its Affiliates or Operator(s), during the period of the contract

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and also upto a period 5 years beyond the expiry of the contract.

8. Termination: The contract shall automatically terminate upon (a) the dissolution, liquidation or

bankruptcy of the Contractor, or (b) non-availability of the Contractor, due to any reason,

whatsoever, including due to the reasons of his/her resignation, and death or permanent

disability or (c) upon any breach by either Party under the contract which is not cured within 10

days following notice thereof from the other party or (d) upon a notice of termination as stated

in Clause 2 above.

9. Independent Contractor: The Contractor agrees and acknowledges that in performing his/her

duties pursuant to the contract, he/she shall be acting as an independent contractor, and not

as an employee, agent, partner or joint venture of the Company and / or any of its Affiliate. The

Contractor, agrees that he/she shall not be authorized to, nor shall he/she, enter into any

commitments, agreements or undertakings or assume any responsibilities in the name or on

behalf of the Company and / or any of its Affiliates; and he/she agrees to indemnify and hold

the Company and / or any of its Affiliates harmless from and against any and all claims and

liabilities arising out of any such breach by him/her of this undertaking.

10. Successors and Assigns. Due to the personal nature of the services to be performed by the

Contractor, in terms of his/her experience and expertise to perform such services in a

professional manner, the Contractor agrees that he/she shall not assign or transfer any of

his/her duties or obligations under the contract, and any attempt to do so shall constitute a

breach by the Contractor of its obligations under the contract. All covenants and agreements

herein shall bind and inure to the benefit of the respective heirs, executors, administrators,

successors and assigns of the Parties hereto.

11. GOVERNING LAW AND JURISDICTION

This Engagement shall be governed by and construed in accordance with Indian Law. The

Indian courts in Mumbai shall have the exclusive jurisdiction.

12. ARBITRATION

The Contractor and BPRL shall settle disputes arising out of this agreement in good faith. In the

event that a dispute cannot be so resolved after 30 days, the Parties agree that the agreement

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shall be subject to arbitration under the Indian Arbitration & Conciliation Act 1996 and the

UNCITRAL Rules. Notwithstanding anything to the contrary in such rules, there shall be three

arbitrators, one appointed by BPRL, one appointed by the Contractor and the third appointed

by the other two arbitrators. The exclusive venue of arbitration shall be Mumbai, India. The

Party prevailing in the arbitration shall be entitled to an award of its costs and attorneys' fees.

No aspect of any arbitration proceedings shall be made public by either Party.

13. MISCELLANEOUS

a) Headings used in this document are for ease of reference only and shall not affect its interpretations.

b) The Contractor including their personnel shall comply with all laws, regulations and requirements of local or other authority in the county where the work is to be performed.

c) The Contractor shall, at no additional cost to BPRL, self insure or effect and maintain adequate insurance (including their personnel) to cover the liabilities of any kind and as may be required by any applicable governmental or other appropriate bodies, shall in no way take responsibility or liability on this account.

d) The Contractor shall be responsible for payment of all taxes, duties and charges (and any penalties thereon) assessed or levied by any appropriate Govt. authority

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ANNEXURE- I

Price Bid Format (Price Not to be Quoted here)

Your Quote shall be in USD only

S. No.

Description Unit Quantity

(A)

Unit Price (Rate per

Unit) (in US$)

(B)

Amount

(in US$) (A*B)

1.

Professional fees for providing Business Co-ordination Services for 2 days (Week days) working in a week. Each day shall be considered for a minimum of 8 hours working. (Rate shall be fixed and valid throughout the contract period).

Week

104

2. Professional fees for providing Business Co-ordination Services for any additional days (on week days) working over and above 2 days in a week as mentioned in S. No.-1 above. (This item is provisional). Each day shall be considered for a minimum of 8 hours working. (Rate shall be fixed and valid throughout the contract period).

Day 10

Sub Total ( X)

Tax (@________ %) , if any (Y)

Grand Total (inclusive of Tax) (X+Y)

Total Amount in words: US$

Contractor’s Signature with seal

Please do not quote here.

Price to be quoted only in

Price Bid (Part-II)

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ANNEXURE - II

DEVIATION STATEMENT

1. NIL DEVIATIONS

OR 2. DEVIATIONS AS GIVEN BELOW/ AS PER ATTACHED SHEET CONTRACTOR’S SIGNATURE

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ANNEXURE - III

BIO-DATA (RESUME’)

BIO-DATA (RESUME’) AS GIVEN BELOW/ AS PER ATTACHED SHEET

CONTRACTOR’S SIGNATURE

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ANNEXURE - IV

DETAILS OF WIRE TRANSFER FOR THE ‘EMD’

DETAILS OF WIRE TRANSFER OF USD 1670 TOWARDS EARNEST MONEY DEPOSIT IS GIVEN BELOW:

CONTRACTOR’S SIGNATURE

End of Part-D

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PART-E

STANDARD FORMATS

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ANNEXURE- A

PROFORMA OF BANK GUARANTEE (EARNEST MONEY DEPOSIT)

(On Non-Judicial Stamp paper for appropriate value) BANK GUARANTEE NO. : BANK GUARANTEE AMOUNT : EXPIRY DATE : (6 MONTHS FROM TENDER DUE

DATE) 3 MONTHS CLAIM DATE : (FROM EXPIRTY DATE) TENDER NO. /DATE : JOB DESCRIPTION/ LACATION :

In consideration of the Bharat PetroResources Ltd’ (hereinafter called “the Owner’s”) having agreed to exempt M/s. ______________________________________(hereinafter called “the said Contractor(s)” ) from the payment of Earnest Money against Tender No,__________________________ dated _____________ issued by Owner’s, on production of a Bank Guarantee for USD 1670 only. We (Bank’s name ) ___________________________, bank do hereby undertake to indemnify and keep indemnified the Owner’s by reason of any breach by the said Contractor(s) of any of the terms and conditions contained in the Tender Notice/documents. We, __________________________________ further agree that the guarantee herein contained shall remain in the full force and effect during the period that would be taken for the finalisation of the said Tender and that it shall continue to be enforceable till the Tender is finally decided and order placed on the successful Tenderer. We, ________________________________, further agree that the Owner’s shall be the sole judge of and as to whether the said Contractor has committed any breach or breaches of any of the terms and conditions of the tender/or the contract and the extent of loss, damage, costs, charges and expenses caused to or suffered by or that may be caused to or suffered by the Owner’s on account thereof to the extent of the earnest money required to be deposited by the contractor in respect of the said tender or the contract and the decision of the Owner’s that the said Contractor has committed such breach or breaches and as to the amount or amounts of loss, damage, costs, charges and expenses caused to or suffered by or that may be caused to or suffered by the Owner’s from time to time shall be final and binding on us. Notwithstanding anything contained in forgoing, our liability under this guarantee is restricted

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to USD 1670 only. The Guarantee shall remain in force till ________________ Months i.e. ________________. Unless a claim under this guarantee is made within six months from the expiry date herein before mentioned the Owner’s shall have not rights under these presents. We, _________________, lastly undertake not to revoke this Guarantee during its currency except with the previous consent of the Owner’s in writing/. Dated the _________________ day of ______________________2014

Yours faithfully. For …………………………………………..

Signature

Name & Designation

Name of the Branch

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ANNEXURE- B

PROFORMA OF BANK GUARANTEE (SECURITY DEPOSIT )

(On Non-Judicial Stamp paper for appropriate value) BANK GUARANTEE NO. :

BANK GUARANTEE AMOUNT :

EXPIRY DATE : (6 months from the date of completion as per LOI) 6 MONTHS CLAIM DATE : (from the date of expiry ) LOI/AGREEMENT NO./ : JOB DESCRIPTION : In consideration of the Bharat PetroResources Limited (hereinafter called “ the Owner’s which expression shall include its successors and assigns ) having awarded certain work for and relative to M/s………………… ……………(name and address of the Contractor ) upon certain terms and conditions interalia mentioned in the Owner’s Letter of Intent No………………. dated……………………..for the job …………………………………………… (hereinafter collectively called the “the contractor” expression shall include any formal contract entered into between the Owner and Contractor in suppression of the said Letter of Intent and all amendments and/or modifications in the contract) inclusive of the condition that the Owner may accept a Bank Guarantee of a Scheduled Bank in India in lieu of Cash Deposit of the Initial Security Deposit as provided for in Clause of the General Conditions of Tender : We, …………………………………………… (Name of the Bank) ………………… Having registered and head office at ………………………… (herein after called “The Bank”) at the request of the Contractor and with the intent to bind the Bank and its successors and permitted assigns, do hereby unconditionally and irrevocably guarantee payment to the Owner at New Delhi of the unpaid balance of the initial Security Deposit upto and aggregate limit of Rs. ………………………….. (Rupees ……………………………………………). And

undertake to pay the Owner on demand and without protect or demur the unpaid balance of said initial Security Deposit subject to the aggregate limit of aforesaid of Rs……………………………….. (Rupees ……………………..only )

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And The Bank does hereby further agree as follows: 1) The guarantee/undertaking herein contained shall remain in full force

And effect during the period that would be taken for the performance of the said Contract and the claims of the Owner relative thereto satisfied and/or discharged and the Owner accordingly discharges this Guarantee/undertaking subject. However, that the Owner shall have claim under this Guarantee./undertaking after expiry date………………..2014, unless a notice of the claim under this Guarantee/undertaking has been served on the Bank before the expiry of the claim date, in which event the same shall be enforceable against the Bank notwithstanding that the same is enforced till………………… after the expiry date, namely ( claim date). The claim date shall be valid for six months from the expiry date.

2) The Owner shall have the fullest liberty without reference to the Bank and without affecting

in any way the liability of the Bank under this Guarantee/undertaking, at any time and/or from time to time to anywise vary the said contract and/or any of the terms and conditions therefore or of or relative to the said initial Security Deposit or to extend time of performance of the said Contract in whole or part or to postpone for any time and/or from time to time any of obligations of the Contract and/or power exercisable by the Owner against the Contractor and either to enforce or for bear from enforcing any of the terms and conditions of or governing the said Contract or the said initial Security Deposit or the securities available to the Owner or any of them and the Bank Shall not be released from its liability under these presents and the liability of the Bank shall remain in full force and affect notwithstanding any exercise by the owner of the liberty with reference to any or/all the matters aforesaid or by reason of time being given to the Contractor or any other forbearance, act or omission on the part of the Owner or any indulgence by the Owner to the contractor or of any other act, matter or thing whatsoever which under the law relating to sureties would, but for this provision, have the effect of releasing the Bank from its liability hereunder or any part.

3) It shall not be necessary for the Owner to proceed against the Contractor before

proceeding against the Bank and the Guarantee/ Undertaking herein contained shall be enforceable against the Bank notwithstanding the existence of any other security for any indebtedness of the Contractor to the Owner (including relative to the said initial security deposit) and notwithstanding any such security deposit) and notwithstanding any such security shall at the time when claim it made against the Bank or proceeding taken against the Bank hereunder, be outstanding or unreels.

4) The amount stated by the Owner in any demand, claim or notice as the unpaid balance of

the said initial security deposit for the time being shall be between the Bank and the Owner for the purpose of these presents be conclusive of the said balance.

5) The liability of the Bank to the Owner under this Guarantee/undertaking shall remain in full

force and effect notwithstanding the existence of any difference or dispute between the Contractor and the Bank/and or the Bank and the Owner, or otherwise howsoever touching or effecting these presents or the liability of the Contractor to the Owner and notwithstanding the existence of any instructions or purported instructions by the

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Contractor or any other person to the Bank not to pay or for any cause withhold or defer payment to the Owner under these presents, with the intent that notwithstanding the existence of such difference, dispute or instruction, the Bank shall be and remain liable to make payment to the Owner in terms hereof.

6) The Bank shall not revoke this Guarantee/undertaking during its currency except with the

previous consent of the Owner in writing and also agreed that any change in the constitution of the Contractor or the Bank or the Owner shall not discharge the Bank’s liability hereunder.

7) The Bank does hereby declare that ……………….. Name of the person signing on behalf of the

Bank) …………..who is ……………………….., is authorized to sign this Guarantee/undertaking on behalf of the Bank and to bind the Bank thereby.

Dated this …………………….day of ……………………..2014

Yours faithfully,

For ……………………………………….. Signature Name & Designation Name of the Branch

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Annexure-C

INTEGRITY PACT

General

This pre-bid pre-contract Agreement (hereinafter called the Integrity Pact) is made on ________________________________________________ day of the month of 2014, between, Bharat PetroResources Limited (hereinafter called the "Principal", which expression shall mean and include, unless the context otherwise requires, his successors in office and assigns) of the First Part and M/s_________________________________________ (hereinafter called the "BIDDER /Seller/Contractor/Supplier" which expression shall mean and include, Seller, Contractor/Supplier and unless the context otherwise requires, his successors and permitted assigns) of the Second Part. WHEREAS the Principal proposes to award, under the laid down organization procedures, contract/s for Business Coordination Services at Woodlands/Houston, USA, on Part Time basis, for a period of two Years. The Principal values full compliance with all relevant laws and regulations, and the principles of economic use of resources, and of fairness and transparency in its relations with its Bidders. The Principal will appoint an Independent External Monitor who will monitor the tender process and the execution of the contract for compliance with the Principles mentioned above. WHEREAS the Principal proposes to procure services for Business Coordination work at Woodlands/Houston, USA, and the BIDDER is willing to offer/has offered his/her services. WHEREAS the BIDDER is an Individual and the PRINCIPAL is a Government Company. NOW THEREFORE, To avoid all forms of corruption by following a system that is fair, transparent and free from any influence/prejudiced dealings prior to, during and subsequent to the currency of the contract to be entered into with a view to :- Enabling the PRINCIPAL to obtain the desired services at a competitive price in conformity with the defined specifications by avoiding the high cost and the distortionery impact of corruption on public procurement, and Enabling BIDDERs to abstain from bribing or indulging in any corrupt practice in order to secure the contract by providing assurance to them that their competitors will also abstain from bribing and other corrupt practices and the PRINCIPAL will commit to prevent corruption, in any form, by its officials by following transparent procedures. The parties hereto hereby agree to enter into this Integrity Pact and agree as follows: 1. Commitments of the PRINCIPAL 1.1 The PRINCIPAL undertakes that no official of the PRINCIPAL, connected directly or

indirectly with the contract, will demand, take a promise for or accept, directly or through intermediaries, any bribe, consideration, gift. reward, favour or any material or immaterial

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benefit or any other advantage from the BIDDER, either for themselves or for any person, organisation or third party related to the contract in exchange for an advantage in the bidding process, bid evaluation, contracting or implementation process related to the contract.

1.2 The PRINCIPAL will, during the pre-contract stage, treat all BIDDERs alike, and before and during the tender process will provide to all BIDDERs the same information and will not provide any such information to any particular BIDDER which could afford an advantage to that particular BIDDER in comparison to other BIDDERs.

1.3 The principal will exclude from the process all known prejudiced persons.

1.4 All the officials of the PRINCIPAL will report to the Vigilance office of its Holding company

(Bharat Petroleum Corporation Ltd) for any attempted or completed breaches of the above commitments as well as any substantial suspicion, criminal offences of such a breach.

2 In case any such preceding misconduct on the part of such official(s) is reported by the BIDDER to the PRINCIPAL with full and verifiable facts and the same is prima facie found to be correct by the PRINCIPAL, necessary disciplinary proceedings, or any other action as deemed fit, including criminal proceedings may be initiated by the PRINCIPAL and such a person shall be debarred from further dealings related to the contract process. In such a case while an enquiry is being conducted by the PRINCIPAL the proceedings under the contract would not be stalled.

3 Commitments of BIDDERs The BIDDER commits itself to take all measures necessary to prevent corrupt practices,

unfair means and illegal activities during any stage of its bid or during any pre-contract or post-contract stage in order to secure the contract or in furtherance to secure it and in particular commit itself to the following:-

3.1 The BIDDER will not offer, directly or through intermediaries, any bribe, gift, consideration,

reward, favour, any material or immaterial benefit or other advantage, commission, fees, brokerage or inducement to any official of the PRINCIPAL, connected directly or indirectly with the bidding process, or to any person, organisation or third party related to the contract in exchange for any advantage in the bidding, evaluation, contracting and implementation of the contract.

3.2 The BIDDER further undertakes that it has not given, offered or promised to give, directly or

indirectly any bribe, gift, consideration, reward, favour, any material or immaterial benefit or other advantage, commission, fees, brokerage or inducement to any official of the PRINCIPAL or otherwise in procuring the Contract or forbearing to do or having done any act in relation to the obtaining or execution of the contract or any other contract with the Government for showing or forbearing to show favour or disfavour to any person in relation to the contract or any other contract with the Government.

3.3* BIDDERs shall disclose the name and address of agents and representatives and Indian BIDDERs shall disclose their foreign principals or associates.

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3.4* BIDDERs shall disclose the payments to be made by them to agents/brokers or any other

intermediary, in connection with this bid/contract. 3.5* The BIDDER further confirms and declares to the PRINCIPAL that the BIDDER is the original

manufacturer/integrator/authorised government sponsored export entity of the defence stores and has not engaged any individual or firm or company whether Indian or foreign to intercede, facilitate or in any way to recommend to the PRINCIPAL or any of its functionaries, whether officially, or unofficially to the award of the contract to the BIDDER, nor has any amount been paid, promised or intended to be paid to any such individual, firm or company in respect of any such intercession, facilitation or recommendation.

3.6 The BIDDER, either while presenting the bid or during pre-contract negotiations or before

signing the contract, shall disclose any payments he has made, is committed to or intends to make to officials of the PRINCIPAL or their family members, agents, brokers or any other intermediaries in connection with the contract and the details of services agreed upon for such payments.

3.7 The BIDDER will not collude with other parties interested in the contract to impair the

transparency, fairness and progress of the bidding process, bid evaluation, contracting and implementation of the contract.

3.8 The BIDDER will not accept any advantage in exchange for any corrupt practice, unfair

means and illegal activities. 3.9 The BIDDER shall not use improperly, for purposes of competition or personal gain, or

pass on to others, any information provided by the PRINCIPAL as part of the business relationship, regarding plans, technical proposals and business details, including information contained in any electronic data carrier. The BIDDER also undertakes to exercise due and adequate care lest any such information is divulged.

3.10 The BIDDER commits to refrain from giving any complaint directly or through any other

manner without supporting it with full and verifiable facts. 3.11 The BIDDER shall not instigate or cause to instigate any third person to commit any of the

actions mentioned above. 3.12 If the BIDDER or any employee of the BIDDER or any person acting on behalf of the

BIDDER, either directly or indirectly, is a relative of any of the officers of the PRINCIPAL, or alternatively, if any relative of an officer of the PRINCIPAL has financial interest/stake in the BIDDER's firm, the same shall be disclosed by the BIDDER at the time of filing of tender. The term 'relative' for this purpose would be as defined in Section 6 of the Companies Act 1956.

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3.13 The BIDDER shall not lend to or borrow any money from or enter into any monetary dealings or transactions, directly or indirectly, with any employee of the PRINCIPAL.

3.14 The BIDDER will not enter with other Bidders into any undisclosed agreement or

understanding, whether formal or informal. This applies in particular to prices, specifications, certifications, subsidiary contracts, submission or non-submission of bids or any other actions to restrict competitiveness or to introduce cartelization in the bidding process.

4. Previous Transgression 4.1 The BIDDER declares that no previous transgression occurred in the last three years

immediately before signing of this Integrity Pact, with any other company in any country in respect of any corrupt practices envisaged hereunder or with any Public Sector Enterprise in India or any Government Department in India that could justify BIDDER's exclusion from the tender process.

4.2 The BIDDER agrees that if it makes incorrect statement on this subject, BIDDER can be

disqualified from the tender process or the contract, if already awarded, can be terminated for such reason.

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5. Earnest Money (Security Deposit) 5.1 While submitting commercial bid, the BIDDER shall deposit an amount as specified in the

tender as Earnest Money/Security Deposit, with the PRINCIPAL through any of the following instruments:

(i) Bank Draft or a Pay Order in favour of Bharat PetroResources Limited

(ii) A confirmed guarantee by an Indian Nationalised Bank, promising payment of the guaranteed sum to the PRINCIPAL on demand within three working days without any demur whatsoever and without seeking any reasons whatsoever. The demand for payment by the PRINCIPAL shall be treated as conclusive proof of payment. (iii) Any other mode or through any other instrument as specified in the tender

5.2 The Earnest Money/Security Deposit shall be valid for a period as specified in the tender. 5.3 In case of the successful BIDDER a clause would also be incorporated in the Article

pertaining to Security Deposit in the Contract that the provisions of Sanctions for Violation shall be applicable for forfeiture of Security Deposit in case of a decision by the PRINCIPAL to forfeit the same without assigning any reason for imposing sanction for violation of this Pact.

5.4 No interest shall be payable by the PRINCIPAL to the BIDDER on Earnest Money/Security

Deposit for the period of its currency.

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6. Sanctions for Violations 6.1 Any breach of the aforesaid provisions by the BIDDER or any one employed by it or acting

on its behalf (whether with or without the knowledge of the BIDDER) shall entitle the PRINCIPAL to take all or any one of the following actions, wherever required-

(I) To immediately call off the pre contract negotiations without assigning any reason or giving

any compensation to the BIDDER. However, the proceedings with the other BIDDER(s) would continue.

(ii) The Earnest Money Deposit (in pre-contract stage) and/or Security Deposit/Performance

Bond (after the contract is signed) shall stand forfeited either fully or partially, as decided by the PRINCIPAL and the PRINCIPAL shall not be required to assign any reason therefore.

(iii) To immediately cancel the contract, if already signed, without giving any compensation to

the BIDDER.

(iv) To recover all sums already paid by the PRINCIPAL, and in case of an Indian BIDDER with interest thereon at 2% higher than the prevailing Prime Lending Rate of State Bank of India, while in case of a BIDDER from a country other than India with interest thereon at 2% higher than the LIBOR. If any outstanding payment is due to the BIDDER from the PRINCIPAL in connection with any other contract for any other stores, such outstanding payment could also be utilised to recover the aforesaid sum and interest.

(v) To encash the advance bank guarantee and performance bond/warranty bond, if furnished by the BIDDER, in order to recover the payments, already made by the PRINCIPAL, along with interest.

(vi) To cancel all or any other Contracts with the BIDDER. The BIDDER shall be liable to pay compensation for any loss or damage to the PRINCIPAL resulting from such cancellation/rescission and the PRINCIPAL shall be entitled to deduct the amount so payable from the money(s) due to the BIDDER.

(vii) To debar the BIDDER from participating in future bidding processes of the Government of

India for a minimum period of five years, which may be further extended at the discretion of the PRINCIPAL.

(viii) To recover all sums paid in violation of this Pact by BIDDER(s) to any middleman or agent or broker with a view to securing the contract.

(ix) In cases where irrevocable Letters of Credit have been received in respect of any contract signed by the PRINCIPAL with the BIDDER, the same shall not be opened.

(x) Forfeiture of Performance Bond in case of a decision by the PRINCIPAL to forfeit the same

without assigning any reason for imposing sanction for violation of this Pact.

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6.2 The PRINCIPAL will be entitled to take all or any of the actions mentioned at para 6.1(i) to (x) of this Pact also on the Commission by the BIDDER or any one employed by it or acting on its behalf (whether with or without the knowledge of the BIDDER), of an offence as defined in Chapter IX of the Indian Penal code, 1860 or Prevention of Corruption Act, 1988 or any other statute enacted for prevention of corruption.

6.3 The decision of the PRINCIPAL to the effect that a breach of the provisions of this Pact has

been committed by the BIDDER shall be final and conclusive on the BIDDER. However, the BIDDER can approach the Independent Monitor(s) appointed for the purposes of this Pact.

6.4 If the Principal obtains knowledge of conduct of a BIDDER, its subcontractor, employee or

representative or an associate of a Bidder which constitutes corruption, or it the Principal has substantive suspicion in this regard, the Principal will inform the Vigilance Office of BPCL

7. Fall Clause 7.1 The BIDDER undertakes that it has not supplied/is not supplying similar product/systems or

subsystems at a price lower than that offered in the present bid in respect of any other Ministry/Department of the Government of India or PSU and if it is found at any stage that similar product/systems or sub systems was supplied by the BIDDER to any other Ministry/Department of the Government of India or a PSU at a lower price, then that very price, with due allowance for elapsed time, will be applicable to the present case and the difference in the cost would be refunded by the BIDDER to the PRINCIPAL, if the contract has already been concluded.

8. Independent Monitors 8.1 The PRINCIPAL has appointed competent and credible Independent Monitors

(hereinafter referred to as Monitors) for this Pact. 8.2 The task of the Monitors shall be to review independently and objectively, whether and to what extent the parties comply with the obligations under this Pact. 8.3 The Monitors shall not be subject to instructions by the representatives of the parties and

perform their functions neutrally and independently. He will report to the Board of Directors of the Principal.

8.4 Both the parties accept that the Monitors have the right to access all the documents

relating to the project/procurement, including minutes of meetings. 8.5 As soon as the Monitor notices, or has reason to believe, a violation of this Pact, he will so

inform the Authority designated by the PRINCIPAL and request to discontinue or heal the violation, or to take other relevant action. The Monitor can in this regard submit non binding recommendation. Beyond this, the Monitor has no right to demand from the parties that they act in a specific manner, refrain from action or tolerate action. However,

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the Monitor shall give an opportunity to the BIDDER to present its case before its recommendation to the Principal.

8.6 The BIDDER(s) accepts that the Monitor has the right to access without restriction to all

Project documentation of the PRINCIPAL including that provided by the BIDDER. The BIDDER will also grant the Monitor, upon his request and demonstration of a valid interest, unrestricted and unconditional access to his project documentation. The same is applicable to Subcontractors. The monitor shall be under contractual obligation to treat the information and documents of the BIDDER/Subcontractor(s) with confidentiality.

8.7 The PRINCIPAL will provide to the Monitor sufficient information about all meetings among

the parties related to the Project provided such meetings could have an impact on the contractual relations between the parties. The parties will offer to the Monitor the option to participate in such meetings.

8.8 The Monitor will submit a written report to the designated Authority of

PRINCIPAL/Secretary in the Department/ within 8 to 10 weeks from the date of reference or intimation to him by the PRINCIPAL / BIDDER and, should the occasion arise, submit proposals for correcting problematic situations.

09 Facilitation of Investigation

In case of any allegation of violation of any provisions of this Pact or payment of commission, the PRINCIPAL or its agencies shall be entitled to examine all the documents including the Books of Accounts of the BIDDER and the BIDDER shall provide necessary information and documents in English and shall extend all possible help for the purpose of such examination.

10. Law and Place of Jurisdiction

This Pact is subject to Indian Law. The place of performance and jurisdiction is the seat of the PRINCIPAL at Mumbai. The Arbitration clause provided in the main tender document / contract shall not be applicable for any issue/dispute arising under Integrity Pact.

11. Other Legal Actions

The actions stipulated in this Integrity Pact are without prejudice to any other legal action that may follow in accordance with the provisions of the extant law in force relating to any civil or criminal proceedings.

12. Validity 12.1 The validity of this Integrity Pact shall be from date of its signing and extend upto 5 years

or the complete execution of the contract to the satisfaction of both the PRINCIPAL and the BIDDER/Seller, including warranty period, whichever is later. In case BIDDER is unsuccessful, this Integrity Pact shall expire after six months from the date of the signing of the contract. If any claim is made/lodged during this time, the same shall be binding and continue to be valid despite the lapse of this pact as specified above, unless it is discharged/determined by the Managing Director of the Principal.

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Signature of the Bidder Page | 34

12.2 Should one or several provisions of this Pact turn out to be invalid; the remainder of this Pact shall remain valid. In this case, the parties will strive to come to an agreement to their original intentions.

12.3 Changes and supplements as well as termination notices need to be made in writing. Side

agreements have not been made. 13 The parties hereby sign this Integrity Pact at _____________ on ____________

PRINCIPAL: BIDDER: Sd/- Sr. Manager (Assets) BPRL

. Name of the Bidder