Bangalore International Airport Limited

REQUEST FOR QUALIFICATION

FOR ICT SERVICES

AT KEMPEGOWDA INTERNATIONAL AIRPORT, BENGALURU

Bangalore International Airport Limited

Kempegowda International Airport, Bengaluru

Devanahalli, Bengaluru - 560 300

Date of issue: 14th May 2015

RFQ - ICT Services

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TABLE OF CONTENTS

I. INTRODUCTION .................................................................................... 1

II. PROJECT DESCRIPTION ........................................................................... 1

III. DESCRIPTION OF SERVICES ...................................................................... 2

a. OVERVIEW ..................................................................................... 2

b. SCOPE OF ICT SERVICES ...................................................................... 2

c. SERVICES NOT IN SCOPE ..................................................................... 3

IV. ELIGIBILITY CRITERIA ............................................................................. 3

a. DEFINITIONS ................................................................................... 4

b. FINANCIAL CRITERIA .......................................................................... 4

c. EXPERIENCE CRITERIA ........................................................................ 5

d. NATURE OF THE APPLICANT ................................................................. 5

V. OTHER CONDITIONS ............................................................................... 7

VI. CLARIFICATIONS ................................................................................... 8

VII. SUBMISSION AND COMMUNICATION ............................................................ 8

ANNEXURE A: APPLICATION FORM ................................................................... 11

ANNEXURE B: FORMS TO BE DULY FILLED AND FURNISHED BY THE APPLICANT

***************

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I. INTRODUCTION

Bangalore International Airport Limited (“BIAL”), the owner and operator of the

Kempegowda International Airport, Bengaluru (the “KIAB”), is a public limited

company, registered under the Companies Act, 1956. BIAL has been granted the

exclusive right and authority for the Development, Construction, Operation and

Maintenance of Bangalore International Airport. KIAB has seen a steady growth in

passenger traffic and cargo volumes, from the date of commencement of operations.

During the calendar year 2014-15, it has recorded passenger traffic of approximately

15.10 million and cargo traffic 276,712 metric tons, which is further expected to grow

at a much more faster pace in the coming few years. KIAB currently has a passenger

terminal building, T1 (the “Existing Terminal”) catering to domestic and international

passengers. With anticipated growth in passenger volume, BIAL may consider further

expansion by way of enhancement of existing terminals and building new terminals.

BIAL at its sole discretion may consider ICT services from the service provider for

further expansions.

BIAL invites Expression of Interest (the “EOI”) from experienced and reputed

Information and Communication Technology (the “ICT”) service provider organizations

for undertaking ICT services related to the Existing Terminal (hereinafter referred to

as the “ICT Services”).

BIAL will adopt a two-stage process (collectively referred to as the "Bidding Process")

for award of the ICT Services. The first stage (the "Qualification Stage") of the Bidding

Process involves selection (the “Prequalification”) of interested parties who submit an

EOI in accordance with the provisions of this RFQ (the "Applicant”). At the end of this

stage, BIAL will shortlist the qualified Applicants and shall notify the same to the pre-

qualified Applicants (the “Bidders”) who will be eligible for participation in the second

stage (the “Bid Stage”) of the Bidding Process.

II. PROJECT DESCRIPTION

BIAL is transforming KIAB into a world class airport and plans to have a robust

information and communication technology backbone to improve its service delivery

capability and enhance its customer experience.

For this purpose BIAL seeks to engage an experienced ICT service provider selected

through a competitive bidding process (the “Successful Bidder”), to whom the contract

for the provision of ICT Services (the “ICT Services Contract”) will be awarded. The

initial term of the ICT Services Contract will be 6 (Six) years (hereinafter referred as

the “Term”), that could be further extended as per mutual agreement in writing.

The service provider for the provision of the ICT Services will be the Successful Bidder,

itself. The supervision of the performance and guidance of the Successful Bidder will

be done and managed by BIAL.

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III. DESCRIPTION OF SERVICES

a. OVERVIEW

BIAL intends to outsource certain ICT services, as indicated in Section b below

(collectively, the “ICT Services”).

b. SCOPE OF ICT SERVICES

Major services: The Service Provider will provide common operating services across

the Existing Terminal The service provider will also provide services to the BIAL

enterprise and defined set of ICT Services to other entities in the airport campus, as

desired by BIAL. The Common Operating Services will include and shall not be limited

to the following:

i. Airport Applications

(a) Applications related to airport operations, for example the Airport

Operational Database (AODB)

(b) Applications related to Airport Operations Command & Control related

systems

(c) Flight Information Display System (including screens)

ii. Network

(a) Network Active (LAN and WAN, Triple Play Services, Managed Internet

Services and, Wi-Fi)

(b) Passive Network management (OFC and Copper/SFTP across the

campus)

iii. Infrastructure

(a) Airport ICT infrastructure such as CCTV, ACS, PAS, CLTMS

(b) IT Infrastructure support for Airport Systems ( BHS, BMS, FAS/FSS,

PLC/SCADA)

iv. Hardware

(a) Hardware: Server, storage and back-up

(b) End-user computing, i.e., management of all end user computing

devices such as desktops, laptops, Blackberry/ smart phones/ tablets,

printers, video walls, kiosks, projectors and other devices, as specified

by BIAL, across the airport

v. Data Center, Server and Storage

(a) Data centers/ Telecom centers/ Airport IT Rooms operations

(b) Server (UNIX/-HP UX/IBM AIX/other Unix flavors, Wintel), storage

(SAN/NAS) and back-up

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vi. Airport relevant Communications ( Telephony, IP Telephony, IPTV, Radios -

TMRS/VHF, In-Building Solutions for mobile communications (IBS), Outdoor Antenna

Subsystems, Net Master Clock, Blackberry Enterprise Services)

vii. Enterprise system

(a) Administration (Windows, Active Directory, etc.)

(b) Database administration (Oracle, MSSQL, DB2)

viii. Enterprise applications (Middleware (IBM WPS), Intranet/Extranet portals, business

intelligence/dashboards, and all other applications and interfaces developed in-

house.)

ix. Cross-functional services:

(a) Integrated service desk with all modules meeting ITSM standards,

incident management (L1, L2 and L3), asset management, network,

application, security monitoring and management, mail management,

business continuity management, etc.

x. Network Security and Security Operations Center: Status and Events Monitoring

(SIEM) of critical nodes, Firewall, Intrusion Detection (IDS)/Intrusion Prevention

(IPS), URL Filtering, End Point Security.

The Service Provider is expected to provide different levels of support for different

systems, ranging from L1 support for the system to end-to-end management of the

system, all as specified by BIAL.

Applicants are requested to note that the above list is only indicative and may be

subject to change, addition, deletion at any time, at the sole discretion of BIAL.

Services to airport users: As part of the ICT Services Contract with BIAL, the Service

Provider shall provide defined set of ICT Services to other entities in the airport campus

(airlines, concessionaires, agencies and other users of the airport, collectively, the

“Airport Users”), as desired by BIAL. The Service Provider will monitor the Airport Users’

usage of such systems/services. The revenue generated from such services will

continued to be collected and managed by BIAL.

c. SERVICES NOT IN SCOPE

Passenger applications - Common Use Terminal Equipment (CUTE), Common Use Self

Service (CUSS) and Baggage Reconciliation System (BRS) provided to airlines are

excluded from the scope.

IV. ELIGIBILITY CRITERIA

Applicants who fulfill all of the following requirements shall be eligible for

Prequalification:

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a. DEFINITIONS

For the purposes of this section, the following terms shall have the meanings ascribed

to them below:

“Affiliate” with respect to any person or entity, means any other person or entity,

that Controls, is Controlled by or under common Control with, the first mentioned

person or entity.

“Control” means the ability to direct the management and policies of a person or

entity either through, the beneficial ownership of more than 50% of its voting

securities or the power to appoint a majority of the members of its board of directors

or equivalent governing body.

“Mission Critical ICT Services” means ICT infrastructure management services for the

core ICT infrastructure of an organization, the unavailability of which will have a

severe impact on the main business operations of organization and result in significant

financial loss to the organization. At a minimum, such services shall have high system

availability requirements (i.e. > 99.9% availability) and 24x7 onsite support. The

following is an indicative (but not exhaustive) examples of core ICT infrastructure:

- Airport Operational Database, (AODB) for the airport sector

- IT Network and communication services to the airport terminal and the Airport

Users for the airport sector

- Core banking systems for the banking sector

- Operations Support System/ Business Support System (OSS/BSS) for the

telecommunications sector

The list of BIAL mission critical and non-mission critical ICT infrastructure and services

will be communicated at a later stage of the Bidding Process.

“Parent” of the Applicant means any person or entity that Controls the Applicant.

b. FINANCIAL CRITERIA

During any one of the three financial years immediately preceding the date of this

RFQ, the annual turnover of the Applicant:

i. from provision of ICT products and services should be equal to or greater than

INR 2000 crores (or equivalent in any other currency);

AND

ii. from provision of ICT products and services from related industries, i.e., travel &

transportation (excluding hospitality) should be equal to or greater than INR 200

crores (or equivalent in any other currency)

AND

iii. from provision of ICT products and services from related industries, i.e., travel &

transportation (excluding hospitality) to support the core operations of civil

airports OR scheduled airlines should be equal to or greater than INR 50 crores (or

equivalent in any other currency).

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c. EXPERIENCE CRITERIA

i. In any continuous period of one year during the three years preceding the date of

this RFQ (a “Reference Year”), the Applicant should have provided Mission Critical

ICT Services to a single client anywhere in the world from delivery center(s)

located in India and earned annual revenue of not less than INR 60 Crores (or

equivalent in any other currency), from the provision of such services; (Please

provide details as per Annexure B).

AND

ii. Applicants should have provided most of the ICT Services as defined in Section III b

[Scope of ICT Services] of this RFQ, to at least three civil airports or scheduled

airlines globally (Please provide details as per Annexure B, preferably airports)

AND

iii. In a Reference Year, the Applicant should have provided Mission Critical ICT

Services to a single civil airport or scheduled airline anywhere in the world,

supporting the core operations of such airport or airline and earned annual revenue

of not less than INR 20 Crores (or equivalent in any other currency), from the

provision of such services; (Please provide details as per Annexure B)

AND

iv. In a Reference Year, the Applicant should have provided Mission Critical ICT

Services to a single client from India, from delivery center(s) located in India and

earned annual revenue of not less than INR 20 Crores (or equivalent in any other

currency), from the provision of such services;( Please provide details as per

Annexure B)

AND

v. In the past, the Applicant should have taken over the client employees

(rebadging/rehiring) for a single client from India, of not less than 25 employees as

part of provisioning of such services; (Please provide details as per Annexure B)

It is clarified that i, iii, iv, v may be met by a single service engagement.

BIAL reserves the right to qualify the Applicant for Prequalification who are most

suited for its requirements as mentioned in this RFQ.

In case the Applicant is a subsidiary company incorporated in India and its Parent is

incorporated outside India, the Experience Criteria as applicable to the Applicant may

be met by the Applicant together with such Parent. A certificate from Company

Secretary of the Indian subsidiary certifying the shareholding by the Parent in the

Indian subsidiary shall be provided.

d. NATURE OF THE APPLICANT AND PARTICIPATION

i. An Applicant must be a company legally authorized to do business in India and can

enter into binding legal contracts in India.

ii. If awarded the ICT Services Contract, the Applicant shall comply with all applicable

laws, regulations brought into force and effect by the Government of India or the

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State Government including, the regulations and rules made there under, and

judgments, decree, orders of the Indian courts (including, without limitation,

foreign investment and foreign exchange laws).

iii. The EOI shall be duly signed by the authorized signatory of the Applicant and shall

be legally binding on the Applicant.

iv. No Applicant shall have an interest (whether by way of equity or otherwise) in an

Indian airport; excluding however the shareholders of BIAL and their Affiliates. For

this purpose, an entity shall be deemed to have an ‘interest’ in an Indian airport, if

it is the operator, developer, shareholder or promoter of such airport as

determined by BIAL, at its sole discretion.

v. No Applicant shall directly, or through an Affiliate, participate in or be associated

with more than one Application to the RFQ.

vi. Notwithstanding anything to the contrary, BIAL reserves the right to disqualify from

participation in the competitive bidding process, an Applicant if such Applicant has

(a) conflict of interest as per section sub section viii of the V [Other Conditions] (b)

Any litigation history which in the reasonable opinion of BIAL has material adverse

effect on the performance of the ICT Services as mentioned herein.

vii. To participate in the Qualification Stage, an Applicant must submit a conforming

complete Application with all annexures, in accordance with this RFQ.

viii. Contravention of any of the above conditions at any time shall entail

disqualification of the Applicant from the Bidding Process. If such contravention

occurs or is discovered after the Applicant has been awarded the ICT Services

Contract, the award and any consequent contract granted is liable to be cancelled.

Notes:

(i) The Applicant’s claim towards fulfilling the requirements of section IV.b

[Financial Criteria] , IV.c [Experience Criteria] , IV.d [Nature of the Applicant

and Participation] shall be considered only if the same is certified by a

certificate or letter issued by the (senior stakeholder in service provider

organization).

(ii) In case the Applicant is a subsidiary company incorporated in India and its

holding company is incorporated outside India, the eligibility requirements as

applicable to the Applicant may be met by the Applicant together with such

holding company. A certificate from the Company Secretary of the Indian

subsidiary certifying the shareholding by the holding company in the Indian

subsidiary shall be provided.

(iii) Verification: BIAL reserves the right to verify all statements, information and

documents submitted by the Applicant in response to the RFQ and the Applicant

shall, when so required by BIAL, make available all such information, evidence

and documents as may be necessary for such verification. Any such verification

or lack of such verification, by BIAL shall not relieve the Applicant of its

obligations or liabilities hereunder nor will it affect any rights of BIAL

thereunder.

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V. OTHER CONDITIONS

i. BIAL reserves the right to reject any incomplete EOI and/or any response non-

compliant to the requirements of the RFQ.

ii. BIAL also reserves the right to accept or reject any or all EOI without assigning any

reasons and is not obliged to correspond with the Applicants in this regard.

Further, BIAL reserves the right to change and/or cancel the Qualification Stage

and Bid Stage or review/revise the Prequalification criteria at any time without

prior notice or without assigning any reasons whatsoever and without prejudice to

its right to re-tender at any time in the future and in such case no

Applicant/intending Applicant shall have any claim arising out of such action.

iii. BIAL reserves the right to invite revised responses from the Applicants by issue of

an addendum, at any stage, without liability or any obligation for such invitation

and without assigning any reason. This RFQ does not give rise to any rights and is

not an offer or an invitation to offer.

iv. Submission of the RFQ by any party to BIAL shall be considered to be an acceptance

of all the terms and conditions of the Qualification Stage by such party and no

claims or disputes raised by it during or subsequent to the Bidding Process shall be

entertained by BIAL and the same shall be construed to be an afterthought.

v. All documents and other information supplied by BIAL or submitted by an Applicant

to BIAL shall remain or become the property of BIAL. BIAL will not return any EOI or

any information provided along therewith.

vi. The Applicants shall bear all costs associated with the preparation and submission

of its EOI. BIAL will, in no case, be responsible or liable for any costs, regardless of

the conduct or outcome of EOI Qualification Process.

vii. The EOI shall be duly signed by the authorized signatory of the Applicant and shall

be legally binding on the Applicant.

viii. An Applicant shall not have a conflict of interest (the “Conflict of Interest”) that

affects the Bidding Process. Any Applicant found to have a Conflict of Interest shall

not be considered for Prequalification, as opined by BIAL at its discretion. An

Applicant shall be deemed to have a Conflict of Interest affecting the Bidding

Process if the Applicant, its Member or Associate (or any constituent thereof) and

any other Applicant, its Member or any Associate thereof (or any constituent

thereof) have common Controlling Shareholders (i.e., any shareholder thereof

having a shareholding of more than twenty five per cent of the paid up and

subscribed share capital, or similar, of such Applicant, Member or Associate, as the

case may be).

ix. Consortiums/ Joint Ventures are not permitted.

x. Laws of India shall be applicable to the Bidding Process. The courts at Bengaluru

shall have exclusive jurisdiction in relation to any disputes.

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VI. CLARIFICATIONS

i. Applicants requiring any clarification on the RFQ may notify BIAL in writing by e-

mail as specified in the address for communication. Suppliers are required to send

their queries according to the dates mentioned in the following section. All

communications via e-mail must be marked to the contact as provided in sub

section vii of section VI [Submission and Communication] . BIAL shall endeavor to

respond to the queries no later than three days prior to submission of the

submission date. The responses to the queries shall be published on the website.

BIAL reserves the right not to answer any question or provide any clarification at its

sole discretion, and nothing in the RFQ shall be taken or read as compelling or

requiring BIAL to respond to any question or to provide any clarification.

ii. BIAL may also on its own motion, if deemed necessary, issue interpretations and

clarifications and may extend the Submission Date through a notification on its

website. All clarifications and interpretations issued by BIAL shall be deemed to be

part of the RFQ. Verbal clarifications and information given by BIAL or its employees

or representatives shall not in any way or manner be binding on BIAL.

iii. To facilitate evaluation of EOI, BIAL may, at its sole discretion, seek clarifications

from any Applicant regarding its EOI. Such clarification(s) shall be provided within

the time specified by BIAL for this purpose. Any request for clarification(s) and all

clarification(s) in response thereof, shall be in writing. If an Applicant does not

provide clarifications sought as specified herein, within the prescribed time, its EOI

shall be liable to be rejected. In case the EOI is not rejected, BIAL may proceed to

evaluate the EOI by construing the particulars requiring clarification to the best of

its understanding, and the Applicant shall be barred from subsequently questioning

such interpretation by BIAL.

iv. BIAL reserves the right to call for additional documents/information in a form and

manner to be specified. Such documents/information shall be provided within the

time specified by BIAL for this purpose.

v. The EOI shall contain complete and all information sought in the RFQ. BIAL shall

neither be obliged to seek clarifications nor be liable in any way, if information is

not provided by the Applicant.

VI. SUBMISSION AND COMMUNICATION

i. The important dates for this RFQ:

Date of release of RFQ 14th May 2015

Last date of submission of queries 5:30 PM IST, 21st May 2015

Response time for BIAL 5:30 PM IST, 26th May, 2015

Last date of submission of responses that

is EOI

5:30 PM IST, 29th May, 2015

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ii. Contents of Application to this RFQ

The form and contents of the Application to this RFQ shall be as set forth herein. The

Applicant shall ensure that its response is clearly divided into sections that are

marked, numbered and filed, in the order set forth below:

(a) Applicant shall fill up and submit the document in the form set forth at

Annexure A to this RFQ and shall specify therein the e-mail address to

which BIAL should send the RFP, if the Applicant is found to be eligible

in accordance to this RFQ. Documents evidencing the authority of the

signatories to the Application (e.g., certified true copy of board

resolution or duly notarised power of attorney) to sign and submit the

Application pursuant to this RFQ on behalf of the Applicant and to

participate in the Bidding Process, if eligible, shall be enclosed with this

document.

(b) EOI must be submitted with the particulars as per Section IV supported

by documentary evidence which should include the

following:Background and overview of applicant

(i) A covering letter on the letterhead of the Applicant stating its:

i. Intent to participate in the Bidding Process

ii. Unconditional acceptance of the terms and conditions

stipulated in the RFQ and addendum(s) corrigendum(s) if

any,

iii. Undertaking that all information provided is true and

correct

(ii) General Information of Company as per format provided in

Annexure B and detail Applicant profile.

(iii) Documentation clearly enumerating the ICT services which

qualify under Section IV as per the format provided in Annexure

B

(iv) The Applicant shall as part of its Application (as per annexure B),

include a description of the services that it believes are Mission

Critical ICT Services. However the decision on whether such

services are Mission Critical ICT Services rests solely with BIAL.

(v) Litigation history as per format provided in Annexure B

(vi) The duly notarised Power of Attorney/ Board Resolution

(vii) Any additional information that supports the related experience

of the Applicant to undertake the Services (Maximum 10 pages)

iii. The EOI must be delivered in a sealed envelope to the address mentioned and as per

the timelines provided in this RFQ (Important dates - Section VI). BIAL does not take

any responsibility for loss, non- receipt, delays or failure of the EOI/application to

reach BIAL. BIAL has the exclusive and final right of acceptance / rejection of the

Application of any Applicant.

iv. Upon receipt of the Application, BIAL shall be entitled to request any Applicant for

further evidence of it meeting the eligibility criteria under this RFQ or other

documents, information or clarifications as may be deemed necessary by BIAL at its

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sole discretion. All such documents, information and clarifications shall be deemed

to form a part of such Applicant’s Application pursuant to this RFQ.

v. Upon establishing the eligibility of the Applicant and verifying compliance with the

requirements of this RFQ, BIAL will e-mail the RFP to the address indicated by the

Applicant in its Application pursuant to this RFQ.

vi. Prequalified Applicants will be issued with a Request for Proposal (RFP) during the

Bid Stage at a cost (non-refundable) of Rs.10,000 (Rupees Ten Thousand Only) and

will be required to submit an Earnest Money Deposit, in the form of Demand

Draft/Bank Guarantee from a Scheduled Bank,(refundable) of Rs.5,00,000 (INR Five

Lakhs only) along with its response to the RFP. The Earnest Money Deposit shall be

refunded to the Bidders, as per the timelines mentioned in the RFP document.

vii. Contact Details:

The following is the address and contact details for Applicants to obtain clarifications

in relation to this document and for the submission of their Applications pursuant to

this RFQ.

DGM – Procurement and Contracts

Bangalore International Airport Private Limited,

Kempegowda International Airport, Bengaluru

Devanahalli, Bengaluru- 560 300

Email address: ictbid@bialairport.com

viii. All the aforesaid information shall be written in English and submitted in 1 original,

1 copy and 1 soft copy on CD (Compact Disc) and enclosed in a sealed envelope.

The envelope shall be marked “Application pursuant to Request for Qualification for

ICT Services” and with the name and contact details of the Applicant. The

Application shall be sent by post/courier to the address set forth above.

ix. The sealed outer envelope and the EOI shall be clearly marked “Expression of

Interest for ICT Services for BIAL at Kempegowda International Airport, Bengaluru”

and specify the Submission Date on the top left corner. The name and registered

address of the Applicant shall be mentioned on the EOI, CD and on the outer

envelope must be delivered in a sealed envelope to the address mentioned above as

per the dates mentioned above.

x. The EOI shall be hardbound, numbered and initialed by the authorized signatory on

every page. Loose pages may not be considered. Applicant shall also submit a soft

copy of the EOI along with all supporting documents, on CD, which should be placed

in the same sealed envelope. In the event of a discrepancy in the content in the CD

and the hardcopies, BIAL shall consider the hardcopies to be final.

xi. In the event any supporting documents are in a language other than English, a

translation of the same certified by an official/registered translator shall be

provided. In the event of any conflict, the English translation shall supersede.

BIAL reserves its rights to require the Applicant to submit any other information in

relation to the Applicant, in addition to the details and information specified above.

**************

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ANNEXURE A: APPLICATION FORM

[To be on Rs. 200/- non-judicial stamp paper]

[Insert Place, Date]

To:

Bangalore International Airport Private Limited,

Kempegowda International Airport, Bengaluru

Devanahalli, Bengaluru - 560 300

Attn: DGM – Procurement and Contracts

Dear Sir / Madam,

Sub: Application pursuant to Request for Qualification for ICT Services

Ref: Request for Qualification for ICT Services dated 30th April, 2015 (“RFQ”) issued by

Bangalore International Airport Private Limited (“BIAL”). Capitalised terms used

but not defined herein have the meanings set forth in the RFQ.

i. We, the undersigned, (“Applicant”) confirm that we are interested in participating

in the competitive bidding process for the provision of ICT Services for BIAL and we

unconditionally agree to the terms and conditions as mentioned in this RFQ. We

request you to send us the Request for Proposal document (“RFP”) by email or any

other mode as decided by you to the Designated Officer/Authorized Signatory

specified in Clause 2 below, if we are found eligible in accordance with the RFQ.

ii. We hereby authorize the officer of the Applicant specified below (the “Designated

Officer/ Authorized Signatory”), to communicate and interact with BIAL on behalf of

the Applicant and to act and enter into binding commitments on behalf of the

Applicant, in relation to the competitive bidding process. BIAL shall at all times and

at its option, be entitled to communicate only with, and to rely only on statements,

responses and communications received from, the Designated Officer, in connection

with the competitive bidding process. Any communication to or

discussion/agreement between BIAL and the Designated Officer shall be deemed to

be done or agreed with the Applicant and shall bind the Applicant. The contact

details of the Designated Officer is as follows:

Name of the Designated Officer:

Address for correspondence:

Direct telephone and mobile phone numbers:

Email address:

iii. We hereby confirm that we meet the eligibility criteria in the RFQ and in this regard

we submit herewith the EOI and the documents as required under the RFQ.

iv. We hereby submit details of our meeting the eligibility criteria set forth the RFQ in

the format provided in Annexure B to the RFQ, together with the supporting

documents as mentioned therein. We hereby agree that BIAL is entitled to contact

one or more contact person(s) of the clients (including the airport operator/ airline)

as specified by us in Annexure B, to verify the correctness of the information

provided by us.

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v. We represent and warrant that we are not disqualified from participation in the

competitive bidding process, pursuant to the provisions of Section iv of the RFQ.

vi. We represent and warrant that there are no overdue amounts payable to BIAL from

us, or the Affiliates of us or the promoters, directors, partners, beneficial owners or

senior management of us or our respective Affiliates.

vii. We also enclose herewith other documents as required by BIAL in the RFQ.

viii. We represent and warrant that all information submitted as part of our Application

is true and correct as on the date hereof and we undertake to forthwith inform BIAL

in the event of occurrence of any circumstances that would render any information,

representations or warranties in our Application, untrue, incorrect or invalid.

ix. Confidentiality undertaking:

We hereby undertake and agree to keep the Information (as defined below)

confidential. We acknowledge that the Information is confidential information of BIAL

and is provided solely for the purpose of the enabling the Applicant to submit its

Application and participate in the process for selection by BIAL of the Successful

Bidder for the Services (“Specified Purpose”). We, the Applicant, hereby undertake

and agree that in consideration of receipt of such Information we shall abide and be

bound by the following terms:

(a) “Information” means any and all documents and information, provided

by or on behalf of BIAL to the Applicant or otherwise obtained by

Applicant pursuant to the RFQ, or negotiations and discussions with

BIAL, including without limitation any clarifications, tender documents

or Request for Proposal documents subsequently issued, drafts of

definitive agreements, information obtained through interactions with

BIAL and site visits (if any), all technical, commercial, financial,

operational, legal or statistical information, all agreements, plans,

layouts and documents in relation to KIAB, in each case whether in

writing, electronic form or other tangible form or disclosed by oral or

visual presentation or other intangible method.

(b) The Applicant shall use the Information solely for the Specified Purpose.

The Applicant shall maintain the confidentiality of and shall not disclose

the Information to any person, other than:

(i) its authorized employees, professional advisors and consultants

who have a need to know in connection with the Specified

Purpose; and

(ii) to any other party with the prior written consent of BIAL;

provided in each case that (i) Applicant shall ensure that such party agrees to

appropriate confidential treatment of such Information as per the terms

hereof; and (ii) Applicant shall be solely responsible for any act by such parties

which results in the Information not being treated in accordance with the

confidentiality provisions hereof.

(c) Confidentiality obligations hereunder shall not apply to any Information

that (i) is or becomes available in the public domain, other than by

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breach of confidentiality obligations by the Applicant or any other party,

If Applicant is required to disclose any Information pursuant to any

applicable laws or an order of any judicial or statutory authority,

Applicant shall give BIAL reasonable prior written notice of the

circumstances of such requirement prior to disclosing such information

and shall co-operate with the BIAL to minimize the extent of disclosure,

including in any effort by BIAL to contest or obtain a protective order

against such requirement.

(d) The Applicant shall, promptly upon the request by BIAL, return or

destroy all Information including without limitation all originals, copies,

extracts and summaries thereof (including information on electronic

media), and certify to BIAL that it has returned or destroyed such

Information within two days of such request by BIAL.

(e) The Applicant agrees that the use or disclosure of the Information in

breach of these confidentiality provisions will cause irreparable harm or

injury to BIAL, which is incapable of recompense by way of damages.

Accordingly the Applicant agrees to indemnify BIAL due to breach of

Confidential Information and also agrees that BIAL is entitled to seek

injunctive or other appropriate relief to restrain any breach or

threatened breach of these confidentiality provisions.

x. There are no pending or previous litigations, disputes or breaches of contract with

BIAL or pending criminal cases, investigations, enquiry or proceedings. We confirm

that the litigations, disputes, breaches, cases, investigations, enquiry and

proceedings (if any) disclosed below will not affect the performance of our

obligations under the ICT Services Contract, if awarded. However, we agree that

the decision of BIAL in this regard and any consequent decision to disqualify us from

participation in the competitive bidding process will be final and binding on us.

xi. We hereby unconditionally accept and agree to all the terms and conditions of the

RFQ.

xii. We hereby agree that our Application pursuant to this RFQ shall be interpreted,

enforced and otherwise governed by the laws of India, without reference to its

conflict-of-law principles and that the courts at Bengaluru, India shall have the

exclusive jurisdiction in respect of matters arising in relation thereto.

xiii. We have agreed that [______________________] [Insert Designated Officer

Authorised Signatory’s name] will act as our representative and has been duly

authorized to submit the EOI and authenticate the same and undertake such other

actions as set out in the power of attorney / resolution of the board of directors /

authorization attached with this Proposal, which will be binding on us.

Yours sincerely,

For and on behalf of [insert name of Applicant]

RFQ - ICT Services

14

___________________________

[Signature of authorised signatory of Applicant]

Name:

Title:

Address:

Phone number:

[DOCUMENTS EVIDENCING THE AUTHORITY OF THE ABOVE AUTHORISED SIGNATORY TO SUBMIT

THIS APPLICATION ON BEHALF OF THE APPLICANT AND TO PARTICIPATE IN THE RFP, IF

ELIGIBLE, SHALL BE ENCLOSED]

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