Reply to Pre-Bid Queries€¦ · Configuration assessment of the Sub-AUA, AUA/KUA/Sub AUA/ASA infrastructure 1. Request you for number of UIDAI Domains and/or Sub-Domains. Total number

Reply to Pre-Bid Queries

Page 1 of 49

S. No Page No./Basic Requirement

Rule No. /Rule Details/Specific Requirement Query/Suggestion RISL Response

1 Financial: Total Turn Over

Average annual turnover of at least Rs 80.0 Crores during each of the last three financial years from FY 2013-14 to FY 2015-16 (As per audited balance sheets) out of which an annual turnover of at least Rs.50 crore (Rupees One Hundred crores) in each of the previous three financial years (2013-14, 2014-15 and 2015-16) should be from IT & Audit Services and an annual turnover of at least Rs. 30 crore (Rupees fifty crore) in each of the previous three financial years (2013-14, 2014-15 and 2015-16) should be from IT & Audit Services from State/Centre Government, PSUs and other Government Bodies in India

Average annual turnover of at least Rs 80.0 Crores during each of the last three financial years from FY 2013-14 to FY 2015-16 (As per audited balance sheets) out of which an annual turnover of at least Rs.50 crore (Rupees fifty crores) in each of the previous three financial years (2013-14, 2014-15 and 2015-16) should be from IT Consulting and Advisory Services and an annual turnover of at least Rs. 30 crore (Rupees thirty crore) in each of the previous three financial years (2013-14, 2014-15 and 2015-16) should be from IT Consulting & Advisory Services from State/Centre Government, PSUs, other Government Bodies in India or Private Sector.

Please refer corrigendum

2 Technical Capability

The bidder must have successfully completed IT Auditing assignments in last three (3) year from date of bid submission as per below criteria:- At least 3 IT Audit each with audit fees value not less that Rs. 50 Lakhs. OR At least 5 IT Audit assignments each with audit fees value not less that Rs 35 Lakhs. OR At least 10 IT Audit assignments each with audit fees value not less that Rs. 25 Lakhs. Documents Required- Work Completion Certificates from the client; OR Work Order + Self Certificate of Completion (Certified by the Statutory Auditor); OR Work order + Phase Completion Certificate from the client

Documents: Work Completion Certificates from the client; OR Work Order + Self Certificate of Completion (Certified by the authorized signatory); OR Work order + Phase Completion Certificate from the client

As per RFP


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3 Manpower strength

· The bidder should have o At least 100 full time Technically Qualified Personnel on its rolls in the area of Information Technology on its payroll for the past three years. o At least 50 full time Technically Qualified Personnel on its rolls in the area of IT audits on its payroll for the past three years. o A team of at least 25 professionals having valid professional certifications (CISA/CISSP/ ISO27001/ITIL/ISO 20000).

The bidder should have o At least 100 full time Technically Qualified Personnel on its rolls in the area of Information Technology or audit or advisory services on its payroll for the past three years. o At least 50 full time Technically Qualified Personnel on its rolls in the area of IT audits on its payroll for the past three years. o A team of at least 25 professionals having valid professional certifications (CISA/CISSP/ ISO27001/ITIL/ISO 20000).

As per RFP

4 Certifications

Bidder should have ISO Certificate 9001 or any other equivalent or better quality certification.

Bidder should have ISO Certificate 9001 or ISO-27001 Certificate or any other equivalent or better certification.


5 14

3. PRE-QUALIFICATION/ELIGIBILITY CRITERIA Sl.No.1 Legal Entity- The bidder should be a Company registered in India under the Companies Act 1956 or a partnership registered under the India Partnership Act 1932/ LLP With their registered office in India for the last five years.

May we request you to modify this as : The bidder should be a Company registered in India under the Companies Act 1956 or a partnership registered under the India Partnership Act 1932/ LLP Act 2008 with their registered office in India for the last five years.



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6

3. PRE-QUALIFICATION/ELIGIBILITY CRITERIA Sl.No.2 Financial: Total Turnover- Average annual turnover of at least Rs 80.0 Crores during each of the last three financial years from FY 2013-14 to FY 2015-16 (As per audited balance sheets) out of which an annual turnover of at least Rs.50 crore (Rupees One Hundred crores) in each of the previous three financial years (2013-14, 2014-15 and 2015-16) should be from IT & Audit Services and an annual turnover of at least Rs. 30 crore (Rupees fifty crore) in each of the previous three financial years (2013-14, 2014-15 and 2015-16) should be from IT & Audit Services from State/ Centre Government, PSUs and other Government Bodies in India.

We request RISL to consider amending the requirements to average annual turnover of 500 crores during each of the last three financial years from FY 2013-14 to FY 2015-16 out of which average turnover of at least Rs.250 crore (Rupees Two Hundred & Fifty crores) over the previous three financial years (2013-14, 2014-15 and 2015-16) should be from IT & Audit Services and average annual turnover from IT and Audit services in India in Govt/PSU should be average INR 25 crores during last 3 years

As per RFP

7 15

3. PRE-QUALIFICATION/ELIGIBILITY CRITERIA- Sl.No.4 Technical Capability- The bidder must have successfully completed IT Auditing assignments in last three (3) year from date of bid submission as per below criteria:- At least 3 IT Audit each with audit fees value not less that Rs. 50 Lakhs. OR At least 5 IT Audit assignments each with audit fees value not less that Rs 35 Lakhs. OR At least 10 IT Audit assignments each with audit fees value not less that Rs. 25 Lakhs.

We request you to remove the condition - “At least 10 IT Audit assignments each with audit fees value not less that Rs. 25 Lakhs.”. Since this project is very critical in nature, we request you to consider projects that can highlight the capability of handling critical and large value projects.


8 16

3. PRE-QUALIFICATION/ELIGIBILITY CRITERIA Sl.No.8 Technical Capability Manpower strength- A team of at least 25 professionals having valid professional certifications (CISA/CISSP/ISO27001/ITIL/ISO 20000).

We request to add CEH and/or certification from OEM like Qualys for resources as this would be of huge benefit for resources deployed for VA/PT.

As per RFP


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9 18

4.1 Overview of Scope of Work- Types of audit table - Regular audit- Each quarter a regular audit shall be performed by the selected bidder for all AUA/ KUA, Sub AUA and ASA. The regular audit shall be performed as per defined timelines and with a prior intimation to AUA/ KUA, Sub AUA and ASA.

Please confirm the exact number of entities which have to be audited over each quarter.

10

10 20

4.1.2 Deployment of Minimum Manpower Sl.No.1 Senior Consultant-2 (Nos.)- · B.E. /B. Tech/Masters in Computer or IT (Preferably MBA/PGDBM), 5 Years relevant experience of IT Audit of IT Infrastructure/Data Center • At least one of the professional certification from following: o Lead Auditor for ISO 27001 o CISA o CISSP • Experience of handling similar audit work in large assignments like UIDAI, Certifying Authority, e-Sign Projects having experience of data privacy related audit works.

Kindly clarify if the B.E./B.Tech is restricted to Computer or IT. We request you to add MCA and Electronics & Communication Engineering to the list of qualifications. We request to add ISO 27001:2013 Lead implementer and CEH /ECSA to the list of professional certifications. We also request to update the paragraph – “ Experience of handling similar audit work in large assignments like UIDAI, Certifying Authority, e-Sign Projects having experience of data privacy related audit works.” to include experience in handling large e-gov projects.


11 21

4.1.4 Project Deliverables, Timelines & Payment Terms-Audit framework design Timelines (T0- Date of issue of work order) T1= T0+ 10 Days

We request to change this to minimum of 21 days, since signing of agreement and other project initiation active will take a minimum time of 21 days.

Work order shall be placed after acceptance of LoI and signing of agreement and submission of PBG. Hence time provided is enough.


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12 59

2) Service Level Standards/ Requirements/ Agreement b) Penalty for Not Meeting the SLAs (One Time Audit of entire Aadhaar Ecosystem of Rajasthan UID Project and for need based audit work): Project and for need based audit work): The selected bidder has to achieve the service level standards for achieving the milestones as per timelines defined in section 4.1.4 of this RFP. If the selected bidder fails to meet the timelines as mentioned in section 4.1.4 of this RFP than penalty as mentioned below shall be levied on selected bidder:- a) Delay up to one month of the prescribed timeline to achieve the targeted milestone and submission of its deliverables. 10% of the total amount payable for that particular milestone. b) Delay exceeding one month but less than two month of the prescribed timeline to achieve the targeted milestone and submission of its deliverables. 15% of the total amount payable for that particular milestone. c) Delay exceeding two month but less than three month of the prescribed timeline to achieve the targeted milestone and submission of its deliverables. 20% of the total amount payable for that particular milestone. mentioned below shall be levied on selected bidder:-

We request RISL to cap the maximum penalty to 10% of the total amount payable for the particular milestone

As per RFP

13 60 3) Special Conditions of the Bid d- Resource shall get prior approval of purchaser before leaving headquarter, even if it is on a holiday.

Please define the list of approval authority and emergency provisions in case the resource has to travel on an emergency without having sufficient time for taking prior approvals.

As per RFP


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14 19

Overview scope- Vulnerability assessment and penetration testing (VPAT) of the Sub-AUA, AUA/KUA/Sub AUA/ASA infrastructure Source code review of modules and application used for authentication and eKYC by stakeholders. Configuration assessment of the Sub-AUA, AUA/KUA/Sub AUA/ASA infrastructure

1. Request you for number of UIDAI Domains and/or Sub-Domains. Total number of Linux and windows server for VAPT. Which process will follow for VAPT i.e. Black/White/Gray Box testing VAPT will perform on staging or live environment 2. Request for No of pages, Front and Back-end framework for Source code review. Total number of authentication pages 3. Request total number of devices, security elements/application for configuration assessment.

Domain-2 Sub-Domain- 20 Server-4, Process for VPAT shall be as prescribed by UIDAI. Total 100 pages approx. for source code review and authentication pages.


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15 54

21) Termination c) Termination for Convenience- c) Termination for Convenience i. RISL, by a written notice of at least 30 days sent to the supplier/ selected bidder, may terminate the Contract, in whole or in part, at any time for its convenience. The Notice of termination shall specify that termination is for the Purchaser’s convenience, the extent to which performance of the supplier/ selected bidder under the Contract is terminated, and the date upon which such termination becomes effective. ii. Depending on merits of the case the supplier/ selected bidder may be appropriately compensated on mutually agreed terms for the loss incurred by the contract if any due to such termination. iii. The Goods that are complete and ready for shipment within twenty-eight (28) days after the supplier’s/ selected bidder’s receipt of the Notice of termination shall be accepted by the Purchaser at the Contract terms and prices. For the remaining Goods, the Purchaser may elect: a. To have any portion completed and delivered at the Contract terms and prices; and/or b. To cancel the remainder and pay to the supplier/ selected bidder an agreed amount for partially completed Goods and Related Services and for materials and parts previously procured by the supplier/ selected bidder.

Request you to kindly amend the paragraph to the termination clause: “ c) Termination for Convenience i. RISL, by a written notice of at least 30 days sent to the supplier/ selected bidder, may terminate the Contract, in whole or in part, at any time for its convenience.” To c) Termination for Convenience i. RISL or the bidder, by a written notice of at least 30 days sent to the supplier/ selected bidder or RISL, may terminate the Contract, in whole or in part, at any time for its convenience. In addition, the bidder may terminate this Agreement, or any particular Services, immediately upon written notice to RISL if the bidder reasonably determine that they can no longer provide the Services in accordance with applicable law or professional obligations.

As per RFP


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16 51 & 52

18 17 d) 18) Limitation of Liability & point d) of 17) Extension in Delivery Period and Liquidated Damages (LD)- Except in cases of gross negligence or wilful misconduct: - a) neither party shall be liable to the other party for any indirect or consequential loss or damage, loss of use, loss of production, or loss of profits or interest costs, provided that this exclusion shall not apply to any obligation of the supplier/ selected bidder to pay liquidated damages to the Purchaser; and As point of 17) Extension in Delivery Period and Liquidated Damages (LD) on page 51 ii. The maximum amount of liquidated damages shall be 10% of the contract value.

Request to add the following paragraph to the limitation of liability clause : “Client (and any others for whom Services are provided) shall not recover from bidder, in contract or tort, including indemnification obligations under this contract, under statute or otherwise, aggregate damages in excess of the fees actually paid for the Services that directly caused the loss in connection with claims arising out of this Agreement or otherwise relating to the Services.”

As per RFP

17 37 & 48

28) Confidentiality 14) Confidential Information 28) Confidentiality on page 37 a) Notwithstanding anything contained in this bidding document but subject to the provisions of any other law for the time being in force providing for disclosure of information, a procuring entity shall not disclose any information if such disclosure, in its opinion, is likely to: - a. impede enforcement of any law; b. affect the security or strategic interests of India; c. affect the intellectual property rights or legitimate commercial interests of bidders; d. affect the legitimate commercial interests of the procuring entity in situations that may include when the procurement relates to a project in which the procuring entity is to make a competitive bid, or the intellectual property rights of the

Request you to kindly add the following in the end of the para- "Except as otherwise permitted by this Agreement, neither of the parties may disclose to third parties the contents of this Agreement or any information/report/advice provided by or on behalf of the other that ought reasonably to be treated as confidential and/or proprietary. Parties may, however, disclose such confidential information to the extent that it: (a) is subsequently received by the receiving party from a third party who, to the receiving party’s knowledge, owes no obligation of confidentiality to the disclosing party

As per RFP


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procuring entity. b) The procuring entity shall treat all communications with bidders related to the procurement process in such manner as to avoid their disclosure to competing bidders or to any other person not authorised to have access to such information. c) The procuring entity may impose on bidders and sub-contractors, if there are any for fulfilling the terms of the procurement contract, conditions aimed at protecting information, the disclosure of which violates (a) above. d) In addition to the restrictions specified above, the procuring entity, while procuring a subject matter of such nature which requires the procuring entity to maintain confidentiality, may impose condition for protecting confidentiality of such information. 14) Confidential Information page 48 a) The Purchaser and the Supplier/ Selected Bidder shall keep confidential and shall not, without the written consent of the other party hereto, divulge to any third party any drawings, documents, data, or other information furnished directly or indirectly by the other party hereto in connection with the Contract, whether such information has been furnished prior to, during or following completion or termination of the Contract. b) The Supplier/ Selected Bidder may furnish to its Subcontractor, if permitted, such documents, data, and other information it receives from the Purchaser to the extent required for the Subcontractor to perform its work under the Contract, in which event the Supplier/ Selected Bidder shall obtain from such Subcontractor an undertaking of confidentiality similar to that imposed on the Supplier/ Selected Bidder.

with respect to that information, (b) was known to the receiving party at the time of disclosure or is thereafter created independently, (c) is disclosed as necessary to enforce the receiving party’s rights under this Agreement, or (d) must be disclosed under applicable law, legal process or professional regulations. These obligations shall be valid for a period of 3 years from the date of termination of this Agreement."


Page 10 of 49



c) The Purchaser shall not use such documents, data, and other information received from the Supplier/ Selected Bidder for any purposes unrelated to the Contract. Similarly, the Supplier/ Selected Bidder shall not use such documents, data, and other information received from the Purchaser for any purpose other than the design, procurement, or other work and services required for the performance of the Contract. d) The obligation of a party under sub-clauses above, however, shall not apply to information that: - i. the Purchaser or Supplier/ Selected Bidder need to share with user department /RISL or other institutions participating in the Contract; ii. now or hereafter enters the public domain through no fault of that party; iii. can be proven to have been possessed by that party at the time of disclosure and which was not previously obtained, directly or indirectly, from the other party; or iv. otherwise lawfully becomes available to that party from a third party that has no obligation of confidentiality. e) The above provisions shall not in any way modify any undertaking of confidentiality given by either of the parties hereto prior to the date of the Contract in respect of the supply or any part thereof. f) The provisions of this clause shall survive completion or termination, for whatever reason, of the Contract.


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18 55

22) Exit Management c) Cooperation and Provision of Information during the exit management period- The selected bidder shall provide access to copies of all information held or controlled by them which they have prepared or maintained in accordance with the Project Implementation, the Operation and Management SLA and SOWs relating to any material aspect of the services provided by the selected bidder. RISL or its nominated agencies shall be entitled to copy all such information comprising of details pertaining to the services rendered and other performance data. The selected bidder shall permit RISL or its nominated agencies and/ or any replacement operator to have reasonable access to its employees and facilities as reasonably required by RISL or its nominated agencies to understand the methods of delivery of the services employed by the selected bidder and to assist appropriate knowledge transfer.

Request you to add the following in the end of the para, "Notwithstanding the above, it is agreed that nothing contained herein above shall be applicable to Consultant's pre-existing materials and working papers (i.e. Materials owned by the Consultant which were created and developed prior to this Agreement without direct reference to the deliverables under this Agreement) which may now be incorporated by the Consultant into the final deliverables/reports or the like, supplied to the Client hereunder in the course of delivering the Services pursuant to this Agreement. However, in the event any such pre existing material is used in the deliverables/reports provided to the Client by the Consultant, the Consultant hereby agrees to grant the Client an irrevocable, non-transferable, non exclusive, paid-up, royalty free and perpetual license to use such pre-existing material as it exists in the deliverable/ reports prepared by the Consultant as a part of this Agreement."

As per RFP


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19 43

b 37) Monitoring of Contract- During the delivery period the CMC shall keep a watch on the progress of the contract and shall ensure that quantity of goods and service delivery is in proportion to the total delivery period given, if it is a severable contract, in which the delivery of the goods and service is to be obtained continuously or is batched. If the entire quantity of goods and service is to be delivered in the form of completed work or entire contract like fabrication work, the process of completion of work may be watched and inspections of the selected bidder’s premises where the work is being completed may be inspected.

Please add at the end of the para- "That the audit conducted shall be restricted to the physical files of this Agreement only and shall be subject to client agreeing to maintain confidentiality of these documents. If any third parties are employed by the client to conduct audit, client shall ensure that such third parties are not be a competitor of bidder and shall agree to confidential obligations with bidder. Further the right to audit shall be available to the client during the period of this Agreement alone."

As per RFP

20 17

4 The selected bidder will review compliance to information security policies, UIDAI compliances, and confirmation to various guidelines issued by UIDAI

What could be the additiona policies & compliances to be ensured other than mentioned in 4.1.1

As per RFP

21 17

4.1 Approach of audit shall be based on through preparation of Audit checklist based on established standards of UIDAI compliances -controls and guidelines, UIDAI information security policy, Aadhaar Act (2016) and its regulations, and other security guidelines, notifications , requirements, agreement, responsibilities & instructions specific to AUA/ KUA, Sub AUA and ASA as prescribed by UIDAI from time to time.

What is the frequency of checklist upgrade?

Checklist given in RFP is indicative. Selected bidder shall have to prepare checklist for audit work as per guidelines of UIDAI, IS policies, IT act 2000, aadhaar authentication act, Aadhaar act 2016 or any other security area which might be needed to secure aadhaar ecosystem of rajasthan.


Page 13 of 49



22 18 4.1 Each quarter a regular audit shall be performed by the selected bidder for all AUA/ KUA, Sub AUA and ASA.

Can we get tentative number of AUA/ KUA, Sub AUA and ASA and location and number of devices to be audited

20 approx.

23 18 4.1 Surprise audit

Any tentative number of surprise audits?

As per RFP.

24 18 4.1 Audit Methodology and phases of Audit

Who will provide automated procedures & proprietary tools?

As per RFP

25 19 4.1 Audit follow-up and closure

Is re-assessment and follow-up duty of selected company?

Yes

26 20

4.1.1 Technical assessment as mentioned in 4.1.1 i.e. source code review, VAPT, configuration assessment, memory footprinting

Who will be providing tools & related licenses to perform this? What kind of tools are acceptable? Can we use open source , freewares or some UIDAI specific ones need to be used?

The cost of Tools and License for the same shall be beared by selected bidder.

27 21 4.1.4 Measurable parameters and rating sheet based on Critical, High, Medium, Low

Rating criteria to be provided by client or we need to use some specific?

This shall be responsibility of selected bidder.

28 21

4.1.4 Audit of KUA, KSA, AUA, Sub- AUAs (Technical & Process) covering areas of security audit, network audit and application profiling as per SoW (4.1.1) and as per latest guidelines issued by UIDAI- Summary of audit findings, Draft audit report

Timeline given need to discuss if there are more number of KUA, KSA, AUA, Sub- AUAs & resources required are 2 As per RFP

29 21 4.1.4 T2 & T3

T2 & T3 are in continuation to T0 It is from T0

30 22

4.1.4 T4

Is time of engagement 6 months or 2 years?

6 months is for one time audit and 1 year shall be a rate contract. Please read point no. 12 selection method at page no. 28


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31 9

Clause 1 - Bid Security and Mode of payment · Amount (INR): 3,20,000.00 ; 80,000 for S.S.I. of Rajasthan, 1,60,000 for Sick Industries, other than S.S.I., whose cases are pending with Board of Industrial & Financial Reconstruction · Mode of Payment: Banker’s Cheque or Demand Draft, of a Scheduled Bank · Bid Security shall be in favour of “Managing Director, RISL” payable at “Jaipur”.

· Amount (INR): 3,20,000.00 ; 80,000 for S.S.I. of Rajasthan, 1,60,000 for Sick Industries, other than S.S.I., whose cases are pending with Board of Industrial & Financial Reconstruction · Mode of Payment: Banker’s Cheque or Demand Draft, of a Scheduled Bank or a Bank Guarantee from a scheduled commercial bank. · Bid Security shall be in favour of “Managing Director, RISL” payable at “Jaipur”.


32 10

Note,Clause 2 In case, any of the bidders fails to physically submit the Banker’s Cheque/ Demand Draft for Tender Fee, Bid Security, and RISL Processing Fee up to as mentioned in NIB, its Bid shall not be accepted. The Banker’s Cheque/ Demand Draft for Bidding document fee, RISL Processing Fee and Bid Security should be drawn in favour of “Managing Director, RajCOMP Info Services Ltd.” payable at “Jaipur” from any Scheduled Commercial Bank.

In case, any of the bidders fails to physically submit the Banker’s Cheque/ Demand Draft/Bank Guarantee for Tender Fee, Bid Security, and RISL Processing Fee up to as mentioned in NIB, its Bid shall not be accepted. The Banker’s Cheque/ Demand Draft/Bank Guarantee for Bidding document fee, RISL Processing Fee and Bid Security should be drawn in favour of “Managing Director, RajCOMP Info Services Ltd.” payable at “Jaipur” from any Scheduled Commercial Bank.



Page 15 of 49



33 15

7 - Qualification/Eligibility Criteria Bidder should: - a) not be insolvent, in receivership, bankrupt or being wound up, not have its affairs administered by a court or a judicial officer, not have its business activities suspended and must not be the subject of legal proceedings for any of the foregoing reasons; b) not have, and their directors and officers not have, been convicted of any criminal offence related to their professional conduct or the making of false statements omisrepresentations as to their qualifications to enter into a procurement contract within a period of three years preceding the commencement of the procurement process, or not have been otherwise disqualified pursuant to debarment proceedings; c) not have a conflict of interest in the procurement in question as specified in the bidding document. d) comply with the code of integrity as specified in the bidding document

Bidder should: - a) not be insolvent, in receivership, bankrupt or being wound up, not have its affairs administered by a court or a judicial officer, not have its business activities suspended and must not be the subject of legal proceedings for any of the foregoing reasons; b) not have, and their directors and officers not have, been convicted of any criminal offence related to their professional conduct or the making of false statements omisrepresentations as to their qualifications to enter into a procurement contract at the time of submission of bid c) not have a conflict of interest which materially impacts the capacity of the bidder to perform this contract in the procurement in question as specified in the bidding document. d) comply with the code of integrity as specified in the bidding document

As per RFP

34 26

5(8)(h) - Bid Security The bid security of unsuccessful bidders shall be refunded soon after final acceptance of successful bid and signing of Agreement and submitting performance security.

The bid security of unsuccessful bidders shall be refunded soon after final acceptance of successful bid and signing of Agreement and submitting performance security within seven days of announcement of successful bidder.

As per RFP


Page 16 of 49



35 26

5(8)(i) - Bid Security The Bid security taken from a bidder shall be forfeited, including the interest, if any, in the following cases, namely: - a. when the bidder withdraws or modifies its bid after opening of bids; b. when the bidder does not execute the agreement, if any, after placement of supply/ work order within the specified period; c. when the bidder fails to commence the supply of the goods or service or execute work as per supply/ work order within the time specified; d. when the bidder does not deposit the performance security within specified period after the supply/ work order is placed; and e. If the bidder breaches any provision of code of integrity, prescribed for bidders, specified in the bidding document.

The Bid security taken from a bidder shall be forfeited, including the interest, if any, in the following cases, namely: - a. when the bidder withdraws or modifies its bid after opening of bids; b. when the bidder does not execute the agreement, if any, even after the deviation submitted are adequately considered by the procuring entity after placement of supply/ work order within the specified period; c. when the bidder fails to commence the supply of the goods or service or execute work as per supply/ work order within the time specified after the execution of contract; d. when the bidder does not deposit the performance security within specified period after the supply/ work order is placed; and after the execution of contract. e. If the bidder breaches any provision of code of integrity, prescribed for bidders, specified in the bidding document.

As per RFP


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36 26

5(8)(m) - Bid Security The procuring entity shall promptly return the bid security after the earliest of the following events, namely:- a. the expiry of validity of bid security; b. the execution of agreement for procurement and performance security is furnished by the successful bidder; c. the cancellation of the procurement process; or d. the withdrawal of bid prior to the deadline for presenting bids, unless the bidding documents stipulate that no such withdrawal is permitted.

This clause on return of EMD is in contra-distinction to subclause (h). Customer to clarify.

As per RFP point no. h at page 26

37 28

5(11)( e) - Opening of Bids The committee shall conduct a preliminary scrutiny of the opened technical Bids to assess the prima-facie responsiveness and ensure that the: - a. bid is accompanied by bidding document fee, bid security or bid securing declaration, and processing fee (if applicable); b. bid is valid for the period, specified in the bidding document; c. bid is unconditional and the bidder has agreed to give the required performance security; and d. other conditions, as specified in the bidding document are fulfilled.

The committee shall conduct a preliminary scrutiny of the opened technical Bids to assess the prima-facie responsiveness and ensure that the: - a. bid is accompanied by bidding document fee, bid security or bid securing declaration, and processing fee (if applicable); b. bid is valid for the period, specified in the bidding document; c. bid is unconditional and the bidder has agreed to give the required performance security; and d. other conditions not forming part of bidder's deviations, as specified in the bidding document are fulfilled. e. any other relevant information which

As per RFP


Page 18 of 49



the committee may consider appropriate.

38 29

5(14) - Evaluation and tabulation of bids b)A responsive Bid is one that meets the requirements of the bidding document without any material deviation, reservation, or omission where: - i. “deviation” is a departure from the requirements specified in the bidding document; ii. “reservation” is the setting of limiting conditions or withholding from complete acceptance of the requirements specified in the bidding document; and iii. “Omission” is the failure to submit part or all of the information or documentation required in the bidding document. c) A material deviation, reservation, or omission is one that, i. if accepted, shall:- 1. affect in any substantial way the scope, quality, or performance of the subject matter of procurement specified in the bidding documents; or 2. limits in any substantial way, inconsistent with the bidding documents, the procuring entity’s rights or the bidder’s obligations under the proposed contract; or ii. if rectified, shall unfairly affect the competitive position of other bidders presenting responsive Bids. d. The bid evaluation committee shall examine the technical aspects of the Bid in

Request deletion

As per RFP


Page 19 of 49



particular, to confirm that all requirements of bidding document have been met without any material deviation, reservation or omission. e. The procuring entity shall regard a Bid as responsive if it conforms to all requirements set out in the bidding document, or it contains minor deviations that do not materially alter or depart from the characteristics, terms, conditions and other requirements set out in the bidding document, or if it contains errors or oversights that can be corrected without touching on the substance of the Bid.

39 30 5(15) - evaluation and tabulation of financial bids d) Conditional Bids are liable to be rejected;

Request deletion As per RFP

40 31

5(15)(i) - evaluation and tabulation of financial bids it shall be ensured that the offer recommended for sanction is justifiable looking to the prevailing market rates of the goods, works or service required to be procured.

Request Deletion

As per RFP

41 32

5(18) - Negotiations b) Negotiations may, however, be undertaken only with the lowest or most advantageous bidder when the rates are considered to be much higher than the prevailing market rates.

b) Negotiations may, however, be undertaken only with the lowest or most advantageous bidder when the rates are considered to be much higher than the prevailing market rates.

As per RFP

42 32

5(18) - Negotiations e) Negotiations shall not make the original offer made by the bidder inoperative. The bid evaluation committee shall have option to consider the original offer in case the bidder decides to increase rates originally quoted or imposes any new

e) Negotiations shall not make the original offer made by the bidder inoperative. The bid evaluation committee shall have option to consider the original offer in case the bidder

As per RFP


Page 20 of 49



terms or conditions. decides to increase rates originally quoted or imposes any new terms or conditions.

43 33 5(20) - Lack of Competition c. the Bid is unconditional and complete in all respects

c. the Bid is unconditional and complete in all respects

As per RFP

44 34

5(21)(g) - Acceptance of the successful bid and award of Contract As soon as a Bid is accepted by the competent authority, its written intimation shall be sent to the concerned bidder by registered post or email and asked to execute an agreement in the format given in the bidding documents on a non-judicial stamp of requisite value and deposit the amount of performance security or a performance security declaration, if applicable, within a period specified in the bidding documents or where the period is not specified in the bidding documents then within fifteen days from the date on which the letter of acceptance or letter of intent is dispatched to the bidder.

As soon as a Bid is accepted by the competent authority, its written intimation shall be sent to the concerned bidder by registered post or email post and asked to execute an agreement on mutually agreed terms an conditions in the format given in the bidding documents on a non-judicial stamp of requisite value and deposit the amount of performance security or a performance security declaration, if applicable, within a period specified in the bidding documents or where the period is not specified in the bidding documents then within fifteen days from the date on which the letter of acceptance or letter of intent is dispatched to the bidder. after execution of contract.

As per RFP


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45 35

5(21)(h) & 5(21)(i) - Acceptance of the successful bid and award of Contract h) If the issuance of formal letter of acceptance is likely to take time, in the meanwhile a Letter of Intent (LOI) may be sent to the bidder. The acceptance of an offer is complete as soon as the letter of acceptance or letter of intent is posted and/ or sent by email (if available) to the address of the bidder given in the bidding document. Until a formal contract is executed, the letter of acceptance or LOI shall constitute a binding contract. i) The bid security of the bidders who’s Bids could not be accepted shall be refunded soon after the contract with the successful bidder is signed and its performance security is obtained.

Request Deletion

As per RFP

46 36

5(25)(e) - Performance Security Forfeiture of Security Deposit: Security amount in full or part may be forfeited, including interest, if any, in the following cases:- a. When any terms and condition of the contract is breached. b. When the bidder fails to make complete supply as per the scope of tender document. c. if the bidder breaches any provision of code of integrity, prescribed for bidders, specified in the bidding document.

Forfeiture of Security Deposit: Security amount in full or part may be forfeited, including interest, if any, in the following cases:- a. When any material terms and condition of the contract is breached. b. When the bidder fails to make complete supply as per the scope of tender document. c. if the bidder breaches any provision of code of integrity, prescribed for bidders, specified in the bidding document.

As per RFP


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47 37

5(27) - Execution of Agreement A procurement contract shall come into force from the date on which the letter of acceptance or letter of intent is despatched to the bidder. b) The successful bidder shall sign the procurement contract within 15 days from the date on which the letter of acceptance or letter of intent is despatched to the successful bidder. c) If the bidder, who’s Bid has been accepted, fails to sign a written procurement contract or fails to furnish the required performance security within specified period, the procuring entity shall take action against the successful bidder as per the provisions of the bidding document and Act. The procuring entity may, in such case, cancel the procurement process or if it deems fit, offer for acceptance the rates of lowest or most advantageous bidder to the next lowest or most advantageous bidder, in accordance with the criteria and procedures set out in the bidding document. d) The bidder will be required to execute the agreement on a non-judicial stamp of specified value at its cost and to be purchase from anywhere in Rajasthan only.

A procurement contract shall come into force from the date on which the contract is signed. the letter of acceptance or letter of intent is despatched to the bidder. b) The successful bidder shall sign the procurement contract on mutually agreed terms and conditions within 15 days from the date on which the letter of acceptance or letter of intent is despatched to the successful bidder. c) If the bidder, who’s Bid has been accepted, fails to sign a written procurement contract or fails to furnish the required performance security post execution of contract within specified period, the procuring entity shall take action against the successful bidder as per the provisions of the bidding document and Act. The procuring entity may, in such case, cancel the procurement process or if it deems fit, offer for acceptance the rates of lowest or most advantageous bidder to the next lowest or most advantageous bidder, in accordance with the criteria

As per RFP


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and procedures set out in the bidding document. d) The bidder will be required to execute the agreement on a non-judicial stamp of specified value at its cost and to be purchase from anywhere in Rajasthan only.

48 37

5(28)(b) - Confidentiality The procuring entity shall treat all communications with bidders related to the procurement process in such manner as to avoid their disclosure to competing bidders or to any other person not authorised to have access to such information.

The procuring entity shall treat all communications with bidders related to the procurement process as confidential in such manner as to avoid their and shall not discloseure to competing bidders or to any other person not authorised to have access to such information.

As per RFP

49 37

5(28)© - Confidentiality c)The procuring entity may impose on bidders and sub-contractors, if there are any for fulfilling the terms of the procurement contract, conditions aimed at protecting information, the disclosure of which violates (a) above. d) In addition to the restrictions specified above, the procuring entity, while procuring a subject matter of such nature which requires the procuring entity to maintain confidentiality, may impose condition for protecting confidentiality of such information

Request deletion

As per RFP


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50 38

5(29) - Cancellation of procurement prcess b) A procuring entity may, for reasons to be recorded in writing, cancel the process of procurement initiated by it - a. at any time prior to the acceptance of the successful Bid; or b. after the successful Bid is accepted in accordance with (d) and (e) below.

b) A procuring entity may, for reasons to be recorded in writing, cancel the process of procurement initiated by it - a. at any time prior to the acceptance of the successful Bid; or b. after the successful Bid is accepted in accordance with (d) and (e) below. However, in such under (d) below, the procuring entity shall indemnify the bidder for all costs incurred in furtherance of this procurement process.

As per RFP

51 38

5(30) - Code of Integrity for Bidders v. any financial or business transactions between the bidder and any officer or employee of the procuring entity;

v. any financial or business transactions between the bidder and any officer or employee of the procuring entity aimed to obtain any unfair advantage in the procurement process;

As per RFP


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52 38

5(30)© - Code of Integrity for Bidders Without prejudice to the provisions below, in case of any breach of the code of integrity by a bidder or prospective bidder, as the case may be, the procuring entity may take appropriate measures including: - a. Exclusion of the bidder from the procurement process; b. Calling-off of pre-contract negotiations and forfeiture or encashment of bid security; c. Forfeiture or encashment of any other security or bond relating to the procurement; d. Recovery of payments made by the procuring entity along with interest thereon at bank rate; e. Cancellation of the relevant contract and recovery of compensation for loss incurred by the procuring entity; f. Debarment of the bidder from participation in future procurements of the procuring entity for a period not exceeding three years.

Bidder requests deletion

As per RFP


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53 39

5(31) - Interference with Procurement Process Refer to RFP

A bidder, who: - a) withdraws from the procurement process after opening of financial bids; b) withdraws from the procurement process after being declared the successful bidder and his deviation being considered reasonably; c) fails to enter into procurement contract after being declared the successful bidder; d) fails to provide performance security or any other document or security required in terms of the bidding documents after execution of contract being declared the successful bidder, without valid grounds, shall, in addition to the recourse available in the bidding document or the contract, be punished with fine which may extend to fifty lakh rupees or ten per cent of the assessed value of procurement, whichever is less.

As per RFP

54 40

5(32) & 5(3) - Appeals Refer to RFP

Request Deletion. Clause to be substituted with : This Agreement shall be governed by laws in force in India. In the event of any dispute arising out of this Agreement the same shall be settled by binding arbitration conducted by a sole arbitrator appointed jointly by both Parties and governed by the

As per RFP


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Arbitration and Conciliation Act, 1996. The venue of arbitration shall be Delhi. The language of the arbitration proceedings shall be English. Any dispute arising in relation to this Agreement shall be subject to the jurisdiction of the courts at Delhi.

55 42

5(36) - Debarment from Bidding a) A bidder shall be debarred by the State Government if he has been convicted of an offence a. under the Prevention of Corruption Act, 1988 (Central Act No. 49 of 1988); or b. under the Indian Penal Code, 1860 (Central Act No. 45 of 1860) or any other law for the time being in force, for causing any loss of life or property or causing a threat to public health as part of execution of a public procurement contract. b) A bidder debarred under (a) above shall not be eligible to participate in a procurement process of any procuring entity for a period not exceeding three years commencing from the date on which he was debarred. c) If a procuring entity finds that a bidder has breached the code of integrity prescribed in terms of “Code of Integrity for bidders” above, it may debar the bidder for a period not exceeding three years.

a) A bidder shall be debarred by the State Government if he has been convicted of an offence a. under the Prevention of Corruption Act, 1988 (Central Act No. 49 of 1988); or b. under the Indian Penal Code, 1860 (Central Act No. 45 of 1860) or any other law for the time being in force, for causing any loss of life or property or causing a threat to public health as part of execution of a public procurement contract. b) A bidder debarred under (a) above shall not be eligible to participate in a procurement process of any procuring entity for a period not exceeding three years commencing from the date on which he was debarred. c) If a procuring entity finds that a

As per RFP


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d) Where the entire bid security or the entire performance security or any substitute thereof, as the case may be, of a bidder has been forfeited by a procuring entity in respect of any procurement process or procurement contract, the bidder may be debarred from participating in any procurement process undertaken by the procuring entity for a period not exceeding three years

bidder has breached the code of integrity prescribed in terms of “Code of Integrity for bidders” above, it may debar the bidder for a period not exceeding three years. d) Where the entire bid security or the entire performance security or any substitute thereof, as the case may be, of a bidder has been forfeited by a procuring entity in respect of any procurement process or procurement contract, the bidder may be debarred from participating in any procurement process undertaken by the procuring entity for a period not exceeding three years

56 43

5(37)(f) - Monitoring of Contract The selected bidder shall not assign or sub-let his contract or any substantial part thereof to any other agency without the permission of procuring entity.

The selected bidder shall not assign or sub-let his contract or any substantial part thereof to any other agency without the permission of procuring entity which shall not be reasonably witheld.

As per RFP


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57 33

6(7) - Scope of Supply a) Subject to the provisions in the bidding document and contract, the goods and related services to be supplied shall be as specified in the bidding document. b) Unless otherwise stipulated in the Contract, the scope of supply shall include all such items not specifically mentioned in the Contract but that can be reasonably inferred from the Contract as being required for attaining delivery and completion of the goods and related services as if such items were expressly mentioned in the Contract.

a) Subject to the provisions in the bidding document and contract, the goods and related services to be supplied shall be as specified in the bidding document. b) Unless otherwise stipulated in the Contract, the scope of supply shall include all such items not specifically mentioned in the Contract but that can be reasonably inferred from the Contract as being required for attaining delivery and completion of the goods and related services as if such items were expressly mentioned in the Contract.

As per RFP

58 47

6(15)(e) - Taxes & Duties Clause to be added

Any increase or decrease in the rates of the applicable taxes or any new levy on account of changes in law shall be to the account of oricyrubf entity.

As per RFP

59 48

6(13) - Copyright The copyright including IPR and source code of the entire project shall be handed over to purchaser by the selected bidder after completion of the project.

The copyright including IPR and source code of all the deliverables developed in furtherance of this entire project shall be handed over to purchaser by the selected bidder after completion of the project. Each Party owns, and will continue to own all right, title and interest in and to any inventions however embodied, know how, works in any media, software, information, trade secrets, materials,

As per RFP


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property or proprietary interest that it owned prior to this Agreement, or that it created or acquired independently of its obligations pursuant to this Agreement (collectively, “Retained Rights”). All Retained Rights not expressly transferred or licensed herein are reserved to the respective owner.

60 48

6(14)(a) - Confidentiality Information The Purchaser and the Supplier/ Selected Bidder shall keep confidential and shall not, without the written consent of the other party hereto, divulge to any third party any drawings, documents, data, or other information furnished directly or indirectly by the other party hereto in connection with the Contract, whether such information has been furnished prior to, during or following completion or termination of the Contract.

The Purchaser and the Supplier/ Selected Bidder shall keep confidential and shall not, without the written consent of the other party hereto, divulge to any third party any drawings, documents, data, or other information furnished directly or indirectly by the other party hereto in connection with the Contract, whether such information has been furnished prior to, during or following completion or termination of the Contract.

As per RFP

61 48

6(14)(f) - Confidentiality Information The provisions of this clause shall survive completion or termination, for whatever reason, of the Contract.

The provisions of this clause shall survive completion or termination, for whatever reason, of the Contract by a period of 2 years.

As per RFP


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62 49

6(15) - Sub-contracting a) The bidder shall not assign or sub-let his contract or any substantial part thereof to any other agency without the permission of Purchaser/ Tendering authority

a) The bidder shall not assign or sub-let his contract or any substantial part thereof to any other agency without the permission of Purchaser/ Tendering which shall not be unreasonably witheld.

As per RFP

63 49

6(15) - Sub-contracting Subcontractors, if permitted, shall comply with the provisions of bidding document and/ or contract.

Request Deletion

As per RFP

64 49

6(16) - Specifications and Standards Refer to RFP

All articles supplied shall materially strictly conform to the specifications, trademark laid down in the bidding document and wherever articles have been required according to ISI/ ISO/ other applicable specifications/ certifications/ standards, those articles should conform strictly to those specifications/ certifications/ standards. The supply shall be of best industry quality and description. The decision of the competent authority/ purchase committee whether the articles supplied conforms to the specifications shall be final and binding on the supplier/ selected bidder

As per RFP


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65 0

6(16) - Specifications and Standards d) The supplier/ selected bidder must certify that all the goods are new, unused, and of the agreed make and models, and that they incorporate all recent improvements in design and materials, unless provided otherwise in the Contract. e) The supplier/ selected bidder should further warrant that the Goods shall be free from defects arising from any act or omission of the supplier/ selected bidder or arising from design, materials, and workmanship, under normal use in the conditions prevailing in the place of final destination.

d) The supplier/ selected bidder must certify that all the goods are, at the time of delivery, new, unused, and of the agreed make and models, and that they incorporate all recent improvements in design and materials, unless provided otherwise in the Contract. e) The supplier/ selected bidder should further warrant that the Goods shall be free from defects arising from any act or omission of the supplier/ selected bidder or arising from design, materials, and workmanship, under normal use in the conditions prevailing in the place of final destination.

As per RFP


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66 50

6(17)(a) - Extension in Delivery Period and LD Except as provided under clause “Force Majeure”, if the supplier/ selected bidder fails to deliver any or all of the Goods or perform the Related Services within the period specified in the Contract, the Purchaser may without prejudice to all its other remedies under the Contract, deduct from the Contract Price, as liquidated damages, a sum equivalent to the percentage specified in (d) below for each week or part thereof of delay until actual delivery or performance, up to a maximum deduction of the percentage specified in the bidding document and/ or contract. Once the maximum is reached, the Purchaser may terminate the Contract pursuant to clause “Termination”.

Except as provided under clause “Force Majeure”, if the supplier/ selected bidder fails to deliver any or all of the Goods or perform the Related Services within the period specified in the Contract, the Purchaser may without prejudice to all its other remedies under the Contract, deduct from the Contract Price, as liquidated damages, a sum equivalent to the percentage specified in (d) below for each week or part thereof of delay until actual delivery or performance, up to a maximum deduction of the percentage specified in the bidding document and/ or contract. Once the maximum is reached, the Purchaser may terminate the Contract pursuant to clause “Termination”.

As per RFP

67 50

6(17)(b) - Extension in Delivery Period and LD The time specified for delivery in the bidding document shall be deemed to be the essence of the contract and the supplier/ selected bidder shall arrange goods supply and related services within the specified period.

The time specified for delivery in the bidding document shall be deemed to be the essence of the contract and tThe supplier/ selected bidder shall arrange goods supply and related services within the specified period.

As per RFP


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68 50 6(17)(c) - Extension in Delivery Period and LD Refer to RFP

Request Deletion As per RFP

69 52

6(18) - Limitation of Liability Except in cases of gross negligence or wilful default: - a) neither party shall be liable to the other party for any indirect or consequential loss or damage, loss of use, loss of production, or loss of profits or interest costs, provided that this exclusion shall not apply to any obligation of the supplier/ selected bidder to pay liquidated damages to the Purchaser; and

Except in cases of gross negligence or wilful default: - a) neither party shall be liable to the other party for any indirect or consequential loss or damage, loss of use, loss of production, or loss of profits or interest costs, provided that this exclusion shall not apply to any obligation of the supplier/ selected bidder to pay liquidated damages to the Purchaser; and b) the aggregate liability of the supplier/ selected bidder to the Purchaser, whether under the Contract, in tort, or otherwise, shall not be in excess of the fees received by Bidder under this Agreement during the three months preceding the date of first such claim.

As per RFP


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70 52

6(19) - Force Majeure a) The supplier/ selected bidder shall not be liable for forfeiture of its PSD, LD, or termination for default if and to the extent that it’s delay in performance or other failure to perform its obligations under the Contract is the result of an event of Force Majeure. b) For purposes of this Clause, “Force Majeure” means an event or situation beyond the control of the supplier/ selected bidder that is not foreseeable, is unavoidable, and its origin is not due to negligence or lack of care on the part of the supplier/ selected bidder. Such events may include, but not be limited to, acts of the Purchaser in its sovereign capacity, wars or revolutions, fires, floods, epidemics, quarantine restrictions, and freight embargoes. c) If a Force Majeure situation arises, the supplier/ selected bidder shall promptly notify the tendering authority in writing of such conditions and cause thereof within 15 days of occurrence of such event. Unless otherwise directed by tendering authority, the supplier/ selected bidder shall continue to perform its obligations under the contract as far as reasonably practical. d) If the performance in whole or part or any obligation under the contract is prevented or delayed by any reason of Force Majeure for a period exceeding

a) The supplier/ selected bidder shall not be liable for forfeiture of its PSD, LD, or termination for default if and to the extent that it’s delay in performance or other failure to perform its obligations under the Contract is the result of an event of Force Majeure. b) For purposes of this Clause, “Force Majeure” means an event or situation beyond the control of the supplier/ selected bidder that is not foreseeable, is unavoidable, and its origin is not due to gross negligence or lack of care on the part of the supplier/ selected bidder. Such events may include, but not be limited to, acts of the Purchaser in its sovereign capacity, wars or revolutions, fires, floods, epidemics, quarantine restrictions, and freight embargoes. c) If a Force Majeure situation arises, the supplier/ selected bidder shall promptly notify the tendering authority in writing of such conditions and cause thereof within 15 days of occurrence of such event. Unless

As per RFP


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60 days, either party at its option may terminate the contract without any financial repercussion on either side. e) In case a Force Majeure situation occurs with the tendering authority, the tendering authority may take the case with the supplier/ selected bidder on similar lines.

otherwise directed by tendering authority and it is reasonably and commercial viable, the supplier/ selected bidder shall continue to perform its obligations under the contract as far as reasonably practical. d) If the performance in whole or part or any obligation under the contract is prevented or delayed by any reason of Force Majeure for a period exceeding 60 days, either party at its option may terminate the contract without any financial repercussion on either side. However, on occurence of such an event, the Purchaser shall pay the Supplier all the payments due to him before termination within thirty days from the date such termination becomes effective. e) In case a Force Majeure situation occurs with the tendering authority, the tendering authority may take the case with the supplier/ selected bidder on similar lines.


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71 52

6(20) - Change orders and contract amendments a) The Purchaser may at any time order the supplier/ selected bidder through Notice in accordance with clause “Notices” above, to make changes within the general scope of the Contract in any one or more of the following: - i. drawings, designs, or specifications, where Goods to be furnished under the Contract are to be specifically manufactured for the Purchaser; ii. the method of shipment or packing; iii. the place of delivery; and iv. the related services to be provided by the supplier/ selected bidder. b) If any such change causes an increase or decrease in the cost of, or the time required for, the supplier’s/ selected bidder’s performance of any provisions under the Contract, an equitable adjustment shall be made in the Contract Price or in the Delivery and Completion Schedule, or both, and the Contract shall accordingly should be amended. Any claims by the supplier/ selected bidder for adjustment under this clause must be asserted within thirty (30) days from the date of the supplier’s/ selected bidder’s receipt of the Purchaser’s change order. c) Prices to be charged by the supplier/ selected bidder for any related services that might be needed but which were not included in the Contract shall be agreed upon in advance by

a) The Purchaser, with concurrence of the supplier may at any time onorder the supplier/ selected bidder through Notice in accordance with clause “Notices” above, to make changes within the general scope of the Contract in any one or more of the following: - i. drawings, designs, or specifications, where Goods to be furnished under the Contract are to be specifically manufactured for the Purchaser; ii. the method of shipment or packing; iii. the place of delivery; and iv. the related services to be provided by the supplier/ selected bidder. b) If any such change causes an increase or decrease in the cost of, or the time required for, the supplier’s/ selected bidder’s performance of any provisions under the Contract, an equitable adjustment shall be made on mutually agreed terms and condition in the Contract Price or in the Delivery and Completion Schedule, or both, and the Contract shall accordingly should be amended. Any

As per RFP


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the parties and shall not exceed the prevailing rates charged to other parties by the supplier/ selected bidder for similar services.

claims by the supplier/ selected bidder for adjustment under this clause must be asserted within thirty (30) days from the date of the supplier’s/ selected bidder’s receipt of the Purchaser’s change order. c) Prices to be charged by the supplier/ selected bidder for any related services that might be needed but which were not included in the Contract shall be mutually agreed upon in advance by the parties and shall not exceed the prevailing rates charged to other parties by the supplier/ selected bidder for similar services. The Supplier shall not be bound to perform any new services written down in the change order until the change order has been signed by both the parties.

72 53

6(21)(a) - Termination for default The tender sanctioning authority of tendering authority may, without prejudice to any other remedy for breach of contract, by a written notice of default of at least 30 days sent to the supplier/ selected bidder, terminate the contract in whole or in part: -

The tender sanctioning authority of tendering authority may, without prejudice to any other remedy for breach of contract, by a written notice of default of at least 30 days sent to the supplier/ selected bidder, terminate the contract in whole or in

As per RFP


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a. If the supplier/ selected bidder fails to deliver any or all quantities of the service within the time period specified in the contract, or any extension thereof granted by tendering authority; or b. If the supplier/ selected bidder fails to perform any other obligation under the contract within the specified period of delivery of service or any extension granted thereof; or c. If the supplier/ selected bidder, in the judgement of the Purchaser, is found to be engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the contract. d. If the supplier/ selected bidder commits breach of any condition of the contract. ii. If tendering authority terminates the contract in whole or in part, amount of PSD may be forfeited. iii. Before cancelling a contract and taking further action, advice of senior most finance person available in the office and of legal adviser or legal assistant posted in the office, if there is one, may be obtained.

part: - a. If the supplier/ selected bidder fails to deliver any or all quantities of the service within the time period specified in the contract even after being provided a rectification period of 30 days, or any extension thereof granted by RISL; or b. If the supplier/ selected bidder fails to perform any other material obligation under the contract within the specified period of delivery of service even after being provided a rectification period of 30 days or any extension granted thereof; or c. If the supplier/ selected bidder, in the judgement of a court of competent jurisdiction the Purchaser, is found to be engaged in corrupt, fraudulent, collusive, or coercive practices in competing for or in executing the contract. d. If the supplier/ selected bidder commits material breach of any condition of the contract and continues committing such breach even after being provided a rectification period of 30 days.


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ii. If tendering authority terminates the contract in whole or in part, amount of PSD may be forfeited. iii. Before cancelling a contract and taking further action, advice of senior most finance person available in the office and of legal adviser or legal assistant posted in the office, if there is one, may be obtained. iv. As on effective date of termination, Tendering Authority shall pay: a. the unpaid value of all the assets supplied by the Bidder in accordance with the RFP specifications in order to take over the possession of the assets / application. b. all the services delivered by the Bidder the consideration payable shall be based on service rate as per agreement.


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73 53

6(21)(b) - Termination for insolvency Tendering authority may at any time terminate the Contract by giving a written notice of at least 30 days to the supplier/ selected bidder, if the supplier/ selected bidder becomes bankrupt or otherwise insolvent. In such event, termination will be without compensation to the supplier/ selected bidder, provided that such termination will not prejudice or affect any right of action or remedy that has accrued or will accrue thereafter to tendering authority.

Tendering authority may at any time terminate the Contract by giving a written notice of at least 30 days to the supplier/ selected bidder, if the supplier/ selected bidder becomes bankrupt or otherwise insolvent. In such event, termination will be without compensation and the supplier shall be made all payments due to him upto the effective date of termination to the supplier/ selected bidder, provided that such termination will not prejudice or affect any right of action or remedy that has accrued or will accrue thereafter to tendering authority.

as Per RFP


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74 54

6(21)(c) - Termination for convenience i. RISL, by a written notice of at least 30 days sent to the supplier/ selected bidder, may terminate the Contract, in whole or in part, at any time for its convenience. The Notice of termination shall specify that termination is for the Purchaser’s convenience, the extent to which performance of the supplier/ selected bidder under the Contract is terminated, and the date upon which such termination becomes effective. ii. Depending on merits of the case the supplier/ selected bidder may be appropriately compensated on mutually agreed terms for the loss incurred by the contract if any due to such termination. iii. The Goods that are complete and ready for shipment within twenty-eight (28) days after the supplier’s/ selected bidder’s receipt of the Notice of termination shall be accepted by the Purchaser at the Contract terms and prices. For the remaining Goods, the Purchaser may elect: a. To have any portion completed and delivered at the Contract terms and prices; and/or b. To cancel the remainder and pay to the supplier/ selected bidder an agreed amount for partially completed Goods and Related Services and for materials and parts previously procured by the supplier/ selected bidder.

i. Either party RISL, by a written notice of at least 30 days sent to the other party supplier/ selected bidder, may terminate the Contract, in whole or in part, at any time for its convenience. The Notice of termination shall specify that termination is for the party's Purchaser’s convenience, the extent to which performance of the supplier/ selected bidder under the Contract is terminated, and the date upon which such termination becomes effective. ii. Depending on merits of the case the supplier/ selected bidder may be appropriately compensated on mutually agreed terms for the loss incurred by the contract if any due to such termination. iii. The Goods that are complete and ready for shipment within twenty-eight (28) days after the supplier’s/ selected bidder’s receipt of the Notice of termination shall be accepted by the Purchaser at the Contract terms and prices. For the remaining Goods, the Purchaser may elect: a. To have any portion completed and

As per RFP


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delivered at the Contract terms and prices; and/or b. To cancel the remainder and pay to the supplier/ selected bidder an agreed amount for partially completed Goods and Related Services and for materials and parts previously procured by the supplier/ selected bidder ii. In the event of termination, the bidder shall be paid for all the goods delivered and services rendered up to the effective date of termination along with a mutually agreed termination assistance fees.

75 54

6(22)(b) - Exit Management b) All title of the assets to be transferred to tendering authority or its nominated agencies pursuant to clause(s) above shall be transferred on the last day of the exit management period. All expenses occurred during transfer of assets shall be borne by the selected bidder.

b) All title of the assets to be transferred to tendering authority or its nominated agencies pursuant to clause(s) above shall be transferred on the date of delivery on the last day of the exit management period. All expenses occurred during transfer of assets shall be borne by the selected bidder.

As per RFP

76 57 6(22)(e) - Transfer of Certain Agreements As per RFP

Bidder requests deletion As per RFP


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77 58

6(23) - Settlement of Disputes Refer to RFP

Request Deletion. Substitute with : This Agreement shall be governed by laws in force in India. In the event of any dispute arising out of this Agreement the same shall be settled by binding arbitration conducted by a sole arbitrator appointed jointly by both Parties and governed by the Arbitration and Conciliation Act, 1996. The venue of arbitration shall be Delhi. The language of the arbitration proceedings shall be English. Any dispute arising in relation to this Agreement shall be subject to the jurisdiction of the courts at Jaipur.

As per RFP

78 59

7(1) - Payment Terms and Schedule Due payments shall be made promptly by the purchaser, after submission of an invoice or request for payment by the supplier/ selected bidder, and the purchaser has accepted it.

Due payments shall be made promptly by the purchaser, within thirty(30) days after submission of an invoice or request for payment by the supplier/ selected bidder, and the purchaser has accepted it.

As per RFP


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79 59

7(2) - SLA The replacement of resources by bidder after deployment will be allowed (without penalty) only in case, the resource leaves the organization by submitting resignation with the present employer. In case of failure to meet the standards of the purchaser, (which includes efficiency, cooperation, discipline andperformance) bidder may be asked to replace the resource without any penalty for replacement/exit.

Bidder requests modification: - The replacement of resources by bidder after deployment will be allowed (without penalty) only in case, the resource leaves the organization by submitting resignation with the present employer, etc. In case of failure to meet the standards of the purchaser, (which includes efficiency, cooperation, discipline andperformance) bidder may be asked to replace the resource without any penalty for replacement/exit.

As per RFP

80 59

7(2) - SLA In case the supplier fails to rectify the defect (s)/ replace the faulty equipment (s) with the same /higher configuration within 15 calendar days, it may be considered as breach of contract.

In case the supplier fails to rectify the defect (s)/ replace the faulty equipment (s) with the same /higher configuration within 15 30 calendar days, it may be considered as breach of contract.

As per RFP

81 60

7(4) - Change Requests/Management a) An institutional mechanism will be set up for taking decisions regarding requests for changes. The Purchase Committee will set up a Change Control Committee with members from the procurement agency and the selected bidder. If it is unable to reach an agreement, the decision of the Purchase Committee will be final.

a) An institutional mechanism will be set up for taking decisions regarding requests for changes. The Purchase Committee will set up a Change Control Committee with members from the procurement agency and the selected bidder. If it is unable to reach an agreement, the decision of the

As per RFP


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Purchase Committee will be final. The bidder shall not be bound to perform additional services unless a formal change order has been signed by both the parties.

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8 - Savings Clause Clause to be added

Bidder’s failure to perform its contractual responsibilities, to perform the services, or to meet agreed service levels shall be excused if and to the extent Bidder's performance is effected , delayed or causes non-performance due to Purchaser's omissions or actions whatsoever.

As per RFP

83 61

8.1 - Site Not Ready Clause to be added

Purchaser hereby agrees to make the site ready as per the agreed specifications, within the agreed timelines. Purchaser agrees that Bidder shall not be in any manner be liable for any delay arising out of Purchaser's failure to make the site ready within the stipulated period, including but not limited to levy of liquidated damages for any delay in performance of Services under the terms of this Agreement.

As per RFP

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8.2 - Bidder's right to terminate Clause to be added

The bidder shall have the right to terminate the contract in the event any undisputed amount remains unpaid for a period exceeding 15 days.

As per RFP


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85 61

8.3 - Update/ Upgrade Clause to be added

Notwithstanding anything to the contrary in the RFP, any requirement by the Purchaser of any upgrade/update/enhancement shall be provided at an additional cost to the Purchaser and the same shall be done through a Change Order

As per RFP

86 61

8.4 - Non-Hire Clause to be added

During the term of this Agreement and for a period of one year thereafter supplier shall not, directly or indirectly, hire or solicit for hire, any of the personnel engaged by Bidder, without the prior written consent thereof from Bidder. Thus, the supplier agrees to the entry of an injunction against it in the event of actual or threatened breach of its obligations hereunder, and acknowledges such relief shall be in addition to such other and further relief as may be available to Bidder at law or in equity

As per RFP

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8.5 - Audit Clause to be added

Excluding a regulatory/statutory requirement, if any, nothing in this Agreement shall be construed or interpreted as requiring Bidder to provide Purchaser access to or right to inspect, examine, audit and take copies of any fees, price, cost or any other financial information or any records or documents relating to the

As per RFP


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make-up of the Bidder’s internal overhead calculations, their relationship to the fees, any financial cost model, calculation of fees or to the Purchaser’s profitability or other such financial data.

88 79

Annexure 5 - Self Declaration is having unblemished record and is not declared ineligible for corrupt & fraudulent practices either indefinitely or for a particular period of time by any State/ Central government/ PSU/ UT.

is having unblemished record and is not declared ineligible for corrupt & fraudulent practices at the time of submission of bid either indefinitely or for a particular period of time by any State/ Central government/ PSU/ UT.

As per RFP

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Annexure 5 - Self Declaration does not have any previous transgressions with any entity in India or any other country during the last three years

does not have any previous transgressions with any entity in India or any other country during the last three years

As per RFP

90 79 Annexure 5 - Self Declaration does not have any debarment by any other procuring entity

does not have any debarment by any other government procuring entity As per RFP

91 79

Annexure 5 - Self Declaration does not have, and ourdirectors and officers not have been convicted of any criminal offence related to their professional conduct or the making of false statements or misrepresentations as to their qualifications to enter into a procurement contract within

Clause to be deleted.

As per RFP

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