Request for Qualification (RFQ) cum Request for Proposal ...€¦ · Request for Qualification (RFQ) cum Request for Proposal (RFP) For Selection of Developer for Agro, Food, Herbal

Request for Qualification (RFQ) cum Request for Proposal (RFP)

For Selection of Developer for Agro, Food, Herbal and Forest

based industrial park in Multi-modal International Hub Airport at

Nagpur (MIHAN)

Maharashtra Airport Development Company Ltd. (A Govt. of Maharashtra Undertaking)

CIN: U45203MH2002SGC136979

Vice Chairman and Managing Director

8th floor, Centre-1, World Trade Centre,

Cuffe Parade, Mumbai- 400 005 Tel. No. : +91-22-49212102/22 Fax: +91-22-2216 3814

June, 2016

Cost of Request for Qualification (RFQ) cum Request for Proposal (RFP) Document: INR 5, 00,000/- (INR Five Lakhs Only)

Tender Reference No MADC/NGP/RFQ cum RFP-NIT/2016-17/0237 dated 17/05/2016

Request for Qualification (RFQ) cum Request for Proposal (RFP) For Selection of Developer for Agro, Food, Herbal and Forest based industrial park in Multi-modal International Hub Airport at Nagpur (MIHAN)

2 | P a g e Maharashtra Airport Development Company Ltd.

Maharashtra Airport Development Company Ltd.

Reference Number: MADC/NGP/RFQ cum RFP-NIT/2016-17/0237 dated 17/05/2016

Request for Qualification (RFQ) cum Request for Proposal (RFP)

Selection of Developer for an Agro, Food, Herbal and Forest based industrial park in Multi-modal International Hub Airport at Nagpur (MIHAN)

Background

Maharashtra Airport Development Company Limited (MADC), constituted by the Government of Maharashtra in 2002 as a special purpose company, intends to develop Agro, Food, Herbal and Forest based industrial in an area of about of 230 acres, which may go up to 250 acres subject to deforestation of the land parcel of area under Zudapi Jungle which falls under the boundary of proposed Project Land (Project Land) of area outside SEZ of MIHAN, Nagpur.

MADC invites proposals from qualified local and global industry players for the development of the ambitious Agro, Food, Herbal and Forest based industrial park to be developed in Project Land. The project is intended to accelerate agricultural growth of Maharashtra by providing a ready marketing platform to the farmers / tribal in the region and help them to improve productivity, quality and marketing intelligence.

The interested bidder should have minimum average turnover of Agro / Food / Herbal / Forest based processing business of INR 300 crore per annum (p.a.) in last three years. The land for the development of the Agro, Food, Herbal and Forest based industrial park shall be leased for 66 years. All interested bidder shall submit an Earnest Money Deposit to the tune of INR 6.5 Crores. The developer shall start the execution of project within 6 months of approval and the production must start within 18 months.

The successful bidder shall buy raw material viz. agriculture, horticulture, floriculture and herbal of at least INR 100 crore p.a. from the farmers / tribal directly. The successful bidder shall also train and educate a minimum of 1000 farmers / tribal per year across the State of Maharashtra to improve productivity, quality and market intelligence to get them ready for agro business development in consultation with Agriculture Department.

Selection of Developer

The project will be awarded through international competitive e-tendering process: Both Technical bid and Financial Bid are to be submitted concurrently duly digitally

signed in the website https://mahatenders.gov.in through Digital Signature

Certificate.

Post technical evaluation and at a date and time advised in the Bidding Document or

as informed subsequently the Financial Proposal of the technically qualified bidders

shall be opened.

https://mahatenders.gov.in/



The Financial Proposals shall be evaluated and the Contract shall be awarded to the

Bidder who’s Bid has been determined to be highest Lease Premium over and above

fixed base rate.

For e-filing, interested bidders can download the tender documents from the

website https://mahatenders.gov.in through Digital Signature Certificate, from …….-,

2016, 11.00 hrs up to ……, 2016, 11.00 hrs.

Interested parties can also download the RFQ cum RFP documents from the website

www.madcindia.org from …………, 2016, 11.00 hrs up to …….., 2016, 11.00 hrs.

All tenders must be submitted online using Digital Signature Certificate.

Any change / addendum /corrigendum shall be notified in the official website of MADC and at https://mahatenders.gov.in

Contact:

Vice Chairman and Managing Director

Maharashtra Airport Development Co. Ltd. Vice Chairman and Managing Director Maharashtra Airport Development Company 8th Floor, World Trade Centre, Cuffe Parade, Mumbai - 400 005 Tel: 022 49212102, 22163871 Website: https://madc.maharashtra.gov.in

COPY OF ADVERTISEMENT


http://www.madcindia.org/


https://madc.maharashtra.gov.in/





Request for Qualification (RFQ) cum Request for Proposal (RFP) For Selection of Developer for Agro, Food, Herbal and Forest based industrial park in Multi-modal

International Hub Airport at Nagpur (MIHAN)

Contents

COPY OF ADVERTISEMENT .............................................................................................. 3

1 DISCLAIMER .................................................................................................................. 7

2 General Information ....................................................................................................... 9

2.1 Project Background ........................................................................................... 9

2.2 Salient Features of Bid ...................................................................................... 9

3 Instruction to Bidder (ITB) .......................................................................................... 11

3.1 The Project ........................................................................................................ 11

3.2 Eligible Bidders ................................................................................................ 11

3.3 One Bid per Bidder .......................................................................................... 12

3.4 Cost of Bidding ................................................................................................ 12

3.5 Term of offer ..................................................................................................... 13

3.6 Location of plot ................................................................................................ 13

3.7 Schedule of Bidding Process .......................................................................... 13

3.8 Who is eligible to participate ......................................................................... 14

3.9 How to make an offer -Bidding Document ................................................. 15

3.9.1 Contents of Bid Documents: ......................................................................... 15

3.10 Preparation of Bids .......................................................................................... 15

3.10.1 Language of Bid ............................................................................................. 15

3.10.2 Documents Comprising the Bid ................................................................... 15

3.11 Earnest Money Deposit .................................................................................. 16

3.11.1 Security Deposit ............................................................................................. 16

3.11.2 Format and Signing of Bid ............................................................................ 17

3.12 Submission of Bids .......................................................................................... 17

3.12.1 Sealing and Marking of Bids ........................................................................ 17

3.13 Validity of Bid/offer ....................................................................................... 17

3.14 Pre-bid Meeting ............................................................................................... 17

3.15 Amendments to Bidding Documents ........................................................... 17

3.16 Opening of bid/offer ...................................................................................... 18



3.17 Special Terms and Conditions ....................................................................... 18

3.18 Acceptance of offer .......................................................................................... 18

3.19 Right to Accept or Reject any or all Offers and Interpretation of Documents 18

3.20 Selection of the Successful Bidder ................................................................. 19

3.20.1 Criteria for Evaluation ................................................................................... 19

3.20.2 Selection of the Successful Bidder ............................................................... 21

3.21 Additional Information .................................................................................. 21

4 Miscellaneous Provisions ............................................................................................ 22

4.1 Site Inspection .................................................................................................. 22

4.2 Format of Agreement to Lease and Lease Deed ......................................... 22

4.3 Priority of Activity .......................................................................................... 22

4.4 Interpretation of conditions ........................................................................... 23

5 Confidentiality .............................................................................................................. 24

6 Fraudulent and Corrupt Practices .............................................................................. 25

7 Checklist of Submission ............................................................................................... 27

Appendix I ............................................................................................................................ 28

Principles of Memorandum of Understanding between Consortium Members and Power of Attorney in favor of Lead Member ......................................................... 29

Joint Bidding Agreement .................................................................................................... 33

Appendix II ........................................................................................................................... 38

Technical Bid Forms (T 1 to T 5) ........................................................................................ 38

Appendix III .......................................................................................................................... 51

Financial Bid Form (F 1) ...................................................................................................... 51

Appendix IV: Project Information ..................................................................................... 53

Appendix V: Development Agreement ............................................................................ 67



1 DISCLAIMER

The information contained in this Request for Qualification cum Request For Proposal document (the "RFQ cum RFP") or subsequently provided to Applicant(s), whether verbally or in documentary or any other form, by or on behalf of the Maharashtra Airport Development Company Ltd. (MADC) (hereinafter referred to as "Company" or “MADC”) or any of its employees or advisors, is provided to Applicant(s) on the terms and conditions set out in this RFQ/RFP and such other terms and conditions subject to which such information is provided.

This document is not an agreement and is neither an offer nor invitation by the Company to the prospective Applicants or any other person. The purpose of this RFQ/RFP is to provide interested parties with information that may be useful to them in the formulation of their application for qualification pursuant to this RFQ cum RFP (the "Application"). This RFQ cum RFP includes statements, which reflect various assumptions and assessments arrived at by the Company in relation to the Project. Such assumptions, assessments and statements do not purport to contain all the information that each Applicant may require. This RFQ cum RFP may not be appropriate for all persons, and it is not possible for MADC, its employees or advisors to consider the investment objectives, financial situation and particular needs of each party who reads or uses this RFQ cum RFP. The assumptions, assessments, statements and information contained in this RFQ cum RFP may not be complete, accurate, adequate or correct. Each Applicant should therefore, conduct its own investigations and analysis and should check the accuracy, adequacy, correctness, reliability and completeness of the assumptions, assessments, statements and information contained in this RFQ cum RFP and obtain independent advice from appropriate sources.

Information provided in this RFQ cum RFP to the Applicant(s) is on a wide range of matters, some of which may depend upon interpretation of law. The information given is not intended to be an exhaustive account of statutory requirements and should not be regarded as a complete or authoritative statement of law. The Company accepts no responsibility for the accuracy or otherwise for any interpretation or opinion on law expressed herein.

The Company, its employees and advisors make no representation or warranty and shall have no liability to any person, including any Applicant or Bidder, under any law, statute, rules or regulations or tort, principles of restitution or unjust enrichment or otherwise for any loss, damages, cost or expense which may arise from or be incurred or suffered on account of anything contained in this RFQ cum RFP or otherwise, including the accuracy, adequacy, correctness, completeness or reliability of the RFQ cum RFP and any assessment, assumption, statement or information contained therein or deemed to form part of this RFQ cum RFP or arising in any way with qualification of Applicants for participation in the Bidding Process.



The Company/MADC also accepts no liability of any nature whether resulting from negligence or otherwise howsoever caused arising from reliance of any Applicant upon the statements contained in this RFQ cum RFP.

The Company may, in its absolute discretion but without being under any obligation to do so, update, amend or supplement the information, assessment or assumptions contained in this RFQ cum RFP. The issue of this RFQ cum RFP does not imply that the Company is bound to select and shortlist or to appoint the selected Bidder or Developer, as the case may be, for the Project and the Company reserves the right to reject all or any of the Applications or Bids without assigning any reasons whatsoever.

The Applicant shall bear all its costs associated with or relating to the preparation and submission of its Application including but not limited to preparation, copying, postage, delivery fees, expenses associated with any demonstrations or presentations which may be required by the Company or any other costs incurred in connection with or relating to its Application. All such costs and expenses will remain with the Applicant and the Company shall not be liable in any manner whatsoever for the same or for any other costs or other expenses incurred by an Applicant in preparation or submission of the Application, regardless of the conduct or outcome of the Bidding Process.



2 General Information

2.1 Project Background

The proposed Agro, Food, Herbal and Forest based industrial park will be in Multi-modal

International Hub Airport at Nagpur (MIHAN). The raw material for the food park — pulses,

oilseeds, fruits, vegetables etc. —will be sourced from surrounding areas. The state also has

few national parks—a source for herbs, herbal—which can be leveraged through the

development of this proposed industrial park at Nagpur. It would also translate into the

economic up-liftment of the tribal dwelling in such areas. The developer of the industrial

park would be required to buy raw material — agriculture, horticulture, floriculture and

herbal — of at least INR 100 crore p.a. from peasants and tribal. For the benefit of region

and especially for the benefit of tribal community and agriculturists, developer of the food

park should train at least 1000 farmers per year across the State of Maharashtra to improve

productivity, quality and market intelligence to get them ready for agro business

development in consultation with Agriculture Department. The proposed industrial park

will come over on Project Land and is expected to boost economic development of the

Vidarbha Region. The project is expected to generate employment and same time going to

be instrumental in social-economic development of the region. It will also help in the

wastage reduction of agriculture and horticulture produce, economic benefits to farmers,

technology and knowledge transfer to farmers.

2.2 Salient Features of Bid

The scope of the Project would broadly include development of Agro, Food, Herbal

and Forest based industrial Park at MIHAN, Nagpur through development of land

and common infrastructure facilities.

The Earnest Money Deposit (EMD) will be INR 6.5 Crores

The successful bidder would have to deposit INR 10 Crores as Security Deposit and

shall be maintained by it at all times during currency of the Development Agreement

and Lease Deed (till the last date of project period/lease period of 66 years)

The developer shall start the execution of project within 6 months of approval and

the production must start within 18 months, upon failure, the deposit will be

forfeited.

The Developer for the purpose of aforesaid production should make commitment

to procure raw materials viz. agriculture, horticulture, floriculture and herbal

products to the tune of at least INR 100 crore per annum from the farmers/peasant

and the tribal community within the surrounding area. Details of Development

Agreement are given as Appendix V.

For the benefit of the region and especially for the benefit of tribal community and

agriculturists, the Developer should train minimum 1000 farmers per year across the

State of Maharashtra to improve productivity, quality and market intelligence to get



them ready for agro business development in consultation with agriculture

department. All the training of farmers related aspects such as but not limited to

planning and development of the training module, development of location of

training and training facility, selection of trainee and trainer etc. and execution of

training program shall be sole responsibility of the Developer. All the infrastructural

facilities required for training of farmers should be developed within the proposed

industrial park.

The Company/MADC shall receive applications pursuant to this RFQ cum RFP in

accordance with the terms set forth herein as modified, altered, amended and

clarified from time to time by the Company, and all -applications shall be prepared

and submitted in accordance with such terms on or before the date specified in this

document and or as per E-Tender portal regarding submission of applications (the

"Application Due Date").

All tenders must be submitted online as per the instructions given here under.

Technical and Financial Bids shall be submitted online at https://mahatenders.gov.in

using Digital Signature Certificate.




3 Instruction to Bidder (ITB)

3.1 The Project

MADC intends to invite sealed offers/proposals from qualified local and global players for the development of Agro, Food, Herbal and Forest based industrial park on Project Land in the area outside SEZ of MIHAN, Nagpur as per the terms and conditions contained in the Development Agreement in Appendix V. The said Development Agreement shall be signed between the project specific Special Purpose Vehicle (SPV) formed/executed by the successful bidder and MADC. The project is intended to accelerate agricultural growth of Maharashtra by providing a ready marketing platform to the farmers /tribal in the region and help them to improve productivity, quality and marketing intelligence. All interested applicant must have a minimum annual turnover of INR 300 crore in the last three years and satisfy all the other terms and conditions of the tender document. The details of Project and Site Details are given in Appendix IV.

3.2 Scope of Project

The scope of the Project would broadly include development of Agro, Food, Herbal

and Forest based industrial Park at MIHAN, Nagpur through development of land

and common infrastructure facilities Development of Agro, Food, Herbal and Forest

based industrial park in an area of about of 230 acres, which may go up to 250 acres

subject to deforestation of the land parcel of area under Zudapi Jungle which falls

under the boundary of proposed Project Land.

The base rate is fixed by MADC at INR 625 per sq meter equivalent to approx. Rupees Twenty Five Lakhs Only per Acre of Land (INR 25,00,000/-per Acre of land). The bidder with the highest financial offer over and above the fixed base rate decided by MADC shall be deemed as the Successful Bidder.


the production must start within 18 months, upon failure, the deposit will be

forfeited.

The Developer for the purpose of aforesaid production should make commitment

to procure raw materials viz. agriculture, horticulture, floriculture and herbal

products to the tune of at least INR 100 crore per annum from the farmers/peasant

and the tribal community within the surrounding area. Details of Development

Agreement are given as Appendix V.

For the benefit of the region and especially for the benefit of tribal community and

agriculturists, the Developer should train minimum 1000 farmers per year across the

State of Maharashtra to improve productivity, quality and market intelligence to get

them ready for agro business development in consultation with agriculture

department. All the training of farmers related aspects such as but not limited to

planning and development of the training module, development of location of

training and training facility, selection of trainee and trainer etc. and execution of



training program shall be sole responsibility of the Developer. All the infrastructural

facilities required for training of farmers should be developed within the proposed

industrial park.

3.3 Eligible Bidders

Only those Applicants who meet the eligibility criteria specified in this document can only participate in response to this “Request for Qualification (RFQ) cum Request for Proposal (RFP) for Selection of Developer for Agro, Food, Herbal and Forest based industrial park in Multi-modal International Hub Airport at Nagpur (MIHAN)”. Applications of firms/ consortia who do not meet these criteria shall be rejected.

3.3.1.1 The Applicant's competence and capability is proposed to be established by the following parameters:

a) Technical Capacity:

For demonstrating technical capacity and experience (the "Technical Capacity"), the Applicant shall have experience in Agro / Food / Herbal / Forest based processing business over the last three (3) completed financial years;

b) Financial Capacity:

The Applicant shall have a minimum Turnover of INR 300 crore p.a. from Agro / Food / Herbal / Forest based processing business in last three years and Net Worth of INR 75 crore (INR 75,00,00,000) in the last completed financial year (the "Financial Capacity").

In case of a Consortium, the lead member has to satisfy the above conditions of eligibility. The Technical Capacity and Financial Capacity of the lead member will only be considered for bid evaluation.

3.4 One Bid per Bidder

A Bidder shall submit only one bid in the same bidding process. No Bidder can be a subcontractor while submitting a bid individually. A bidder who submits or participates in more than one bid will cause all the proposals in which the Bidder has participated to be disqualified.

3.5 Cost of Bidding

The bidder shall be issued the tender document at a cost of INR 5,00,000/- (Rupees Five Lakhs Only) in the form of a demand draft or pay order, issued by a Nationalized bank or Scheduled Commercial bank in India, drawn in favour of “MADC Ltd.”, payable at Mumbai. The bidder, who has downloaded the said RFQ cum RFP document should pay the document fee of INR 5,00,000/- (Rupees Five Lakhs Only) in the form of a demand draft or pay order, issued by a Nationalized bank or Scheduled Commercial bank in India, drawn in favour of “MADC Ltd.” along with the Technical Bid.



3.6 Term of offer

As per general terms and conditions, given elsewhere in this offer document.

3.7 Location of plot

The location of plot for which offers are invited are shown in Appendix IV. The area and dimension of the plot are indicative and may vary marginally on demarcation on site.

3.8 Schedule of Bidding Process

The schedule of Bidding Process is as follows:–

Invitation to scheme no.

MADC/NGP/RFQ cum RFP-NIT/2016-17/0237 dated 17/05/2016

Description of work

Development of Agro, Food, Herbal and Forest based industrial park in an area of about of 230 acres, which may go up to 250 acres subject to deforestation of the land parcel of area under Zudapi Jungle which falls under the boundary of proposed Project Land in area outside of MIHAN, Nagpur

Earnest Money Deposit

Rupees Six Crores and Fifty Lakhs Only (INR 6,50,00,000/-)

Security Deposit Rupees Ten Crores Only (INR 10,00,00,000/-)

Bid Validity The offer/bid shall remain valid for acceptance by MADC for a period of three (3) months from the date of opening of bid/offer.

Qualification Criteria

As per Clause 3.8 and Sub Clause 3.20.1.2 of ITB of document.

Date of uploading of NIT(on line)

Date & Time as per E-Tender portal

Sale of Bid Document


Pre Bid Meeting On 2nd June, 2016 at 15.00 hrs at MADC Office.

Cost of Bid Document

INR 5,00, 000/- (Rupees Five Lakhs Only)

Start date of online Submission of completed Bid


Last date for online Submission of completed Bid


Start date for physical submission of




Requisite Fee (Cost of Document, EMD, Security Deposit)

Last date for physical submission of Requisite Fee (Cost of Document, EMD, Security Deposit)


Place of receipt of hard copy bid/offer

Vice Chairman and Managing Director Maharashtra Airport Development Company 8th Floor, World Trade Centre, Cuffe Parade, Mumbai - 400 005 Tel: 022 49212102, 22163871

Opening of Technical Bid


Date of uploading list for technically qualified bidder by MADC


Date for opening of financial bid (on line)


Date of uploading list for selected bidder/developer


3.9 Who is eligible to participate

Any person, who is competent to enter into contract as per Indian Contract Act, 1872 is eligible to participate. The foreign Company/Developer may apply in association with Indian Partner, subject to the relevant Indian Laws for the time being in force.

In the event of the offer being submitted on behalf of:

a) Company: The form of offer should be signed by the Managing Director/the Secretary/the Director or any other Principal Officer of the Company and should be accompanied by a certified copy of the Resolution of the Board of Directors of the Company or by a person holding the power of Attorney from the Company to do so on behalf of the company and a copy of Memorandum and Articles of Association of the Company should also be furnished. In case of private company, a certificate from Chartered Accountant, indicating the names of the shareholders and share of each of them is to be submitted along with offer.



b) A Partnership Firm: The form of offer should be signed by all the Partners in the favour by any of them, holding power of attorney of other partners, accompanied by a certificate of registration issued by the Registrar of Firms/application made for registration, showing the names of all partners of the firm and a certified copy of the partnership deed/application made.

c) A Trust: The form of offer should be signed by any Trustee or Trustees, duly authorized by the Trust in a general or special meeting of all the Trustees. The authorization letter must be enclosed with the offer form along with a copy of Trust Deed of Trust Document, without which the offer shall be held invalid

d) A Co-Operative Society: The form of offer should be signed by the Chairman or Secretary of the Managing Committee of the proposed/registered Co-operative Society, duly authorized by a resolution of the Society in a general or special meeting of the society. The extract of the resolution so passed must be enclosed with the offer form, without which the offer shall be held invalid.

e) A Bidding Consortium: A consortium of two or more persons/companies eligible to bid may make the offer. The form of offer shall be signed by the Managing Director/the Secretary/the Director or any other Principal Officer of the Lead Member of the Consortium and should accompany the Memorandum of Understanding (MoU) and Power of Attorney as per Annexure-I. Provided that the Developer shall not undertake or permit any change in the equity holding of the Bidding Consortium till execution of agreement to lease.

3.10 How to make an offer -Bidding Document

3.10.1 Contents of Bid Documents:

The bid document will consist of Envelope I (Technical Bid) and Envelope-II (Financial Bid), together with any addendum thereto issued in accordance with ITB and any common set of deviations issued in accordance with Clause 3.15 of ITB.

The bidder is expected to examine carefully all instructions, conditions, terms, specifications contained in this RFQ cum RFP / addendums / common set of deviations which is a part of contract document. Failure to comply with the requirements of bid submissions will be at the bidder’s risk.

3.11 Preparation of Bids

3.11.1 Language of Bid

The language of bid shall be English.

3.11.2 Documents Comprising the Bid

The bid to be prepared by the bidder shall comprise of the form of bid and appendices thereto, the EMD, the information on eligibility and qualification. The completed relevant information and any other material required to be completed and submitted in accordance with the instructions to bidders embodied in bid document and standard contract document. The forms and the data provided in this document shall be used without exception. Bidders should note that this is E-tendering process.



Both Technical and Financial bids are required to be submitted online at https://mahatenders.gov.in using Digital Signature Certificate.

Bid Prices

The Bidder shall quote his offer as prescribed in Appendix II (Form F 1) of the bid document to be submitted as per procedure set in Clause-3.9.1 of ITB. The rates quoted by bidder shall be valid throughout the contract period. The same rate will be applicable to the land under Zudapi Jungle within the boundary of the Project Land in case of deforestation.

Currencies of Bid and Payment

All the prices and rates quoted by the bidder shall be entirely in Indian Rupees only. All the payments shall be made in Indian Rupees only.

3.12 Earnest Money Deposit

i) The Earnest Money Deposit (EMD) fee amounting to INR Six Crores and Fifty Lakhs Only (INR 6,50,00,000/-) should be submitted along with offer shall be in the form of a demand draft or pay order, issued by a Nationalized bank or Scheduled Commercial bank in India, drawn in favour of “MADC Ltd.”, payable at Mumbai. The EMD shall not carry any interest. Any offer not accompanied by the requisite EMD, shall stand rejected as being non responsive. The bidders are required to upload the scan copy of the demand draft /pay order and physically submit the demand draft/pay order at the office of Vice Chairman and Managing Director, Maharashtra Airport Development Company, 8th Floor, World Trade Centre, Cuffe Parade, Mumbai - 400 005, Tel: 022 49212102, 22163871 as per the instructions given in RFQ cum RFP and E-Tender portal.

ii) The EMD amount of all unsuccessful bidders will be returned within one week post signing of Development Agreement with the successful bidder. The EMD of the successful bidder will also be returned within one week post signing of Development Agreement, provided the security deposit has been furnished by the SPV incorporated to act as the Developer. The Security Deposit (entire amount) shall be maintained at all times during currency of the Development Agreement and Lease Deed (till the last date of project period/lease period of 66 years).

iii) In case, MADC decides to terminate the bidding process, MADC will promptly release EMD of all the bidders.

iv) If the bidder withdraws or modifies his bid/offer during the offer validity period, the EMD shall be forfeited to MADC, without prejudice to MADC’s other rights or claims against the bidder under any other law for the time being in force.

3.12.1 Security Deposit

The successful bidder(s) shall furnish Security Deposit of INR 10 Crores (Rupees Ten Crores Only in the form of a demand draft or pay order, issued by a Nationalized bank or Scheduled Commercial bank in India, drawn in favour of “MADC Ltd.”, payable at Mumbai before signing of Development Agreement.




The Security Deposit (entire amount) of the successful bidder/developer shall be maintained by the Developer at all times during currency of the Development Agreement and Lease Deed (till the last date of project period/lease period of 66 years). The Security Deposit of the developer will be encashed by the Authority after the signing of the Development Agreement and Authority shall return it after the end of the lease period.

3.12.2 Format and Signing of Bid

All pages of Bid documents in original shall be signed by a person or persons duly authorized to sign on behalf of the Bidder. All pages of the bid where entries or amendments have been made shall be initialled by the person or persons signing the bid. The Bid shall contain no alterations or additions, except those to comply with instructions issued by MADC, or as necessary to correct errors made by the bidder in which case such corrections shall be initialled by the person or persons signing the bid.

3.13 Submission of Bids

3.13.1 Sealing and Marking of Bids

Both the Technical and Financial bids are required to be uploaded online at https://mahatenders.gov.in using Digital Signature Certificate and as per the instructions given in Instructions to Bidder. The requisite fees (Cost of Document, EMD etc.) shall be required to be submitted physically to the mentioned address before the last date of submission of bids.

3.14 Validity of Bid/offer

The offer shall remain valid for acceptance by MADC for a period of three (3) months from the date of opening of offer. In case of withdrawal of offer before the expiry of offer validity period, the EMD paid by the bidder will be forfeited to MADC.

3.15 Pre-bid Meeting

a) MADC will hold a Pre-Bid Meeting in order to clarify and discuss any provision or requirements with respect of the offer document or any other related issues. The Bidder should send their queries in writing at least two (2) days prior to the date of Pre-Bid Meeting.

b) Attendance of the Bidder at the Pre-Bid Meeting is not mandatory. However, subsequent to the date of the Pre-Bid Meeting, MADC may not respond to any questions or inquiries from any Bidder.

c) No interpretation, revision or other communication regarding this solicitation is valid unless in writing and is signed by an officer so designated by VC&MD. Written copies of MADC responses, including a description of the inquiry but without identifying its source, will be sent to all the Bidder(s) and will qualify as a "Corrigendum"/"Addendum" and shall form part of the offer document.

3.16 Amendments to Bidding Documents

At any time prior to the dead line for submission of bid, MADC may for any reason




whether at his own initiative or in response to a clarification requested by a prospective bidder modify the bid document by issuance of an addendum. The addendum will uploaded on MADC’s website and at the e-portal:

3.17 Opening of bid/offer

The offers will be opened on the date, time and venue as indicated hereinbefore. The bidder or his authorised representative may remain present during the opening of the offers.

3.18 Special Terms and Conditions

a) The plot is offered on “As is Where is” basis

b) The Developer is required to submit a Business Plan, wherein the Developer shall propose how it intend to develop, operate, and manage the project over a planning horizon and will include but not limited to financial projections for the plan period, the intended Floor Space Index (FSI) required for the project. The maximum permissible limit for the use of FSI shall be 1. The Developer may revise the Business Plan and intended use of FSI over the period of project. In such case, it shall submit the revised Business Plan and revised intended use of FSI to MADC.

c) The Developer shall provide necessary infrastructure within the plot, including electric sub-station for electric supply as per the requirement of Maharashtra State Electricity Distribution Company Ltd. or any other authority supplying power in the area, if found necessary.

3.19 Acceptance of offer

The acceptance of an offer/bid is at the sole discretion of MADC. If the offer is accepted by MADC, a letter communicating the acceptance of offer, in the form of allotment letter, shall be sent to the Developer, whose offer is accepted, under Registered Post A.D. on the address given in the offer form. Said acceptance letter shall be deemed to have been received by the Developer on efflux of ten (10) days from the day of its dispatch.

3.20 Right to Accept or Reject any or all Offers and Interpretation of Documents

i) Notwithstanding anything contained in this offer/bid document, MADC reserves the right to modify the conditions or delete any plot from the scheme at its discretion as well as to accept or reject any bid/offer and to annul or suspend the bidding process and reject all offers without assigning any reason, at any time without incurring any liability or consequences or any obligation to inform the affected bidders of the grounds for rejection.

ii) MADC will have the sole discretion in relation to:

a) The interpretation of offer document or its any clauses, the bid/offer of the bidder and any documentation provided in support of the bid/offer.

b) Take decisions in relation to the evaluation of bid/offers, whether or not to require any clarifications or additional information from bidder in relation to offer and the selection of the successful bidder.



c) MADC will have no obligation to explain its interpretation of this offer document, the offers or their supporting documentation and information or to explain the evaluation process, ranking process, or the selection of the Successful Bidder.

d) To accept or reject any offer.

e) To interpret any offer is responsive or not.

3.21 Selection of the Successful Bidder

3.21.1 Criteria for Evaluation

3.21.1.1 Only those Applicants who meet the eligibility criteria specified in this Section would be shortlisted for Financial Bid/Financial Offer opening. Applications of firms/ consortia who do not meet these criteria shall be rejected.

3.21.1.2 The Applicant's competence and capability is proposed to be established by the following parameters:

a) Technical Capacity: For demonstrating technical capacity and experience (the "Technical Capacity"), the Applicant shall have experience in Agro / Food / Herbal / Forest based processing business over the past three (3) completed financial years;

b) Financial Capacity: The Applicant shall have a minimum Turnover of INR 300 crore p.a. from Agro / Food / Herbal / Forest based processing business in last three years and Net Worth of INR 75 crore (INR 75,00,00,000) in the last completed financial year (the "Financial Capacity").

3.21.1.3 In case of a Consortium, the Lead Member should satisfy the above conditions of eligibility. For the experience evaluation purpose for this RFQ cum RFP:

i) Industrial Park shall mean an area zoned and developed with common facilities such as roads, water/power infrastructure etc. for allotment to multiple manufacturing/processing industries and includes a Food Park, Agro-processing Park, Food/Agro/Herbal processing and any combination of Food/Agro/Herbal based industrial park/ estate.

ii) Operations of agro/food/herbal processing shall comprise the set of techno-economic activities (such as sourcing, sorting, grading, semi-processing, manufacturing, packaging, trading etc.) applied to produces originating from agricultural farms, forests, herbal materials (which include, in addition to herbs, fresh juices, gums, fixed oils, essential oils, resins and dry powders of herbs) for their conservation, handling and value addition to make them usable as food, feed, fibre etc.

iii) Annual Turnover Annual sales from business in agro/food/herbal processing including sale of agro/food/herbal related products or revenues from industrial infrastructure in agro/food/herbal processing sectors.



3.21.1.4 Eligible Experience shall be assessed only for Eligible Projects.

The Applicant shall quote experience in respect of a particular Eligible Project, even though the Applicant (either individually or along with a member of the Consortium) may have played multiple roles in the cited project. Double counting for a particular Eligible Project shall not be permitted in any form.

Experience for any activity relating to an Eligible Project shall not be claimed by two or more Members of the Consortium. In other words, no double counting by a Consortium in respect of the same experience shall be permitted in any manner whatsoever.

3.21.1.5 Details of Experience

The Applicant should furnish the details of Eligible Experience for the last 3 (three) financial years immediately preceding the Application Due Date.

The Applicants must provide the necessary information relating to Technical Capacity as per format Form T 4 of Appendix-II.

The Applicant should furnish the required Project-specific information and evidence in support of its claim of Technical Capacity, as per Form T 4 of Appendix-II.

3.21.1.6 Financial information for purposes of evaluation

The Application must be accompanied by the Audited Annual Reports of the Applicant (of each Member in case of a Consortium) for the last 3 (three) financial years.

In case the annual accounts for the latest financial year are not audited and therefore the Applicant cannot make it available, the Applicant shall give an undertaking to this effect and the statutory auditor shall certify the same. In such a case, the Applicant shall provide the Audited Annual Reports for the last 3 years or last 2 years (as the case may be) preceding the year for which the Audited Annual Report is not being provided.

The Applicant must establish Financial Capacity such as Turnover, minimum Net Worth as specified in this document, and provide details as per format at Form T 5 of Appendix-II.

3.21.1.7 Short-listing of Applicants

The credentials of eligible Applicants shall be evaluated in terms of the Qualification Criteria.

The Applicants which fulfil the both Technical as well as Financial Capability criteria in accordance with terms of this RFQ cum RFP shall be qualified for opening of Financial Bid/Financial Offer.



3.21.1.8 Demonstration of Technical and Financial Capacity:

For the purpose of demonstrating its Technical and Financial Capacity, each Applicant shall furnish the following in accordance with format/s set out in this RFQ cum RFP document:

(i) For Technical Capacity:

Certificate(s) from its statutory auditor in accordance with T 4 of Appendix II.

(ii) For Financial Capacity: Certificate(s) from its statutory auditors specifying the Turn Over and Net Worth of the Applicant, in the last completed financial year, and also specifying that the methodology adopted for calculating such net worth conforms to the provisions of this document in accordance with format provided in Appendix II .

For the purposes of this RFQ cum RFP, net worth (the "Net Worth") shall mean the sum of subscribed and paid up equity and reserves from which shall be deducted the sum of revaluation reserves, miscellaneous expenditure not written off and reserves not available for distribution to equity shareholders.

Additional and supporting information in the requisite formats and as sought for i n this RFQ cum RFP document shall also be furnished by the Applicants.

3.21.2 Selection of the Successful Bidder

The Financial Proposals/Offer shall be evaluated and the Contract shall be awarded to the Bidder who’s Bid/Offer has been determined to be highest Lease Premium over and above fixed base rate.

The bidder with the highest financial offer over and above the fixed base rate decided by MADC shall be deemed as the Successful Bidder. The base rate is fixed by MADC at INR 625 per sq meter equivalent to approx. Rupees Twenty Five Lakhs Only per Acre of Land (INR 25,00,000/-per Acre of land)

In the event of Shortlisted Bidder refuses to accept/select a plot from those available or withdraws from the above process, the Shortlisted Bidder shall be disqualified and his Earnest Money Deposit shall be forfeited to MADC.

MADC shall issue the Allotment Letter to the Successful Bidder who shall accept the same unconditionally.

3.22 Additional Information

Please visit MADC’ website http://www.madcindia.org and e-portal https://mahatenders.gov.in using Digital Signature Certificate, or may contact the office of the

MADC Ltd. : 8th Floor, Centre-1, World Trade Centre, Cuffe Parade, Mumbai - 400 005

Tel: No. 0091-22-49212102, 22163871/22, Fax No. 0091-22-2216 3814.

http://www.madcindia.org/




4 Miscellaneous Provisions

4.1 Site Inspection

i) The bidders may prior to submitting their bid/offer, visit and examine the site of plot and its surroundings at their own expense and obtain and ascertain for themselves, at their own responsibility, all technical site data and other information necessary for preparing their offer.

ii) The bidders shall be deemed to have full knowledge of the site, whether physically inspected or not. MADC will not accept any responsibility or liability for any errors, omissions, inaccuracies or errors of judgment with respect to information or materials provided by MADC, in this offer document or otherwise, with respect to this site and their surroundings. Although such information and materials are correct to the best of MADC's belief, however, their verification is the sole responsibility of Bidder.

iii) While this offer document has been prepared in good faith, neither MADC or directors, or employees or advisors/consultants make any representation or warranty, express or implied, or accept any responsibility or liability, whatsoever, in respect of any statements or omissions herein or the accuracy, completeness or reliability of information contained herein, and shall incur no liability under any law, statute, rules or regulations as to the accuracy, reliability or completeness of this offer document, even if any loss or damage is caused to the Bidder.

4.2 Format of Agreement to Lease and Lease Deed

Format of Agreement to Lease/Lease Deed are available for reference and study in the office of the Marketing Manager, Mumbai. Format of Agreement to Lease/Lease Deed are also available and can be downloaded from MADC’s website https://madc.maharashtra.gov.in and https://madcindia.org

4.3 Priority of Activity

The priority of activity will be as follows:

a) Signing of Development Agreement within 2 months from the date of issuance of Letter of Award b)Demarcation of Project Land within 1 month from the date of signing of Development Agreement c) Signing of Agreement to Lease 1 month from the date of demarcation of Project Land d) Signing of Lease Deed 7 years Soon after the Developer obtains the occupancy certificate as defined in 9.3 of Development Agreement The Development Agreement will be executed with the SPV only formed by the successful bidder (s). The bidder (s) are required to submit an undertaking along with bid stating that the bidder/developer will incorporate the project specific SPV before signing of the Development Agreement.

https://madc.maharashtra.gov.in/

https://madcindia.org/



4.4 Interpretation of conditions

In case of any dispute as regards the interpretation of any of the conditions stipulated herein the final decision rests with the Vice Chairman & Managing Director of MADC and will be binding on all parties as the award of Arbitrator.



5 Confidentiality

The Parties undertake to hold in confidence this offer document and not to disclose the terms and conditions of the transaction contemplated hereby to third parties, except:

a) to their professional advisors;

b) to their officers, contractors, employees, agents or representatives, financiers, who need to have access to such information for the proper performance of their activities;

c) disclosures required under applicable Law, without the prior written consent of the other parties of the concerned agreements. Provided that the Successful Bidder agrees and acknowledges that MADC may at any time, disclose the terms and conditions of the offer document to any person, to the extent stipulated under the applicable laws.



6 Fraudulent and Corrupt Practices

i) The Bidders and their respective officers, employees, agents and advisers shall observe the highest standard of ethics during the bid process and subsequent to the issue of the allotment letter. Notwithstanding anything to the contrary contained herein, or in the allotment letter, MADC shall reject an offer, withdraw the allotment letter, as the case may be, without being liable in any manner whatsoever to the bidder, if it determines that the bidder has, directly or indirectly or through an agent, engaged in corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice in the bid process. In such an event, the Earnest Money Deposit shall stand forfeited to MADC, without prejudice to any other right or remedy that may be available to MADC hereunder or otherwise.

ii) For the purposes of the Clauses 6 (i) hereinabove, the following terms shall have the meaning hereinafter respectively assigned to them:

a) “corrupt practice” means (i) the offering, giving, receiving, or soliciting, directly or indirectly, of anything of value to influence the actions of any person connected with the bid process (for avoidance of doubt, offering of employment to or employing or engaging in any manner whatsoever, directly or indirectly, any official of MADC who is or has been associated or dealt in any manner, directly or indirectly with the bid process or the Allotment letter or has dealt with matters concerning the Agreement to Lease/Lease Deed or arising there from, before or after the execution thereof, at any time prior to the expiry of one(1) year from the date such official resigns or retires from or otherwise ceases to be in the service of MADC, shall be deemed to constitute influencing the actions of a person connected with the bid Process); or (ii) engaging in any manner whatsoever, whether during the bid process or after the issue of the allotment letter or after the execution of the Agreement to Lease/Lease Deed, as the case may be, any person in respect of any matter relating to the competition of construction or the Agreement to Lease/Lease Deed, who at any time has been or is a legal, financial or technical adviser of MADC in relation to any matter concerning the Project;

b) fraudulent practice” means a misrepresentation or omission of facts or suppression of facts or disclosure of incomplete facts, in order to influence the bid process;

c) “coercive practice” means impairing or harming, or threatening to impair or harm, directly or indirectly, any person or property to influence any person’s participation or action in the bid process;

d) “undesirable practice” means (i) establishing contact with any person connected with or employed or engaged by MADC with the objective of canvassing, lobbying or in any manner influencing or attempting to influence the Bid process; or (ii) having a Conflict of Interest; and



e) “restrictive practice” means forming a cartel or arriving at any understanding or arrangement among Bidders with the objective of restricting or manipulating a full and fair competition in the Bid process;



7 Checklist of Submission

The bidder shall ensure the submission of following documents with their bid/offer

i) EMD of the specified amount specified in the form of demand draft or pay order issued by a Nationalized bank or Scheduled Commercial bank in India, drawn in favour of “MADC Ltd.” payable at Mumbai.

ii) Power of Attorney for signing the offer, wherever required along with the extract of the charter documents such as Board resolution/Power of Attorney in favour of the person executing this Power of attorney for the delegation of power hereunder on behalf of the Executant.

iii) Power of Attorney submitted by any Company other than an Indian Company authenticated by a Diplomat or and authorised officer from Consul General Office of the Indian Embassy in that country, duly empowered in this regard, wherever applicable.

iv) In case of a Partnership Firm, certified copy of the Registered Partnership Deed and certificate of registration.

v) In case of Sole Proprietorship, a certified copy of PAN card.

vi) In case of Limited Company, a copy of the Memorandum of Articles and Articles of Association

vii) In case of private company, a certificate from Chartered Accountant, indicating the names of the shareholders and share of each of them.

viii) In case of bidding consortium, Memorandum of Understanding between the Consortium Member and Power of Attorney as per Annexure-I.

ix) Duly Filled Technical Bid Forms and Financial Bid Form as given in Appendix II and Appendix III.

x) Envelopes containing duly filled Bid Forms along with EMD, Cost of Bid Document and all the relevant required document, super scribed with name and address of the bidder.

Note:-The above check list is only illustrative and does not control in any manner whatsoever the aforesaid substantive provision of this offer document and other relevant provision. The bidder should read that this is an e-tendering process and there is also requirement of physical submission of requisite fees like Cost of Document, EMD. The bidders are required to submit an undertaking along with the bid, which states that the bidder (s) will incorporate/form a project specific SPV before signing the Development Agreement, if the bidder (s) got selected/or awarded as successful bidder.



Appendix I



Principles of Memorandum of Understanding between Consortium Members and Power of Attorney in favor of Lead Member

Principles of Memorandum of Understanding between Consortium Members

1. In case of a Bidding Consortium, the principles according to which the Memorandum of Understanding (MoU) shall be executed between/among the Consortium Members are stated below:

1.1 The MoU should clearly specify the roles and responsibilities of each of the Consortium Members, along with their proposed equity contribution.

1.2 The MoU should clearly designate one of the Consortium Members as the Lead Consortium Member.

1.3 The Lead Consortium Member shall be responsible for:

a) Tying up finances required for acquiring the plot/plots.

b) Ensuring the individual and collective commitment of each of the Consortium members in honouring the bidders’ obligations towards MADC. The Lead Consortium Member would be responsible for the execution of agreement to lease.

1.4 The MoU shall be duly signed by each of the Consortium Members

1.5 The MoU should be executed on appropriate stamp paper and should be specific to this offer.

1.6 The MoU should be valid for a minimum period of twelve (12) months from the last date for submission of the offer. The validity period of the MoU should be extendible on the original terms, if required by MADC.

1.7 The Undertaking should be specific to this offer.

1.8 MoU should clearly specify that in case of selection of the bidder for allotment of plot/plots, each consortium member will invest at least 11% equity and Lead Consortium member more than 50% equity. Shareholding pattern and roles of each member of the Consortium shall be prescribed as below

Sl. No. Name of Consortium Member

Proposed Min. Equity holding in the Project Company (%)

Proposed role in the Project

2. In case of a Bidding Company being a Partnership Firm/Sole Proprietorship Firm, or a Bidding Consortium in which any of the Consortium Members is a Partnership Firm/Sole Proprietorship Firm, apart from above, the Undertaking should clearly specify that in the event of the Bidding Company being a Partnership Firm/Sole Proprietorship Firm or a Bidding Consortium in which any of the Consortium Members is a Partnership Firm/Sole Proprietorship Firm being selected as the Successful Bidder, and then such Bidder/Consortium Member(s) shall invest not less than 11% of the entire equity and



more than 50% equity in case acting as Lead Consortium Member.

Format for Power of Attorney for Lead Member of Consortium

(On Non - judicial stamp paper of INR 100 /- duly attested by Notary Public)

A. Whereas the Maharashtra Airport Development Company Ltd. (MADC) has invited offer from interested parties for “ ________________“ and

B. Whereas, M/s ……. , M/s ………………., M/s ……………. (insert the respective names of the Consortium Members along with address of their registered offices) have formed a Consortium and are interested in submitting their offer for plot/plots in accordance with the terms and conditions of the Offer Document, agreement to lease and other connected documents in respect of the said plot, and bidding for the same; and

C. Whereas, it is necessary under the Offer Document for the members of the Consortium to designate one of them as the Lead Member with all necessary power and authority to do for and on behalf of the Consortium, all acts, deeds and things as may be necessary in connection with the Consortium’s offer for the said plot/plots

NOW THIS POWER OF ATTORNEY WITNESSETH THAT:

We, M/s…………. and M/s……………..(insert the respective names of the Consortium Members along with address of their registered offices) do hereby designate M/s …………………(name along with address of the registered office) being one of the members of the Consortium, as the Lead Member of the Consortium, and as our attorney to do on behalf of the Consortium, all or any of the acts, deed or things necessary or incidental to the Consortium’s offer for the said plot, including submission of offer, participating in pre-proposal meeting, conference, responding to queries, submission of information/documents and generally to represent the Consortium in all its dealings with MADC, any other Government Agency or any person, in connection with the offer until culmination of the process of selection of the Successful Bidder and thereafter till the Agreement is entered into with MADC.

1. The Lead Member is also hereby authorized to delegate the said powers to an authorized representative duly approved by the Board of Directors of the Lead Member.

2. We hereby agree to ratify all acts, deeds and things lawfully done by Lead Member and its authorized representative, as our said attorney, pursuant to this Power of Attorney and that all acts, deeds and things done by our aforesaid attorney shall and shall always be deemed to have been done by us.

3. We hereby confirm that we are jointly and severally liable, together with the other members of the consortium, to the MADC for all the obligations of the Consortium in respect of our eligibility criteria for the said plot/plots, in accordance with this Offer Document issued on……………… and as amended prior to the date hereof.

Dated this ………….. day of ………………2016



[Executant(s)] (To be executed by all the members in the Consortium)

IN WITNESS WHEREOF WE, …………………………., THE ABOVE NAMED PRINCIPAL HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS ……… DAY OF …………. 2…..

For …………………………..

(Signature, name, designation and address)

Witnesses:

1.

(Notarised)

2.

Accepted

……………………………

(Signature)

(Name, Title and Address of the Attorney)

Notes:

The mode of execution of the Power of Attorney should be in accordance with the procedure, if any, laid down by the applicable law and the charter documents of the executant(s) and when it is so required, the same should be under common seal affixed in accordance with the required procedure.

Wherever required, the Applicant should submit for verification the extract of the charter documents and documents such as a board or shareholders’ resolution/ power of attorney in favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the Applicant.

For a Power of Attorney executed and issued overseas, the document will also have to be legalised by the Indian Embassy and notarised in the jurisdiction where the Power of



Attorney is being issued. However, the Power of Attorney provided by Applicants from countries that have signed the Hague Legislation Convention 1961 are not required to be legalised by the Indian Embassy if it carries a conforming Appostille certificate.



Joint Bidding Agreement

(Applicable in case of Consortium)(To be executed on Stamp paper of appropriate value)

THIS JOINT BIDDING AGREEMENT is entered into on this the ………… day of ………… 20… AMONGST 1. ………… having its registered office at ………… (hereinafter referred to as the “First

Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)

AND 2. ………… having its registered office at ………… (hereinafter referred to as the “Second

Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)

AND 3. {………… having its registered office at ………… (hereinafter referred to as the “Third

Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)}

AND 4. {………… having its registered office at ………… (hereinafter referred to as the “Fourth

Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)}$

WHEREAS, (A) [MADC] (hereinafter referred to as the “Authority” which expression shall, unless repugnant to the context or meaning thereof, include its administrators, successors and assigns) has invited applications (the Applications”) by its Request for Qualification cum Request for Proposal No. ………… dated ………… (the “RFQ cum RFP”) for pre-qualification and short-listing of bidders for development, operation and maintenance of the ……………………….. Project (the “Project”) through public private partnership. (B) The Parties are interested in jointly bidding for the Project as members of a

Consortium and in accordance with the terms and conditions of the RFQ cum RFP document and other bid documents in respect of the Project, and

(C) It is a necessary condition under the RFQ cum RPF document that the members of the Consortium shall enter into a Joint Bidding Agreement and furnish a copy thereof with the Application.

NOW IT IS HEREBY AGREED as follows: 1. Definitions and Interpretations

In this Agreement, the capitalised terms shall, unless the context otherwise requires, have the meaning ascribed thereto under the RFQ.

2. Consortium 2.1 The Parties do hereby irrevocably constitute a consortium (the “Consortium”) for

the purposes of jointly participating in the Bidding Process for the Project.

$ The number of Parties will be shown here, as applicable, subject however to a maximum of 6 (six).



2.2 The Parties hereby undertake to participate in the Bidding Process only through this Consortium and not individually and/ or through any other consortium constituted for this Project, either directly or indirectly or through any of their Associates.

3. Covenants The Parties hereby undertake that in the event the Consortium is declared the selected Bidder and awarded the Project, it shall incorporate a special purpose vehicle (the “SPV”) under the Indian Companies Act, 2013 for entering into a Development Agreement, Agreement to Lease and Lease Deed with the Authority and for performing all its obligations as the Developer in terms of the Development Agreement, Agreement to Lease and Lease Agreement for the Project.

4. Role of the Parties The Parties hereby undertake to perform the roles and responsibilities as described below: (a) Party of the First Part shall be the Lead member of the Consortium and shall

have the power of attorney from all Parties for conducting all business for and on behalf of the Consortium during the bidding process and until the Appointed Date under the Lease Agreement when all the obligations of the SPV shall become effective

(b) Party of the Second Part shall be {the Other Member of the Consortium;} {(c) Party of the Third Part shall be {the O&M Member of the Consortium; and} {(d) Party of the Fourth Part shall be the additional Other Member of the

Consortium.} 5. Joint and Several Liabilities

The Parties do hereby undertake to be jointly and severally responsible for all obligations and liabilities relating to the Project and in accordance with the terms of the RFQ cum RFP and the Development Agreement, Agreement to Lease, Lease Deed, till the due performance of all obligations under the Development Agreement.

6. Shareholding in the SPV 6.1 The Parties agree that the proportion of shareholding among the Parties in the SPV

shall be as follows: First Party: Second Party: {Third Party:} {Fourth Party:} 6.2 The Parties undertake that a minimum of 26% (twenty six per cent) of the

subscribed and paid up equity share capital of the SPV shall, at all times till the seventh anniversary of the date of commercial operation of the Project, be held by the Parties of the First, {Second and Third} Part whose experience and Net Worth have been reckoned for the purposes of qualification and short-listing of Applicants for the Project in terms of the RFQ.

6.3 The Parties undertake that each of the Parties specified in Clause 6.2 above shall, at

all times between the commercial operation date of the Project and the seventh



anniversary thereof, hold subscribed and paid up equity share capital of SPV equivalent to at least 5% (five per cent) of the Total Project Cost.

6.4 The Parties undertake that they shall collectively hold at least 51% (fifty one per cent) of the subscribed and paid up equity share capital of the SPV at all times until the seventh anniversary of the commercial operation date of the Project.

6.5 The Parties undertake that they shall comply with all equity lock-in requirements set forth in the Lease Agreement.

6.6 The Parties undertake that the O&M Member shall subscribe and hold at least 10% (ten per cent)) of the subscribed and paid up equity shares in the SPV at all times till the seventh anniversary of the date of commercial operations of the Project

7. Representation of the Parties Each Party represents to the other Parties as of the date of this Agreement that: (a) Such Party is duly organised, validly existing and in good standing under the

laws of its incorporation and has all requisite power and authority to enter into this Agreement;

(b) The execution, delivery and performance by such Party of this Agreement has been authorised by all necessary and appropriate corporate or governmental action and a copy of the extract of the charter documents and board resolution/ power of attorney in favour of the person executing this Agreement for the delegation of power and authority to execute this Agreement on behalf of the Consortium Member is annexed to this Agreement, and will not, to the best of its knowledge: (i) require any consent or approval not already obtained; (ii) violate any Applicable Law presently in effect and having applicability

to it; (iii) violate the memorandum and articles of association, by-laws or other

applicable organisational documents thereof; (iv) violate any clearance, permit, lease, grant, license or other

governmental authorisation, approval, judgement, order or decree or any mortgage agreement, indenture or any other instrument to which such Party is a party or by which such Party or any of its properties or assets are bound or that is otherwise applicable to such Party; or

(v) create or impose any liens, mortgages, pledges, claims, security interests, charges or encumbrances or obligations to create a lien, charge, pledge, security interest, encumbrances or mortgage in or on the property of such Party, except for encumbrances that would not, individually or in the aggregate, have a material adverse effect on the financial condition or prospects or business of such Party so as to prevent such Party from fulfilling its obligations under this Agreement;

(c) this Agreement is the legal and binding obligation of such Party, enforceable in accordance with its terms against it; and

(d) there is no litigation pending or, to the best of such Party's knowledge, threatened to which it or any of its Associates is a party that presently affects



or which would have a material adverse effect on the financial condition or prospects or business of such Party in the fulfilment of its obligations under this Agreement.

8. Termination This Agreement shall be effective from the date hereof and shall continue in full force and effect until the due performance of all obligations under the Development Agreement. However, in case the Consortium is either not pre-qualified for the Project or does not get selected for award of the Project, the Agreement will stand terminated in case the Applicant is not pre-qualified or upon return of the Security Deposit by the Authority to the Bidder, as the case may be.

9. Miscellaneous 9.1 This Joint Bidding Agreement shall be governed by laws of India. 9.2 The Parties acknowledge and accept that this Agreement shall not be amended by

the Parties without the prior written consent of the Authority. IN WITNESS WHEREOF THE PARTIES ABOVE NAMED HAVE EXECUTED AND DELIVERED THIS AGREEMENT AS OF THE DATE FIRST ABOVE WRITTEN.

SIGNED, SEALED AND DELIVERED SIGNED, SEALED AND DELIVERED

For and on behalf of

LEAD MEMBER by: SECOND PART

(Signature) (Signature)

(Name) (Name)

(Designation) (Designation)

(Address) (Address)

SIGNED, SEALED AND DELIVERED SIGNED, SEALED AND DELIVERED

For and on behalf of For and on behalf of

THIRD PART FOURTH PART

(Signature) (Signature)

(Name)

(Name)

(Designation) (Designation)



(Address) (Address)

In the presence of:

1. 2.

Notes: 1. The mode of the execution of the Joint Bidding Agreement should be in

accordance with the procedure, if any, laid down by the Applicable Law and the charter documents of the executant(s) and when it is so required, the same should be under common seal affixed in accordance with the required procedure.

2. Each Joint Bidding Agreement should attach a copy of the extract of the charter documents and documents such as resolution / power of attorney in favour of the person executing this Agreement for the delegation of power and authority to execute this Agreement on behalf of the Consortium Member.

3. For a Joint Bidding Agreement executed and issued overseas, the document shall be legalised by the Indian Embassy and notarized in the jurisdiction where the Power of Attorney has been executed.



Appendix II

Technical Bid Forms (T 1 to T 5)



FORM T 1

Letter Comprising the Application for Qualification

Dated:

To,

…………………..

…………………..

…………………..

Sub: Application for qualification for Request for Qualification (RFQ) cum Request for Proposal (RFP) For Selection of Developer for Agro, Food, Herbal and Forest based industrial park in Multi-modal International Hub Airport at Nagpur (MIHAN)

Dear Sir,

With reference to your RFQ cum RFP document dated ……….., I/we, having examined the RFQ cum RFP document and understood its contents, hereby submit my/our Application for Qualification for the aforesaid project. The Application is unconditional and unqualified.

2. I/ We acknowledge that the Authority will be relying on the information provided in the Application and the documents accompanying such Application for pre-qualification of the Applicants for the aforesaid project, and we certify that all information provided in the Application is true and correct; nothing has been omitted which renders such information misleading; and all documents accompanying such Application are true copies of their respective originals.

3. This statement is made for the express purpose of qualifying as a Bidder for the designing, engineering, financing, procurement, development, construction, operation and maintenance of the aforesaid Project.

4. I/ We shall make available to the Authority any additional information it may find necessary or require to supplement or authenticate the Qualification statement.

5. I/ We acknowledge the right of the Authority to reject our Application without assigning any reason or otherwise and hereby waive, to the fullest extent permitted by applicable law, our right to challenge the same on any account whatsoever.

6. I/ We certify that in the last three years, we/ any of the Consortium Members or our/ their Associates have neither failed to perform on any contract, as evidenced by imposition of a penalty by an arbitral or judicial authority or a judicial pronouncement or arbitration award, nor been expelled from any project or contract by any public authority nor have had any contract terminated by any public authority for breach on our part.

7. I/ We declare that:



(a) I/ We have examined and have no reservations to the RFQ cum RFP document, including any Addendum issued by the Authority;

(b) I/ We do not have any conflict of interest in accordance with the RFQ cum RFP document;

(c) I/We have not directly or indirectly or through an agent engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice, as defined in Clause 6 of the RFQ document, in respect of any tender or request for proposal issued by or any agreement entered into with the Authority or any other public sector enterprise or any government, Central or State; and

(d) I/ We hereby certify that we have taken steps to ensure that in conformity with the provisions of Section 4 of the RFQ cum RFP document, no person acting for us or on our behalf has engaged or will engage in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice.

8. I/ We understand that you may cancel the Bidding Process at any time and that you are neither bound to accept any Application that you may receive nor to invite the Applicants to Bid for the Project, without incurring any liability to the Applicants, in accordance with the RFQ cum RFP document.

9. I/ We believe that we/ our Consortium/ proposed Consortium satisfy(s) the Net Worth criteria and meet(s) all the requirements as specified in the RFQ cum RFP document and am/ are qualified to submit a Bid.

10. I/ We declare that we/ any Member of the Consortium, or our/ its Associates are not a Member of a/ any other Consortium applying for this bid.

11. I/ We certify that in regard to matters other than security and integrity of the country, we/ any Member of the Consortium or any of our/ their Associates have not been convicted by a court or indicted or adverse orders passed by a regulatory authority which could cast a doubt on our ability to undertake the Project or which relates to a grave offence that outrages the moral sense of the community.

12. I/ We further certify that in regard to matters relating to security and integrity of the country, we/ any Member of the Consortium or any of our/ their Associates have not been charge-sheeted by any agency of the Government or convicted by a court.

13. I/ We further certify that no investigation by a regulatory authority is pending either against us/ any Member of the Consortium or against our/ their Associates or against our CEO or any of our directors/ managers/ employees.

14. I/We further certify that we/ any Member of the Consortium or any of our/ their Associates are not barred by the Central Government/ State Government or any entity controlled by it, from participating in any project (BOT or otherwise), and no bar subsists as on the date of Application.



16. I/ We undertake that in case due to any change in facts or circumstances during the Bidding Process, we are attracted by the provisions of disqualification in terms of the provisions of this RFQ cum RFP; we shall intimate the Authority of the same immediately.

17. The Statement of Legal Capacity (Form T 3) as per format provided at in Appendix-I of the RFQ cum RFP document, and duly signed, is enclosed. The power of attorney for signing of Application and the power of attorney for Lead Member of consortium, as per format provided at Appendix I of the RFQ cum RFP, are also enclosed.

18. I/ We understand that the selected Bidder shall either be an existing Company incorporated under the Indian Companies Act, 1956/2013, or shall incorporate as such prior to execution of the Lease Agreement.

20. I/ We hereby irrevocably waive any right or remedy which we may have at any stage at law or howsoever otherwise arising to challenge or question any decision taken by the Authority in connection with the selection of Applicants, selection of the Bidder, or in connection with the selection/ Bidding Process itself, in respect of the above mentioned Project and the terms and implementation thereof.

21. I/ We agree and undertake to abide by all the terms and conditions of the RFQ cum RFP document.

23. We agree and undertake to be jointly and severally liable for all the obligations of the Concessionaire under the Lease Agreement till occurrence of Financial Close in accordance with the Lease Agreement.$

In witness thereof, I/ we submit this Application under and in accordance with the terms of the RFQ cum RFP document.

Yours faithfully,

Date: (Signature, name and designation of the Authorised Signatory)

Place: Name and seal of the Applicant/ Lead Member

$ This Paragraph 23 shall be omitted if the Applicant is not a Consortium.


42 | P a g e


FORM T2

Particulars of the Applicant

1. (a) Name:

(b) Country of incorporation:

(c) Address of the corporate headquarters and its branch office(s), if any, in India:

(d) Date of incorporation and/ or commencement of business:

2. Brief description of the Company including details of its main lines of business and proposed role and responsibilities in this Project:

3. Particulars of individual(s) who will serve as the point of contact/ communication

for the Applicant:

(a) Name:

(b) Designation:

(c) Company:

(d) Address:

(e) Telephone Number:

(f) E-Mail Address:

(g) Fax Number:

4. Particulars of the Authorised Signatory of the Applicant:

(a) Name:

(b) Designation:

(c) Address:

(d) Phone Number:

(e) Fax Number:

5. In case of a Consortium:

(a) The information above (1-4) should be provided for all the Members of the Consortium.

(b) A copy of the Jt. Bidding Agreement, should be attached to the Application.

(c) Information regarding the role of each Member should be provided as per table below:


43 | P a g e


Sl. No.

Name of Member Role$

Percentage of equity in the Consortium$$

1.

2.

3.

4.

$ The role of each Member, as may be determined by the Applicant, should be indicated in accordance with terms and conditions of this document.

$$The percentage of equity should be in accordance with terms and conditions of this document.

6. The following information shall also be provided for the Applicant, including each Member of the Consortium:

Name of Applicant/ member of Consortium:

No. Criteria Yes No

1. Has the Applicant/ constituent of the Consortium been barred by the Central/ State Government, or any entity controlled by it, from participating in any project ?

2. If the answer to 1 is yes, does the bar subsist as on the date of Application?

3. Has the Applicant/ constituent of the Consortium paid liquidated damages of more than 5% of the contract value in a contract due to delay or has been penalised due to any other reason in relation to execution of a contract, in the last three years?

7. A statement by the Applicant and each of the Members of its Consortium (where applicable) or any of their Associates disclosing material non-performance or contractual non-compliance in past projects, contractual disputes and litigation/ arbitration in the recent past is given below (Attach extra sheets, if necessary).


44 | P a g e


FORM T 3

Statement of Legal Capacity

(To be forwarded on the letterhead of the Applicant/ Lead Member of Consortium)

Ref. Date:

To,

…………………….

……………………..

……………………..

Dear Sir,

We hereby confirm that we/ our members in the Consortium (constitution of which has been described in the Application) satisfy the terms and conditions laid out in the RFQ document.

We have agreed that …………………… (insert member’s name) will act as the Lead Member of our consortium.1

We have agreed that ………………….. (insert individual’s name) will act as our representative/ will act as the representative of the consortium on its behalf$ and has been duly authorized to submit the RFQ cum RFP. Further, the authorised signatory is vested with requisite powers to furnish such letter and authenticate the same.

Thanking you,

Yours faithfully,

(Signature, name and designation of the authorised signatory)

For and on behalf of……………………………..

1 Please strike out whichever is not applicable


45 | P a g e


FORM T4

Technical Capacity of the Applicant

Applicant Type#

Member Code*

Name of the Eligible Projects

Value of the

Eligible Projects (in Crs)

Year of commencement

of Eligible Projects

Single Entity Applicant

A

B

C

D

Consortium Member 1

1a

1b

1c

1d

Consortium Member 2

2a

2b

2c

2d

Consortium Member 3

3a

3b

3c

3d

Consortium Member 4

4a

4b

4c

4d


46 | P a g e


Provide details of only those projects that have been undertaken by the Applicant under its

own name and/ or by an Associate and/ or by a project company eligible under Clause

3.20.1.4 #

An Applicant consisting of a single entity should fill in details as per the row titled Single

entity Applicant and ignore the rows titled Consortium Member. In case of a Consortium,

the row titled Single entity Applicant may be ignored.

* Member Code shall indicate NA for Not Applicable in case of single entity Applicant. For

other Members, the following abbreviations are suggested viz., LM means Lead Member,

TM means Technical Member.

Instructions:

1 Applicants are expected to provide information in respect of Eligible Projects. The

projects cited must comply with the eligibility criteria specified of this RFQ cum RFP,

as the case may be. Information provided in this section is intended to serve as a

backup for information provided in the Application. Applicants should also refer to

the Instructions below.

2 For a single entity Applicant, the Project Codes would be A, B, C, D etc. In case the

Applicant is a Consortium then for Member 1, the Project Codes would be 1a, 1b, 1c,

1d etc., for Member 2 the Project Codes shall be 2a, 2b, 2c, 2d etc., and so on.

3 A separate sheet should be filled for each of the Eligible Project.

4 Member Code shall indicate NA for Not Applicable in case of a single entity

Applicant. For other Members, the following abbreviations are suggested viz. LM

means Lead member, TM means Technical Member.

5 Particulars such as name, address and contact detail of owner/ authority/ agency

(i.e. Concession Granter, counter party to PPA, etc.) may be provided

6 Project cost incurred should be provided.

7 The date of commissioning of the project, upon completion, should be indicated.

8 The equity shareholding of the Applicant, in the company owning the Eligible

Project, held continuously during the period for which Eligible Experience is claimed

needs to be given.

9 Experience for any activity relating to an Eligible Project shall not be claimed by two

or more members of the Consortium. In other words, no double counting by a


47 | P a g e


consortium in respect of the same experience shall be permitted in any manner

whatsoever.

10 Certificate from the client or the Applicant’s statutory auditor must be furnished as

per format below.

Certificate from the Statutory Auditor regarding Eligible projects

This is to certify that ___________ (name of the Applicant) is/ was an equity shareholder in

_____________ (title of the project company) and holds/ held INR *** cr. of equity (which

constitutes ____% of the total paid up and subscribed equity capital) of the project

company from _________ (date) to _________ (date)2. The project was completed and

commissioned on _______ (date of commissioning of the project).

We further certify that the total estimated cost of the project as on the date of

commissioning was INR **** cr., of which INR **** cr. of capital expenditure was incurred

during the past five financial years as per year-wise details noted below:

* * *

Authorized Signatory

Name:

Designation: Signature of the Authorized Signatory and date

Bidders are requested to provide information of only eligible projects.

It may be noted that in the absence of any detail in the above certificates, the

information would be considered inadequate and could lead to exclusion of the relevant

project in Pre-qualification.

2 In case the project is owned by the Applicant company, this language may be suitably

modified to read: “It is certified that __________ (name of Applicant) constructed and/ or owned the __________ (name of project) from __________ (date) to _________ (date).”


48 | P a g e


FORM T 5

Financial Capacity of the Applicant

(In INR crore)

Applicant type *

Member Code **

Turnover Net Worth***

Year 1 Year 2 Year 3 Year 1

Single entity Applicant

Consortium Member 1

Consortium Member 2

Consortium Member 3

Consortium Member 4

TOTAL

Name & address of Applicant’s Bankers:

* An Applicant consisting of a single entity should fill in details as per the row titled Single entity Applicant and ignore the rows titled Consortium Members. In case of a Consortium, row titled Single entity Applicant may be ignored.

** Member Code shall indicate NA for Not Applicable in case of a single entity Applicant. For other Members, the following abbreviations are suggested viz. LM means Lead member, TM means Technical Member.

*** The Applicant should provide details of its own Financial Capability or an Associate specified in this document.

Instructions: 1. The Applicant/ its constituent consortium members shall attach copies of the

balance sheets, financial statements and Annual Reports for 3 (three) years preceding the Application Due Date. The financial statements shall:


49 | P a g e


a) reflect the financial situation of the Applicant and its Associates where the Applicant is relying on its Associate’s financials;

b) be audited by a statutory auditor; c) be complete, including all notes to the financial statements; and d) correspond to accounting periods already completed and audited (no

statements for partial periods shall be requested or accepted). 2. Net Worth as defined in this document. 3. Year 1 will be the latest completed financial year, preceding the bidding. Year 2

shall be the year immediately preceding Year 1 and so on. 4. In the case of a Consortium, a copy of the Jt. Bidding Agreement shall be submitted. 5. The applicant shall also provide the name and address of the Bankers to the

Applicant. 6. The Applicant shall provide an Auditor’s Certificate specifying the net worth of the

Applicant and also specifying the methodology adopted for calculating such net worth in accordance with requirement of this document.


50 | P a g e


Letter of Support from Bank/Financial Institution


51 | P a g e


Appendix III

Financial Bid Form (F 1)


52 | P a g e


FORM F1

As per e-portal


53 | P a g e


Appendix IV: Project Information


54 | P a g e


Concept of Agro, Food, Herbal and Forest Based Industrial Park

Agro and Food Processing

Food processing is the set of methods and techniques used to transform raw ingredients

into food or to transform food into other forms for consumption by humans or animals

either at home or by the food processing industry. It involves any type of value addition to

agricultural or horticultural produce and also includes processes such as grading, sorting

and packaging which enhance the shelf life of food products, and make them more

palatable and marketable.

Further, from a socio-economical perspective, food processing provides the crucial linkage

between farm and industries which aids in accelerating the overall agricultural

development, adding value to the produce and generating employment opportunities.

The food processing industry can be categorized into multiple sub-sectors based on the

source or raw material used. Some of the important sub sectors in the food processing

industry include:

• Fruit and vegetable processing • Fish processing • Milk processing • Meat and poultry processing • Packaged/Convenience foods • Alcoholic beverages, oil and soft drinks

• Grain processing

These categories can further be divided into multiple segments such as bakery, spirits, fruit

and vegetable based beverages, confectionery, dairy products

Food Parks

Industrial parks in food processing, termed as 'food parks' are usually formulated in public private partnership model. This could be attributed to the fact that, in the agro-industrial sector, clusters are unlikely to naturally evolve and so they must, therefore, be "induced". The role of government is to play a central role in the inducement process, to catalyse the process, facilitate it and, to some extent, bankroll it, at least in the first stage. For the cluster to be successful, its members must "buy in" to the process and be empowered to assume leadership from the onset. The development of the highly sophisticated international agro park - Green port - near Shanghai, China, has pioneered the development of agro-parks based on principles of closed cycles in the flows of energy, Co2, nutrients, water and wastes. The result is a world-class, circular, ecological urban agro-food production and processing system innovation. In India, the concept of food parks has caught on, with both private and government sector initiatives involved.


55 | P a g e


Food processing industry in India

The food sector in India has transformed over the years. Some of the key developments in the food sector and agriculture production are mentioned below:

Second largest food producer after China

Largest producer of cereals, milk, tea and pulses

Second-largest producer of fruits (12.4%), vegetables (13.2%), rice and wheat

Herbs and Herbal Products

Herbs as medicines and cosmetics are being used since Vedic ages and India being the epi-centre of it since then. As Herbal Products are based of plants, natural minerals in single ingredient drugs and compound formulations the use of these products is gaining ground not only in India but worldwide but to its benefits of being nearly natural. The herbal products and also herbal cosmetics are becoming popular day-by-day and demand for its usage is increasing not only in the country but also worldwide. A large number of medicinal plants, herbs, shrubs etc. are available in many parts of Maharashtra, which can be sourced to the proposed industrial park for further processing for making herbal products. This on the one hand will generate jobs for the people dwelling in forests/ nearby areas and on the other hand will economically uplift such persons.

Agricultural production and food processing in Maharashtra

Agricultural and fruit production

Maharashtra is an agriculture rich state and home for farming of a variety of fruits. The

principal crops grown in the state are Rice, Jowar, Bajra, Wheat, Tur, Mung, Urad, Gram

etc. and it also cultivates oilseeds, cotton and sugarcane. Following image depicts main

food/cash crops and fruits grown in the state.


56 | P a g e


Source: Map of India

Though, the production of cereals, pulses, oilseeds has shown a growth (as presented in

the below table) but a lot more is required to be done to increase the productivity.

These are cash crops for

farmers and their livelihood

depends upon the production

and yield earned through the

sale of their produce. Majority

of the farmers in Maharashtra

are adopting traditional ways

of cultivation/farming and

require an assistance and education to increase productivity, market intelligence etc. so as

to increase the yield and sell their produce at a competent rate. The State uses

approximately 12.90 lakh hectare areas for farming of fruit such as Mangoes, Bananas,

Grapes and Oranges. The state is India’s leading fruit producer- 1st in the farming of grapes,

pomegranate, oranges and guava and 2nd in banana and sapota.

Crop Unit FY2012 FY2013 FY2014

Cereals Million MT 10.2 8.6 10.6 Pulses Million MT 2.2 2.3 3.1 Oilseeds Million MT 4.4 5.0 5.2 Cotton Lakh Bales

(170 kg each) 72.0 76.9 88.5

Sugarcane Million MT in harvested area

86.7 69.6 76.9

Source: MoFPI


57 | P a g e


Nagpur and Nashik are major

producers of fruits. Currently,

majority of these fruits are

consumed fresh but there is a

strong demand for fruit

processing industries in

Maharashtra.

Status of Food Processing industries in Maharashtra

Maharashtra government has approved more than 170 Foreign Direct Investment

proposals of setting up food processing units in the state during August 1991 – March

2012. The state also has eight notified Agri-Export Zones for products like mangoes,

grapes, pomegranate etc. As per a study by NABARD, less than 1.2 percent of fruits and

vegetables are processed in Maharashtra. Out of the total yield, 60 percent vegetables and

70 percent fruits are consumed fresh.

Note: Data pertains to February 2016

Government of Maharashtra has also approved setting-up of four Mega Food Parks in

Maharashtra and two of them are already functional. It is expected that 25-30 Food

Processing units would be set-up in functional Mega Food Parks.

Though, Maharashtra is a leading state in food processing industry and food processing

industry accounted for 11.1% share of the industrial sector in Maharashtra in 2015 but a

lot more can be done to leverage the benefit of fruit production in the state.

Vision and Objective of the Project

Project Vision

Fruits Unit FY2012 FY2013 FY2014

Grapes Million MT 1.8 2.1 2.1 Pomegranate Million MT 0.4 0.4 0.9 Citrus fruits Million MT 1.2 0.8 1.7 Banana Million MT 4.3 3.8 4.8 Guava Million MT 0.3 0.3 0.3 Source: MoFPI

Parameters Maharashtra % of India

Number of registered Food processing Industries 3,077 8.3

Fixed Capital (INR crore) 27,577 17.4

Employment (Persons) 217,124 12.9

Gross Value Added (INR crore) 10,634 13.2

Source: PIB


58 | P a g e


The proposed food processing park will generate employment and will provide necessary

impetus for the economic development of the region. It will also help in the up-liftment of

farmers and tribes of the surrounding area.

Project Objective

The developer of the Park is required to source raw material of INR 100 crore per year

from the farmer and tribal of surrounding area. Because of this, farmers are expected to

get a competent rate for their produce and hence would earn a higher yield on it. This will

result in the economic up-liftment of peasant’s and tribal of the region.

The developer of the park is also required to train at least 1000 farmers per year across the state with latest ways of agriculture and farming. This will help farmers to improve productivity, quality and market intelligence etc.

Site overview

Brief overview of Nagpur

Nagpur is third largest city of Maharashtra and largest city in Vidarbha Region. It is ninth

largest urban agglomeration in India and has one of the highest literacy rate of 91.92%

among all the urban agglomerations in India. It also serves as a second capital of

Maharashtra. It is a major commercial and political center of the Vidarbha Region and also

known as “orange city” for being a major trade Centre of orange cultivated in the region.

To develope a Food, Argo, Herbal and Forest based industrial Park for the economic development of Vidarbha region

To generate employment and make Maharashtra a leading state in food processing business

To impart training to farmer and tribal of surrodning area about modern ways of agriculture/farming

To economically up-lift farmers and tribal by providing them a direct platform to sell their produce at a competent rate with out the presence of a middle man

https://en.wikipedia.org/wiki/Maharashtra


59 | P a g e


Source: Maps of India

The city was founded by the Gonds and later became a part of the Maratha Empire under

the royal Bhonsale dynasty. The British East India Company took over Nagpur in the 19th

century and made it the capital of the Central Provinces and Berar. After the first

reorganization of states in India, the city lost its status as the capital and following the

informal "Nagpur Pact" between political leaders, it was made the second capital of

Maharashtra.

Site Overview

The proposed Argo, Food, Herbal and Forest based industrial park would come up in Multi

Model International Hub Airport Nagpur (MIHAN). The project has an airport, Multiproduct

SEZ area and non-SEZ area. The proposed Argo, Food, Herbal and Forest based industrial

park is intended to be developed in the non-SEZ area of MIHAN.

The land is located at Nagpur airport. The land is in the non-SEZ area of MIHAN.

https://en.wikipedia.org/wiki/Gond_people

https://en.wikipedia.org/wiki/Maratha_Empire

https://en.wikipedia.org/wiki/Bhonsale

https://en.wikipedia.org/wiki/British_East_India_Company

https://en.wikipedia.org/wiki/Central_Provinces_and_Berar

https://en.wikipedia.org/wiki/Nagpur_Pact


60 | P a g e


The MIHAN project is spread over 4300 hectare (10625 Acres) of land, of which Airport is

on about 1388 hectare (3430 Acres), SEZ is on about 1236 hectare (3054 Acres) and non-

SEZ area of about 907 hectare (2241 acres). The proposed industrial park will come over in

an area of about of 230 acres, which may go up to 250 acres subject to deforestation of the

land parcel of area under Zudapi Jungle which falls under the boundary of proposed

Project Land. The land under Zudapi Jungle and water channel within the boundary of the

proposed industrial park is under deforestation process. This land may be allocated to the

successful bidder subject to the deforestation of land.

MIHAN

Airport SEZ Non-SEZ


61 | P a g e


Status of Land disposal in Non-SEZ area

Land Area in Ha

Disposed 146.4

Non-Disposable 398.8

Disposable 611.0

Balance 465.6

Total 1009.8

Source: MADC

The area is reserved for the social

infrastructure like Residential

complexes, Commercial buildings,

Shopping centres, Warehousing

Terminals, Convention centre etc.

Residential complexes are being

developed by developers like

Mahindra Lifespaces and Moraj

Infra.


62 | P a g e


An International School along with a state-of-the-art supply chain warehouse is already

operational in MIHAN Non-SEZ area Container Corporation of India Ltd (CONCOR) is

constructing the Multi-Modal Logistics Park (MMLP) along with the rail terminal on 109

acres of land to connect MIHAN with different ports in the country.

MADC has allocated land to leading IT Companies like Infosys, TCS, WIPRO, Tech Mahindra

and HCL and IT parks are being developed by DLF, Shapoorji Pallonji and L&T. Companies

like Hexaware BPS, TAL and Lupin Pharma (Trial Drug Formulation) have already started

exports from MIHAN SEZ whereas TCS and Air India-Boeing are going to start their

operations very soon. The major companies which have made the investment in area

outside SEZ are:

Mahindra Bebanco Developers Ltd.

Future Group

Container Corporation of India

TCI infra ltd.

Gati Ltd

D.Y. Patil Education Ltd. Pvt. Ltd.

Moraj Infra Pvt. Ltd. etc.

200 Acres of land allotted for setting up of Indian institute of Management


63 | P a g e


Project Overview

Background

India is one of the largest producers of food and has the potential to become one of the

largest food suppliers to the world and at the same time serve it population. India is

world‘s second largest producer of food after China. Its arable land area of 159.7 million

hectares (394.6 million acres) is the second largest in the world (after the US).

India also has a strong supply base for the food and grocery industry. Food and grocery

constitute a substantial part of India‘s consumption basket accounting for around 31 per

cent share in the total. In contrast, consumers in other countries spend a lower proportion

of their income on food and grocery, 9 per cent in the United States of America, 17 per

cent in Brazil and 25 per cent in China.

Estimated value of Indian Food Processing

Industry

Food and Grocery as a part of consumption

basket (%)

Source: Ministry of Food Processing Industry

India has a strong raw material base for the food processing industry. India is one of the

largest producers of certain fruits, vegetables, pulses, cereals and dairy products such as

mangoes, papaya, potatoes, onions, ginger, check peas, rice, wheat, groundnuts, milk and

eggs among others. Over time, there has been a continuous increase in the production of

food processing industries.

The Ministry of Food Processing Industries (MOFPI) has been set up as a nodal agency for

formulation and implementation of the policies and plans for the food processing

industries. One of the schemes enacted by the MOFPI is the Scheme of Mega Food Park,

which is based on the cluster approach for developing food processing industries. The

scheme was rolled-out in FY2009 and at present is in its fourth phase and latest status of

the same is provided in the following table.

121

194

0

50

100

150

200

250

2012 2015

USD

bill

ion

31

25

17

9

0

5

10

15

20

25

30

35

India China Brazil USA

%


64 | P a g e


Sr. No.

Name of Food Park State Project Cost

Grant Approved

Grant Released

1 Srini Food Park Pvt.Ltd. Andhra Pradesh

116.9 50.0 9.8

2 M/s Godavari Mega Aqua Food Park Pvt. Ltd.

Andhra Pradesh

122.6 50.0 30.0

3 North East Mega Food Park Ltd.

Assam 76.0 50.0 10.0

4 Pristine Logistics & Infraprojects Pvt. Ltd.

Bihar 127.6 50.0 10.0

5 Gujarat Agro Infrastructure Mega Food Park

Gujarat 117.9 50.0 9.4

6 Poliyan Mega Food Park Pvt. Ltd.

Himachal Pradesh

99.7 50.0 10.0

7 RFK Greens Food Park Pvt. Ltd.

Jammu & Kashmir

79.4 50.0 10.0

8 Jharkhand Mega Food Park Pvt. Ltd.

Jharkhand 114.0 50.0 27.6

9 Satara Mega Food Park Pvt. Ltd.

Maharashtra 139.3 50.0 30.0

10 M/s Zoram Mega Food Park Pvt. Ltd.

Mizoram 71.9 50.0 30.0

11 Greentech Mega Food Park Pvt. Ltd.

Rajasthan 113.6 50.0 29.4

12 Patanjali Food & Herbal Park Pvt. Ltd

Uttarakhand 95.1 50.0 10.0

13 Himalayan Food Park Pvt. Ltd.

Uttarakhand 100.0 50.0 30.0

Source: Ministry of Food Processing Industries Note: Data pertains to FY2016 and all figures are in INR crores

The Government of India is providing grant to the developer of Food Park to promote it.

The development of Food Park has already benefited many states by generating jobs and

reducing the wastage of agricultural/horticultural produce.

The proposed industrial park can be developed under the said scheme if the developer

wishes to do so and it suits to his business plan. In that case, the developer would be

required to meet all stipulated guidelines for the matter and also to obtain all the

necessary clearances from the relevant authorities.


65 | P a g e


An indicat ive illust rat ion of a Food Processing Park

Note1: CC stands for collect ion cent re (Field Collect ion cent re)

Note2: PPC stands for primary processing cent re

Note3: CPC stands for cent ral processing cent re

Activit ies performed at PPC; Pre-cooling, Grading, Sort ing, Waxing, packing, temporary storage

Activit ies performed at CPC; Pulping, Aseptic packing, CA chamber, Cold store, QC lac, Logist ic centre

etc.

Farmers Groups Self-help Group Individual Farmers

CC CC CC CC CC CC CC CC CC

PPC PPC PPC

Food Park (CPC)

Fre

sh

Pro

du

cts

Valu

e A

dd

ed

Pro

du

cts

Exporters

Domest ic

Sales

Domest ic

Sales

Development of Argo, Food, Herbal and Forest based industrial park in MIHAN Nagpur,

Maharashtra

The proposed industrial park would source raw material — pulses, oilseeds, fruits,

vegetables etc. —from surrounding areas. The state also has few national parks—a source

for herbs—which can be leveraged through the development of a proposed industrial park

at Nagpur. It would also translate into the economic up-liftment of the tribes dwelling in

such areas.

The developer of the proposed Argo, Food, Herbal and Forest based industrial park would

be required to buy raw material — agriculture, horticulture, floriculture and herbal — of at

least INR 100 crore p.a. from peasants and tribes of surrounding area. For the benefit of

region and especially for the benefit of tribal community and agriculturists, developer of

the food park should train at least 1000 farmers per year across the State of Maharashtra

to improve productivity, quality and market intelligence to get them ready for agro

business development in consultation with Agriculture Department.


66 | P a g e


The proposed industrial park will come over on proposed Project Land and is expected to

boost economic development of the Vidarbha Region. The project is expected to generate

employment and same time going to be instrumental in social-economic development of

the region. It will also help in the wastage reduction of agriculture and horticulture

produce, economic benefits to farmers, technology and knowledge transfer to farmers. An

indicative opportunity matrix for Food, Agro and Forest Based Processing Park at Nagpur is

provided below;

Category Types of Units Value added products

Fruits Primary and secondary

processing

Juice Syrup, Squash, Pulp, Pectin, Pastes, frozen dried

mango, dry mango powder etc.

Tertiary processing Flavor emulsions for milk shakes, fruit flavored

chocolate, ice-cream, jelly, murabba, nectar, jam,

pickles, canned slices etc.

Vegetables Primary and secondary

processing

Dried, peeled, paste, dehydrated onion and fried

Tertiary processing Frozen peas, ready to eat food, pickle

Food

grains

Primary and secondary

processing

Polished and processed grains, powdered mixes,

flours, cornmeal, starch powder

Tertiary processing Roasted forms, health food and cereal mixes,

processed maize kernels, corn flakes, ready to eat

food, popcorn, roasted dry snacks, soya bean milk etc.

Poultry Milk Sweetened condensed milk, milk powder, dairy

whitener, ghee, processed butter, curd, cheese,

yoghurt, cottage etc.

Meat Frozen meat, sausages, meatballs, kebabs, ham

Herbs,

Herbal

Primary and secondary

processing

Herbal medicines, Herbal cosmetics


67 | P a g e


Appendix V: Development Agreement


68 | P a g e


DEVELOPMENT AGREEMENT

This DEVELOPMENT AGREEMENT (the “Agreement”) is entered into on this _______day of ____________ Month, in the Year ________, at Mumbai.

BETWEEN

MAHARASHTRA AIRPORT DEVELOPMENT COMPANY LTD., a company constituted under the provisions of the Indian Companies Act, 1956, having its registered office at 8th floor, Centre-1, World Trade Centre, Cuffe Parade, Mumbai - 400 005, Maharashtra (hereinafter referred to as the “Authority” or wherever relevant as “MADC”, which expression shall, unless repugnant to the subject or the context or the meaning thereof, mean and include its successors and assigns) of the One Part;

AND

………………………………………….. a company constituted under the provisions of the Indian Companies Act, 1956, having its registered office at …………………………………. (hereinafter referred to as the “Developer” which expression shall, unless repugnant to the subject or the context or the meaning thereof, mean and include its successors and permitted assigns and substitutes subject to the provisions of this agreement) of the Other Part.

(The Authority and the Developer shall hereinafter be collectively referred to as the “Parties”).

WHEREAS:

A. The Authority is a public sector undertaking functioning under the direction and control of the State Government to develop airports, special economic zones etc., in the State of Maharashtra.

B. In exercise of the powers under sub-section (1B) of section 40 of the Maharashtra Regional and Town Planning Act, 1966; the State Government appointed the Authority to be the Special Planning Authority for the Notified Area of Multi-modal International Hub Airport at Nagpur (MIHAN) for the development of a modern airport, a special economic zone adjacent to Airport and other supporting infrastructures and facilities (the “MIHAN Project”).

C. In exercise of its powers under section 126 of the Maharashtra Regional and Town Planning Act, 1966 and other provision of law, the Authority has acquired a mass of land for development of the said MIHAN Project.

D. Due to the ongoing development of the MIHAN Project and the airport and keeping in view of the scope of future development of the region and the State of Maharashtra, the Authority has decided to develop a Agro, Food, Herbal and Forest based industrial park to be developed over ……………… acres of area outside SEZ of MIHAN.

E. The Developer is engaged in the business of in Agro / Food / Herbal / Forest based processing.

F. The Developer shall be allotted the land on lease hold basis for a period of 66 Years on payment terms as specified under this Agreement and as under the Agreement to Lease and Lease Deed annexed hereto.


69 | P a g e


G. The Parties have agreed to enter in to this Development Agreement on the premises set forth hereinafter.

NOW THEREFORE THE PARTIES RECORD THEIR UNDERSTANDING AND AGREEMENT AS UNDER:

1. Definitions and interpretations

Unless the context otherwise requires, when used in this Agreement

“Agreement” or "this Agreement" shall mean this Development Agreement along with annexes attached hereto and shall include any modifications, alterations, additions or deletions thereto made in writing after the date of execution of this Agreement.

“Agreement Date” shall be the date of signing of this Agreement.

“Agro Industry” shall mean units which add value to agricultural products/intermediates/residues, both food and non-food, by processing into products, which are marketable or usable or edible or by improving storability or by providing the link from farm to the market or part thereof.

“Applicable Laws” shall means relevant laws brought into force and effect by Government of Indian/Government of Maharastra/MADC including rules, regulations and notifications made there under, and judgments, decrees, injunctions, writs and orders of any court of record, applicable to the Agreement and the exercise, performance and discharge of the respective rights and obligations of the Parties hereunder, as may be in force and effect during the subsistence of the Agreement.

“Applicable Permits” means all necessary clearances, licenses, permits, authorisations, no objection certificates, consents, approvals and exemptions required to be obtained or maintained by the Licensee under Applicable Laws during the subsistence of the Agreement;

“Approvals” means all mandatory approvals, permissions, authorisations, consents and notifications from any Government Instrumentality, regulatory or departmental authority including, but not limited to the approvals of the Special Planning Authority for MIHAN, MADC, Secretariat for Industrial Assistance, Reserve Bank of India and any other regulatory authority, as may be applicable.

“Agro, Food, Herbal and Forest Based Industrial Park” shall mean a park with units which add value to agricultural, horticultural, herbal & forest products/intermediates/residues, both food and non-food, herbal cosmetics, by processing into products, which are marketable or usable or edible or by improving storability or by providing the link from farm to the market or part thereof.

“Authority” shall mean Maharashtra Airport Development Company Ltd. (MADC), Government of Maharashtra or any other Government Agency designated by the State Government from time to time.

"Business Plan" shall mean the plan for the proposed Agro, Food, Herbal and Forest


70 | P a g e


based industrial park submitted to MADC by the developer, that sets out how it is intended to develop, operate, and manage the project over a planning horizon and will include financial projections for the plan period.

“DC Regulations” means the Development Control Regulations of the MIHAN Notified Area, framed by Maharashtra Airport Development Company Ltd., being the Special Planning Authority of the MIHAN Notified Area under MRTP Act.

“Developer” shall mean the selected bidder who would develop, operate, manage the proposed Argo, Food, Herbal, Forest based industrial park on the allotted land for a lease period of 66 years.

“Eligible Experience” shall means experience in the development, operations, management experience of Agro/Food/Herbal/ Forest based processing business

“Eligible Project” as all those projects related to development, operations, management of Agro/ Food/Herbal/Forest based processing business , performed by the bidder/developer itself or/and in association with its partner (s)

“Good Industry Practice” means practices, methods, techniques and standards as changed from time to time that are generally accepted for use in the similar works.

“Government Instrumentality” means any department, division or sub-division of the Central Government or the State Government and includes any commission, board, authority, agency or municipal and other local authority or statutory body including Panchayat under the control of the Government, as the case may be, and having jurisdiction over all or any part of the MIHAN area or the performance of all or any of the services or obligations of the Licensee under or pursuant to the Agreement;

“Herbs” means crude plant material such as leaves, flowers, fruit, seed, stems, wood, bark, roots, rhizomes or other plant parts, which may be entire, fragmented or powdered.

“Herbal products” means the herbal preparations made from one or more herbs which may contain excipients in addition to the active ingredients. The basis for finished herbal products may include comminuted or powdered herbal materials, or extracts, tinctures and fatty oils of herbal materials. These are produced by extraction, fractionation, purification, concentration, or other physical or biological processes. Herbal cosmetics are products formulated using various permissible cosmetic ingredients to form the base in which one or more herbal ingredients are used to provide defined cosmetic benefits only. Herbal cosmetics are natural and free from all the harmful synthetic chemicals which otherwise may prove to be toxic to the skin.

“Lease” means the lease for a total period of 66 years granted by the Authority in favour of the Developer in respect of the land as per the Lease Deed to be executed between the parties.

“Lease Deed” means the lease deed for a total period of 66 years executed/ to be executed by the by the Authority in favour of the Developer in respect of the Project Land.

“Project” means the Agro, Food, Herbal and Forest based industrial park to be


71 | P a g e


developed by the Developer on the allotted Land.

“Project Land” means an area of about 230 acres, which may go up to 250 acres, subject to the deforestation of the land parcels under Zudapi Jungle in MIHAN to be allotted by MADC to the Developer for execution of the lease deed for the said project.

“Town Planning Officer” shall mean the Town Planning Officer of MADC, being the Special Planning Authority for the MIHAN Notified Area.

Interpretation

In construing this Agreement:

1.2.1 The singular shall include the plural and vice versa and words denoting gender shall include all genders;

1.2.2 References to a person shall include a body corporate and an un-incorporated association of persons;

1.2.3 Clause headings are for convenience only and shall not affect the construction of this Agreement;

1.2.4 References to recitals, clauses, schedules and annexes are references to recitals, clauses, schedules and annexes of and to this Agreement;

2. Background & development of the project

The Project will be in MIHAN. The raw material for the industrial park such as pulses, oilseeds, fruits, vegetables etc. will be sourced from surrounding areas. The State also has few national parks, a source for natural herbs, which can be leveraged through the development of this proposed industrial park at Nagpur. It would also translate into the economic up-liftment of the tribal dwelling in such areas. The proposed industrial park will be developed over on proposed Project Land and is expected to boost economic development of the Vidarbha Region. The project is expected to generate employment and same time going to be instrumental in social-economic development of the region. It will also help in the wastage reduction of agriculture and horticulture produce, economic benefits to farmers, technology and knowledge transfer to farmers.

3. Minimum Obligations of the developer

The Developer shall have to comply with the following minimum obligations in relation to the development of the Project:

The Developer shall develop the Project through development of land and

common infrastructure facilities. The selected bidder shall consult with MADC’s

and take its concurrence before naming of the proposed park.

The Developer would be required to buy raw material, agriculture, horticulture,

floriculture and herbal produce of at least INR 100 crore p.a. from peasants and

tribal.


72 | P a g e


For the benefit of the region and especially for the benefit of tribal community and agriculturists, the Bidder/Developer should train minimum 1000 farmers per year across the State of Maharashtra to improve productivity, quality and market intelligence to get them ready for agro business development in consultation with Agriculture Department.

Here in this context, developer’s obligation to buy raw material of worth of at

least INR 100 crore per annum from the farmers/peasant and the tribal

community within the surrounding area and conducting of training program for

1000 farmers shall commence from the corresponding date of initial production

in the immediate next financial year (If the developer starts its initial production

from 1st April 2018, his/her obligation as a developer will start from 1st April

2019 onwards). The developer shall start the execution of project within 6

months of approval and the production must start within 18 months (excluding

monsoon period), upon failure, the deposit will be forfeited.

All the training of farmers related aspects such as but not limited to planning

and development of the training module, development of location of training

and training facility, selection of trainee and trainer etc. and execution of

training program shall be sole responsibility of the Developer. All the

infrastructural facilities required for training of farmers should be developed

within the proposed industrial park. The developer shall comply to all applicable

laws for the functioning of the proposed industrial park.

Preparation of Business Plan: The Developer shall no later than 30 (thirty) days

from demarcation of Project Land, prepare and submit a project development

and operation plan (“Business Plan”) for review and comments from MADC. The

Business Plan for the Project shall include the Project Infrastructure and Project

Facilities. The Developer shall provide the details of Project Infrastructure and

Project Facilities proposed to be developed at the Site in the Business Plan. The

Business Plan shall include, but not limited to the following:

‾ Site evaluation and analysis ‾ Overall development plan for the entire Site including requirement of FSI ‾ Zoning and allocation of the areas for different usages including

intended/planned FSI usage. ‾ Design configuration and conceptual planning & architectural layouts for

Suggested Project Infrastructure and Suggested Project Facilities ‾ Architectural plans and drawings incorporating the local architectural

aesthetics, and the buildings at the Site. ‾ Structural engineering and designing keeping in view the land topography and

seismic risk, and existing building ‾ Methods & technique for erection, testing and commissioning of the various

project components, civil, structural, electrical, fire safety, etc.


73 | P a g e


‾ Usage of design attractiveness, innovation, environmental friendliness, aesthetics, green concept, technology, etc.

‾ Detail plan for internal roads/pathways as well as connectivity to the external access road

‾ Detail plan for water supply ‾ Detail plan for drainage, sewerage, sewerage treatment plant, wastewater

management, recycling, solid waste management etc. ‾ Detail plan for electricity supply including power backup ‾ Provision for telecommunication, internet connectivity and other related

services ‾ Detail plan for heating, ventilation and air-conditioning work (HVAC) ‾ Detail plan for open spaces, landscape and green area ‾ Detail plan for rain water harvesting, pollution & noise control measures ‾ Detail plan for fire protection mechanism ‾ Detail plan for Green area and landscaping ‾ Ensuring energy efficient buildings/ infrastructure and energy management ‾ Graphic signage ‾ Provision of first aid, and emergency medical assistance ‾ Adequacy and effectiveness of resource allocations, plant & machinery and

manpower ‾ Adequacy and appropriateness of chosen technology ‾ Testimonials on safety & time adherence ‾ Technology management & know how transfer arrangements ‾ Overall conformance to stipulated technical requirements ‾ Environment Impact Assessment (EIA) and Social Impact Assessment (SIA) ‾ Detail cost estimates ‾ Project completion schedule ‾ Sequencing and time phasing of activities ‾ Financial stake (equity percentage) and financing arrangements (percentage of

debt and the extent of tie-up) ‾ Marketing and promotion plan, clearly identifying potential markets, marketing

and promotional strategies, execution strategies and time frames for the plans ‾ Tie-ups for development & operations of Suggested Project Infrastructure and

Project Facilities ‾ Contingency plans and Disaster management plans ‾ Extent of compliance stipulated in Bidding Documents ‾ Constructive justification behind deviations, if any

On receipt of the Business Plan, the MADC shall review the Business Plan for the Project submitted by the Developer and provide its comments/observations and suggestions on the same within 15 (fifteen) days from the date of the receipt of such Business Plan by MADC. In the event that MADC has observed that the Business Plan is not in conformity with the Scope of the Project or proposes changes for any other reason, the Developer shall promptly and without any undue delay revise and resubmit the Business Plan or satisfy MADC with regards to its compliance within 7 (seven) days from receipt of such comments.


74 | P a g e


It is clarified that the review and comments of MADC hereunder shall be limited to ensuring compliance with the terms of this Agreement. It is further agreed that no review and/or observation of MADC and/or its failure to review and/or convey its observations on Business Plan shall relieve the Developer of its obligations and liabilities under this Agreement in any manner nor shall MADC be liable for the same in any manner whatsoever. Any amendments to the Business Plan shall be with the prior written consent of MADC. The Developer shall not be entitled to any extension of time for developing the Project or any other relief on account of delay caused due to providing any clarification or in resubmitting the Business Plan.

Notwithstanding the review by MADC, the Developer shall be solely responsible for any defect and/or deficiency in the Business Plan relating to the Project or any part thereof and accordingly the Developer shall at all times remain responsible for its obligations under this Agreement.

The Developer shall in no way represent to any Person that, as a result of any review by MADC, MADC have accepted responsibility for the technical or soundness of any work relating to the Project or part thereof carried out by the Developer and the Developer shall, in accordance with the provisions of this Agreement, be solely responsible for the technical feasibility, operational capability and reliability of the Project or any part thereof.

The Developer shall interconnect the Project and all other Project Facilities and support systems on the Site through paved roads, as per the Business Plan including the lay out drawings, and such connecting roads shall be constructed and maintained by the Developer during the term of this Agreement in accordance with Good Industry Practice.

Developer shall construct/start its operation/development of the proposed industrial park as per the Business Plan approved by MADC.

4. Obligation of the developer

Apart from the Minimum Development obligations prescribed above and in other place in this Development Agreement, the obligations of the Developer shall be as follows:

4.1 Compliance with Acts, Rules and Regulations

4.1.1 The Developer shall commence the execution of the Project after obtaining all clearances/approvals and necessary permits required for the construction and operation as per the terms of this Development Agreement and in conformity with the applicable Acts, Rules and Regulations.

4.1.2 The developer shall carry out the construction and performance of the obligations under this Development Agreement, at its own expense and in a substantial and workman like manner and with new sound materials, according to the plan approved by the Town Planning Officer; and in conformity with the land use and DC Regulations;; Maharashtra Regional & Town Planning Act, 1966 (MRTP Act),


75 | P a g e


and any other applicable Acts; Rules and Regulations as prescribed or framed from time to time for the MIHAN Notified Area; National Building Code of India, as amended from time to time, Ministry of Civil Aviation guidelines of height restrictions, all the Applicable Laws, statutory requirements, laws of land, other applicable Government Rules/Regulation, Multi-modal International Hub Airport at Nagpur (Disposal of Land) Regulations and the principles of Good Industry Practices and any other norms as applicable from time to time.

4.1.3 The developer shall take the environmental clearance/consent and any other clearances/consents from the concerned authorities, as may be required.

4.1.4 The developer shall ensure and procure that its sub-contractors comply with all Applicable Permits and Applicable Laws/Rules, while performing any of the Developer’s obligations under this Development Agreement;

4.1.5 The developer shall not do or omit to do any act, deed or thing which may in any manner be violative of any of the provisions of this Development Agreement.

4.2 Submission and Approval of Building Development Plan

Whenever the developer intends to carry out any development on the Demised Land in respect of erection of building, structure or other works, the developer shall submit the building plans complete in all respects as per the requirements of DC Regulations and get approved the building plans from the Town Planning Officer. The developer shall, not at any time during the continuance of this demise commence the erection of any building, structure or other works on any portion of the Demised Land without obtaining commencement certificate from the Town Planning Officer.

4.3 Prohibited Activities

The Demised Land or the constructed units on the Demised Land shall not be allowed to be used for the activities such as:

4.3.1 Any activity which can cause emission, odour, effluent, dust, smoke, gas, noise, vibration or fire hazard or declared as obnoxious by the MADC or by any other statutory or local body/authority

4.3.2 Any activity which is prohibited by the Maharashtra Pollution Board or any other such authority or which involves any discharge or emission of hazardous pollutant

4.4 Any illegal business/activities

4.4.1 Storage of any prohibited articles or commodities, which could cause damage to the units constructed or to the neighbouring occupier or others. The developer shall observe strictly the rules and regulations of the Government and local authorities in that behalf.

4.4.2 Carrying on or allow to be carried on, by any of its employees, contractors, agents, or invitees, any unlawful, illegal or immoral activities, which may be considered offensive or a source of any annoyance, inconvenience or nuisance to the area surrounding the Demised Land.


76 | P a g e


4.5 Payment of Taxes, Rates, Duties and Similar Impost

4.5.1 The Developer shall bear and duly pay and discharge all existing and future taxes of whatever nature, rates, assessment, cess, duties, impost, penalties, and outgoings of every description, from the date of execution of the letter of allotment in respect of the Demised Land and assets built thereon in connection with or incidental to the performance of the obligations of the Developer under this Development Agreement.

4.5.2 The Developer shall pay applicable service tax and any other taxes, charges, rates, duties and any similar impost as levied by the Statutory Authority on the transaction of any amount between the Developer and the MADC.

4.5.3 The Developer shall indemnify the MADC towards any imposition of penalty or fine or dues, if and when levied by any authority in respect of any payment obligations of rates, taxes, cess, charges, similar impositions etc. as indicated in clause 9.22 of Development Agreement, due to the construction and operations by the Developer.

4.6 Power connection

Power (electricity) connection, consumption deposits and other charges will be borne and paid directly by the Developer to the MSEDCL or any other authority supplying power in the said area, from time to time. The developer will obtain directly from the above said authority power connection by completing the formalities as prescribed by them in this behalf.

4.7 Payment for Infrastructure and Services

The Developer shall bear and duly pay all charges/deposit towards the procurement and consumption of all the infrastructure and services like water, power, telecom etc. The Developer has to make necessary arrangements for availing the said services and keep them always in order and incur the expenses thereof at the cost of the Developer.

4.8 Payment of Service Cost/Charges

The Developer agrees and undertakes that immediately after the expiry of the prescribed period for completion of construction of building, structure and other work on the Demised Land, but where such construction is allowed in phased manner then on expiry of period for the first phase, or immediately after the grant of occupancy certificate either in part or in full from the Town Planning Officer, whichever is earlier, the Developer shall pay to the MADC service cost/charges at the prevailing rate, as determined by the MADC from time to time, towards establishing and maintaining civic amenities such as roads, street light, water, drainage, conservancy and other civic services at such rate as the MADC may determine, from time to time, regardless of any benefit derived or not by him for such amenities or services.

4.9 Payment of Lease Rent

The Developer hereby agrees and undertakes to pay the annual Lease Rent to MADC


77 | P a g e


in respect of the Demised Land on the due dates stipulated under this Development Agreement.

4.10 Payment of Yearly Fees and Charges

Throughout the Term, the Developer shall pay to MADC and any other authority under any Applicable Laws and the Rules framed thereunder, in respect of the Demised Land, such yearly recurring maintenance fees or service cost/charges as prescribed, from time to time towards costs incurred in providing services in the MIHAN Notified Area and such fees and charges in respect of developing and maintaining the common area. The Developer agrees to pay such fees or cost/charges, acknowledging that such charges may not be proportionate to the benefits derived by the Developer for such amenities. Any payment due under this clause to the MADC shall be made in advance before _____ for each financial year.

4.11 Good Repair and Condition

Throughout the Term, the Developer shall carry out the periodic repairs and maintenance of the constructed building/premises and surrounding area in the Demised Land including all usual and necessary internal and external conditions including any other repairs as required as per the good industry practices.

4.10 Preventing unlawful Encumbrance or Encroachment

The Developer shall be responsible for protecting and preventing any unlawful encumbrance and/or encroachment of hutments etc. on the Demised Land. In the event of failure by the Developer in protecting the Demised Land from any such unlawful encumbrances and/or hutments, the Developer shall be liable to pay damage as prescribed by MADC, till such unlawful encumbrance and/or hutments are removed.

4.11 Insurance

4.11.1 The Developer shall take full comprehensive insurance of the constructed building, structure or other work, at its cost and keep the same valid for the market value thereof throughout the Term. In the event of destruction or damage to the building, structure or other work on the Demised Land or any property appurtenant thereto and in case of any such eventuality, the Developer shall, reconstruct or repair the building, structure or other work either from the insurance proceeds or otherwise.

4.11.2 All insurance policies in respect of the insurance obtained by the Developer pursuant to this Clause 4.11 shall include a waiver of any and all rights of subrogation or recovery of the insurers thereunder against, inter alia, MADC, and its assigns, successors, undertakings and their subsidiaries, affiliates, employees, insurers and underwriters, and of any right of the insurers to any set-off or counterclaim or any other deduction, whether by attachment or otherwise, in respect of any liability of any such person insured under any such policy or in any way connected with any loss, liability or obligation covered by such policies of insurance.

4.12 Access & Inspection


78 | P a g e


4.12.1The Developer shall allow any person authorized by the MADC to inspect, maintain and construct/reconstruct the sewer lines, water lines, storm water drains and other utility services or to do any other work in connection with inspection, construction or reconstruction within the Demised Land without any obstruction or hindrance by the Developer.

4.12.2 The Developer shall permit the MADC, its authorized officers, surveyors, workman or others employed by the MADC from time to time and at all reasonable times during the Term hereby granted after previous notice (which will be deemed to be waived in the event of emergency) to enter into and upon the Demised Land and to inspect the state of production.

4.12.3 If upon such inspection appears that any repairs are necessary; MADC or any of its authorized representative, may give written notice thereof to the Developer calling upon it to execute the repairs.

4.12.4 In case of failure to conduct the necessary repairs by the Developer within a reasonable time or in case the Developer refutes the reason for the notice to MADC’s satisfaction, MADC may execute such repairs at the cost and expenses in all respects of the Developer and the Developer shall be bound to pay the same to MADC following receipt of an invoice therefore along with substantiating documentation.

4.12.5 MADC and any person authorized by MADC shall during any such inspection, maintenance, construction or reconstruction use reasonable efforts to minimize interruption of activities of the Developer or any entity claiming through the Developer on or about the Demised Land in fulfilling the Developer’s obligation or exercising the Developer’s rights under this Lease.

4.12.6 Neither the grant of consent or permission or approval by MADC nor any review or comment or observation or inspection of any document submitted by the Developer shall relieve or absolve the Developer from its obligations, duties and liabilities under this Deed, the Applicable Laws and Applicable Permits.

4.13 Solid Waste Management

The Developer shall observe scrupulously the following conditions regarding solid waste management:

i) The Developer shall keep two streams of waste, one for food bio-degradable waste and another for recyclable waste such as paper, plastic, metal, glass, bags, etc.

ii) The Developer shall identify locations for composting and disposal of waste

within their complex

iii) The Developer shall ensure that no industrial/ domestic/institutional waste

shall be thrown on the streets, footpaths, open spaces, drains or water

bodies.

4.14 Obligation towards other Agreements

It is expressly agreed that the Developer shall, at all times, be responsible and liable


79 | P a g e


for all its obligations under this Development Agreement, Agreement to Lease, Lease

Dead notwithstanding anything contained in any other agreement, and no default

under any agreement shall excuse the Developer from its obligations or liability

hereunder.

4.15 Obligations with Respect to the Project

4.14.1 Subject to and on the terms and conditions of this Agreement, the Developer

shall at its cost and expense procure finance for and undertake the design,

engineering, procurement, construction, operation and maintenance of the Project

and observe, fulfil, comply with and perform all its obligations set forth in this

Development Agreement or arising hereunder.

4.15.1 In addition to and not in derogation or substitution of any of the obligations,

undertakings, terms and conditions or covenants set forth elsewhere in this

Agreement, the Developer shall develop, design, finance, construct, operate,

maintain and transfer the Project, including without limitation the necessary

infrastructure, services and facilities, during the Lease Period in accordance with the

Business Plan and the provisions of this Agreement, including the Specifications and

Standards, Applicable Laws, terms of Applicable Permits and Good Industry Practice.

The Developer shall, for such purposes do all such acts, deeds and things, as may be

required.

4.15.2 The Developer shall comply with all Applicable Laws and Applicable Permits

(including renewals as required) in the performance of its obligations.

4.15.3 The Developer shall pay all outgoing development charges, statutory deposits,

Taxes, duties (including stamp duties), fees (including any license fees) rates and

other user charges (including those applicable for existing utility connections and any

other dues assessment or outgoings payable in respect of implementation of the

Project (including new utility connections obtained by it, if any) or in respect of

materials stored there in which may be levied by an Government Instrumentalities,

wherever applicable. The deposits would not be refundable after the expiry of the

Lease Period.

4.15.4 The Developer shall ensure that the revenues (rent, deposits, etc.) received

from the Project be utilized towards prepayment /repayment of the Debt Due / debt

availed from the Lenders for execution of the Project.

4.15.5 The Developer shall discharge its obligations in accordance with Good Industry

Practice and as a reasonable and prudent person.

4.14.6 The Developer shall, at its own cost and expense, in addition to and not in

derogation of its obligations elsewhere set forth in Lease Agreement by MADC:


80 | P a g e


(a) make, or cause to be made, necessary applications to the relevant

Government Instrumentalities with such particulars and details, as may be

required for obtaining all Applicable Permits, obtain and keep in force and

effect such Applicable Permits in conformity with the Applicable Laws;

(b) procure, as required, the appropriate proprietary rights, licences, agreements

and permissions for materials, methods, processes and systems used or

incorporated into the Project;

(c) perform and fulfil its obligations under the Financing Agreements;

(d) make reasonable efforts to maintain harmony and good industrial relations

among the personnel employed by it or its Contractors in connection with the

performance of its obligations under Lease Agreement;

(e) ensure and procure that its Contractors comply with all Applicable Permits

and Applicable Laws in the performance by them of any of the Developer’s

obligations under Lease Agreement;

(f) ensure optimal operation and maintenance of the Project throughout the

Lease Period, either by performing the operation and maintenance itself, or

by making durable, effective and permanent arrangements for due

performance of the operation and maintenance obligations by third party(s);

(g) not do or omit to do any act, deed or thing which may in any manner be

violative of any of the provisions of the Lease Agreement;

(h) support, cooperate with and facilitate the Authority in the implementation

and operation of the Project in accordance with the provisions of the Lease

Agreement;

(i) pay all dues (Lese Premium, Lease Rent etc.) payable under Lease Agreement

and/or Land Lease Agreement to the Authority in a time bound manner; and

(j) The Stamp Duty and the registration charges/fees including other incidental

charges, on and in relation to the lease of the land under Land Lease

Agreement shall be paid by the Developer in accordance with the provisions

of applicable rules and regulations to be read with all its amendments issued

by the State Government from time to time.

4.16 Obligations Relating to Project Agreements

4.16.1 It is expressly agreed that the Developer shall, at all times, be responsible

and liable for all its obligations under Lease Agreement notwithstanding anything

contained in the Project Agreements or any other agreement, and no default under


81 | P a g e


any Project Agreement or agreement shall excuse the Developer from its

obligations or liability hereunder.

4.16.2 The Developer shall submit to the Authority the drafts of all Project

Agreements including a template for sub-lease, license, etc. of the components of

the Project to a third party, or any amendments or replacements thereto for its

review and comments, and the Authority shall have the right but not the obligation

to undertake such review and provide its comments, if any, to the Developer within

30 (thirty) days of the receipt of such drafts. Within 15 (fifteen) days of execution of

any Project Agreement or amendment thereto, the Developer shall submit to the

Authority a true copy thereof, duly attested by a Director of the Developer, for its

record. For the avoidance of doubt, it is agreed that the review and comments

hereunder shall be limited to ensuring compliance with the terms of Lease

Agreement. It is further agreed that any failure or omission of the Authority to

review and/ or comment hereunder shall not be construed or deemed as

acceptance of any such agreement or document by the Authority. No review and/

or observation of the Authority and/ or its failure to review and/ or convey its

observations on any document shall relieve the Developer of its obligations and

liabilities under Lease Agreement in any manner nor shall the Authority be liable for

the same in any manner whatsoever.

4.16.3 The Developer shall prepare a standard format of the sub-lease/sub-license

agreement and shall furnish such draft to the Authority for approval and shall

incorporate all modifications, suggestions and amendments as may be intimated by

the Authority to the Developer (“Licence / Sub-Lease Agreement Template”). The

Developer shall enter into Sub-Lease/License arrangements as per the Licence /

Sub-Lease Agreement Template and the Developer shall not alter or change any

Clauses in the Licence / Sub-Lease Agreement Template without the prior written

consent of the Authority. Notwithstanding anything to the contrary that may be

contained in the Licence / Sub-Lease Agreement Template, the Developer shall at

all times retain overall responsibility, obligation and liability in relation to the

maintenance of the Project. It is clarified that the Developer shall remain solely

liable and responsible for any acts, omissions or defaults of any Sub-Lessee or

Licensee and shall at all times indemnify and keep indemnified the Authority in

respect thereof.

The Developer shall provide to the Authority a list of the sub lessees/licensees in

the Project on yearly basis, which shall be certified by the Statutory Auditor of the

Developer.


82 | P a g e


4.17 Obligations Relating to Change in Ownership

The developer shall not by any act or omission, adversely affect the title of the

authority on Project Land.

5. Obligations of the Authority

5.1 General Obligations of the Authority

The Authority shall, at its own cost and expense, undertake, comply with and

perform all its obligations set out in this Agreement or arising hereunder.

5.2 Applicable Permits

a) The Authority shall, upon written request, grant all such Applicable Permits,

which falls within its jurisdiction, with reasonable promptness that are

required for the implementation of the Project at the appropriate stages of

the Project, subject to the Developer or the relevant applicant complying

with the eligibility criteria for the grant of such Applicable Permits and

making the requisite payments, if any;

Provided that nothing contained in this sub-section (a) shall relieve the

Developer of its obligation under this Agreement to obtain the Applicable

Permits and of being in compliance with the requirements thereof; provided

further that the Developer (i) shall be required to provide the relevant

details and such other information to the Authority as the Authority may

reasonably require and (ii) keep the Applicable Permits in force and effect

throughout the Lease Period.

b) The Authority shall, upon written request, facilitate procurement to the

Developer and the persons claiming through or under it, all the Applicable

Permits from Government Authorities (Government of Maharashtra and /

or Government of India), including licenses to import equipment and

materials required for the Project and immigration clearances, employment

and residential permits for any foreign personnel, and as applicable their

dependants, engaged or employed by the Developer /such persons in

connection with the implementation of the Project, including renewals

thereof.

c) Upon written request from the Developer, assist the Developer in obtaining

access to all necessary infrastructure facilities and utilities, including water,

power and telecommunication facilities at rates and on terms no less

favourable to the Developer than those generally available to commercial

customers receiving substantially equivalent facilities/utilities.


83 | P a g e


5.3 In the event of any action or suit to prevent, prohibit or otherwise challenge the

Project by any Government Agency, trade union, environmental group or any other

Person or organization, which might reasonably be expected to materially and

adversely affect the Project Assets, the implementation of the Project or the

enjoyment by the Developer of its rights and benefits under the Lease granted

herein, the Authority shall, if requested by the Developer in writing, on a best effort

basis, take such reasonable action as is available to it to remedy the challenge and

to mitigate such effects.

5.4 The Authority shall assist the Developer in obtaining police assistance against

payment of prescribed costs and charges, if any, for maintaining law and order

within the Site, patrolling and provision of security at the Site.

6. Performance Security/Security deposit

The developer shall furnish Security Deposit of INR 10 Crores (Rupees Ten Crores

Only in the form of a demand draft or pay order, issued by a Nationalized bank or

Scheduled Commercial bank in India, drawn in favour of “MADC Ltd.”, payable at

Mumbai before signing of Development Agreement. The Developer further agrees

that it shall maintain this Security Deposit/Performance Security at all times during

currency of the Development Agreement and Lease Deed. The Security Deposit of

the developer will be encashed by the Authority after the signing of the

Development Agreement and Authority shall return it after the end of the lease

period.

7. Term of agreement

This Agreement shall remain valid from the date of its signing till the date of validity

of the Lease Deed between the Authority and the Developer or till the time of the

termination of the Agreement as per Article 8, whichever is earlier. This agreement

shall be co-terminus with the Lease deed for the Project Land and vice a versa.

8. Event of default and termination

8.1 Event of Default by the Developer

The following events shall lead to the Developer Event of Default:

i) The Developer fails to use the Project Land for the Project works within 1

year from the date of signing of the lease deed.

ii) The Developer fails to procure raw material — agriculture, horticulture,

floriculture and herbal — of at least INR 100 crore p.a. from peasants and

tribal

iii) The Developer does not train a minimum of 1000 farmers per year


84 | P a g e


iv) At any given point of time during the lease period, the Project Land is idle and the Project is not in operation for a continuous period of 1 year

v) The Developer defaults in making timely Lease rental payments vi) Upon the termination of the lease deed vii) The Developer fails to maintain a valid Performance Security/Security

Deposit as per the clause 6 of this agreement viii) The Developer is in breach of any of its minimum development obligations

as specified in clause 3 of the agreement ix) The Developer is in breach of its obligations under the Lease Deed.

8.2 Upon the occurrence of the Developer Event of Default, MADC shall without

prejudice to any other rights and remedies available to it under this Agreement, be

entitled to terminate this Development Agreement by issuing a Termination Notice

to the Developer. Provided that before proceeding to terminate this Agreement,

the Authority shall give due consideration and shall have due regard to the nature

of the underlying Event of Default, its implication on the performance of the

respective obligations and the circumstances in which the same has occurred.

8.3 Consultation Notice: The Authority exercising its right under Clause 8 shall issue

to the Developer a notice in writing specifying in reasonable detail the underlying

Event of Default(s) and proposing consultation amongst the Parties to consider

possible measures of curing or otherwise dealing with the underlying Event of

Default (“Consultation Notice”).

8.4 Remedial Process: Following the issue of Consultation Notice by the Authority,

within a period not exceeding 90 (ninety) Days or such extended period as the

Parties may agree (“Remedial Period”), the Parties shall endeavour to arrive at an

agreement as to the manner of rectifying or remedying the underlying Event of

Default.

It is further agreed that, in case the Developer is in breach of any of its obligations

specified in this agreement and also the Lease Agreement, and if even after the

remedial period of 90 days, the Developer continues to be in breach of such

obligations, the Authority shall have the right to deduct a suitable amount from the

Performance Security of the Developer as finalized by its management after

communicating the same to the Developer in writing. In case of any such

deduction, the Developer shall promptly replenish the Performance Security to its

original value within 15 days of such deduction.

8.5 Obligations during Remedial Period: During the Remedial Period, the Parties

shall continue to perform their respective obligations under this Agreement which

can be performed, failing which the Party in breach shall compensate the other


85 | P a g e


Party for any loss or damage occasioned or suffered on account of the underlying

failure/breach.

8.6 Revocation of Consultation Notice: If during the Remedial Period, the

underlying Event of Default is cured or waived, the Consultation Notice shall be

withdrawn in writing by MADC.

8.7 Termination due to Events of Default: If before the expiry of the Remedial

Period, the underlying Event of Default is neither cured nor waived, the Authority

shall have the right to terminate this Agreement. Upon a notice in writing

(“Termination Notice”) being issued, the Authority may, at its discretion, re-enter

upon and take possession and control of Project Land and prohibit the Developer

and any Person claiming through or under the Developer from entering upon the

Project Land. Notwithstanding to the contrary contained herein, it is clarified that

the Project along with the underlying land and all the assets attached thereon shall

transfer back to the Authority on termination of this Agreement for any reason

whatsoever.

8.8 The Termination Notice shall be of not less than 90 (ninety) Days and not

ordinarily be more than 180 (one hundred and eighty) Days, (“Termination Period”)

and at the expiry of the Termination Period, this Agreement shall stand terminated

without any further notice. Provided that the Lease Deed shall be co-terminus with

the Development Agreement in case of termination of this Agreement.

8.9 Payments on the Termination: On termination due to the Developer Event of

Default or due to the expiry of the Lease period, no compensation shall be payable

by the Authority to the Developer. On termination due to the Developer Event of

Default, the Authority shall have the right to forfeit the Performance Security of the

Developer. In case of the termination due to the expiry of the lease period, the

Authority shall return the Performance Security to the Developer.

9. Condition of lease

9.1 Application of Law

i) The lease of land shall be governed by the Multi-modal International

Hub Airport at Nagpur (Disposal of Land) Regulations. The concerned

provisions of the Multi-modal International Hub Airport at Nagpur

(Disposal of Land) Regulations and various policies made under the same

by MADC shall form part of the agreement to lease.

ii) The development of the land shall be governed by the provisions of the

Development Control Regulations for MIHAN notified area, National

Building Code of India as amended from time to time, Ministry of Civil


86 | P a g e


Aviation guidelines of height restrictions, Maharashtra Ownership Flats

(Regulations of the Promotion of Construction, Sale, Management and

Transfer) Act, 1963 (MOFA Act) statutory requirements, and other Govt.

rules/regulations and the principles of Good Industry Practices as may

be relevant and applicable. The developer shall take all the

clearances/consents from the concerned authorities, as may be required

by any law for the time being in force, for the development and

operations of the project on the plot.

iii) The developer shall ensure and procure that its sub-contractors comply

with all applicable laws and procure permits in the performance by them

of any of the developer’s obligations under the Lease Deed.

9.2 Term of Lease

The term of lease shall be for a period of 66 years from the date of execution of the

Lease Deed. At the end of the lease period the Project shall be transferred to MADC

along with the entire asset thereon as per the terms of this agreement.

Any extension of lease period shall be on mutually agreed terms and conditions

subject to fulfilment of prevailing Govt. of India, Govt. of Maharashtra, MADC

Schedule of Payment of agreed Lease Premium

i) Schedule of Payment:-

The Developer will be required to pay the entire Lease Premium before the signing

of Development Agreement. The Development Agreement shall be signed within 2

months from the date of issuance of allotment letter/letter of award.

ii) Determination of Concluded Agreement:-

On failure of the Developer to pay the lease premium within the stipulated period

as aforesaid, if any, the concluded agreement shall stand determined and the

earnest money deposited by the Developer shall stand forfeited, without prejudice

to the rights of MADC to recover compensation for loss or damage, if any, suffered

in consequence of such default.

9.3 Payment of Lease Rent

The Developer shall pay to MADC, annual lease rent @ INR 1,000/- per ha. for each financial year or part thereof on or before 30th April for the period of the lease. Liability to pay such annual lease rent will commence from the date of execution of the Lease Deed.

9.4 Payment of Miscellaneous charges


87 | P a g e


In addition to the lease premium and lease rent as indicated above, the Developer

shall pay to MADC following miscellaneous charges, before execution of the Lease

Deed:

i) Documentation charges of on actuals.

ii) Applicable Stamp duty and Registration charges

9.5 Mode of payment

The payment of lease rent or any other charges shall be paid separately by Demand Draft/Pay order to be drawn in the name of “MADC Ltd.” payable at Mumbai.

9.6 Delayed Payment Charges

The prevailing rate of Delayed Payment Charges is 15% per annum (simple rate). This is subject to revision, from time to time.

9.7 Grant of “No Objection Certificate” to mortgage the plot

On request of the Developer, MADC may grant No Objection Certificate to enable the Developer to obtain from the financial institutions/Government/banks etc., loan for project development only and not for the payment of lease premium to MADC. No Objection Certificate will be given subject to the following conditions:

i) There should not be breach of any of the conditions of the allotment letter,

ii) The Developer shall apply to MADC along with a letter from Central Government, any State Government, Life Insurance Corporation of India, the Maharashtra State Finance Corporation, the Nationalized Bank or any other Financial Institution, agreeing, to grant loan to the Developer, for the construction of the building, structure or other works on the plot,

iii) No lien of the financial institution will be created on the plot, unless the Developer pays to MADC the entire amount of lease premium and other miscellaneous charges and also executes with the MADC the agreement to lease and gets the same registered.

iv) At a time only one No Objection Certificate will be given to mortgage plot to the one entity only from whom, loan facility is being availed by the Developer.

9.8 Demarcation plan

i) On payment of the full amount of agreed lease premium and other miscellaneous charges, the plot will be demarcated in the presence of the Developer or his representative duly authorized by him. Demarcation plan will be enclosed with the Development Agreement.

ii) During the course of final demarcation, if the area of the plot is found in excess of the area represented in the offer document then, it shall be the sole discretion of MADC, (i) to allot this excess area to the Developer at the specified rate of lease premium, prevailing at the time of such allotment or the rate at which the allotment of original plot was made to the Developer, whichever is


88 | P a g e


higher, or (ii) treat such excess area as a separate plot. In case this excess area is offered to the Developer, he shall have to accept the same and pay the lease premium and other charges equivalent to the excess area.

9.9 User and Floor Space Index (FSI)

i) The use of the plot shall be mix of commercial, industrial, institutional cum residential. For efficient execution of the proposed Food Park, planning norms will be as: 80% area for processing activities and balance 20% for allied and ancillary activities like staff quarters, hostel with training center, small retail outlet etc. The developer should indicate the intended FSI required for the Project in the Business Plan. The maximum permissible limit for the FSI shall be 1 (one). The Developer may revise the Business Plan and intended use of FSI over the period of project. In such case, it shall submit the revised Business Plan and revised intended FSI to MADC.

ii) The FSI of the plot shall be as indicated in Cl. No. 3.17 in Instruction to bidder in the RFQ cum RFP document

iii) MADC may, at its sole discretion allow the consumption of any additional FSI, which may be permitted under the provisions of Development Control Regulations of the MIHAN notified area for the time being in force, only on the recovery of such additional lease premium as may be prescribed for the same.

iv) Any modification in the said Development Control Regulations and in particular the Floor Space Index and change of use of the land, shall not be made automatically applicable, but the Developer-, if he so desires, may apply for the application of such modified provision permissible under the Development Control Regulations. MADC may at its sole discretion, apply such modified provision of the said regulation on payment of additional premium and other charges, if any, as may be decided by MADC from time to time.

9.10 Restriction against Transfer of Right under Lease Deed

The Developer shall not transfer wholly or partially the rights, benefits and interest he derives under the agreement to lease/lease, unless:

a) The MADC agrees for such transfer and shall be the consenting party to the instrument to be executed with the Transferee,

b) The Developer pays to MADC the transfer charges at the rate as may be determined by the MADC from time to time,

c) The Transferee shall fulfil all eligibility conditions, prescribed by MADC for allotment of this plot,

d) In the instrument by which the Developer transfers his rights, benefits and interest in respect of the plot, he shall impose upon the person, to whom such rights, benefits and interest are transferred, to perform and observe all the conditions stipulated in the Agreement to Lease

9.11 Fencing during construction


89 | P a g e


The Developer shall fence the plot within a period of two (2) months from the date

of execution of agreement to lease. The Developer shall not encroach upon any

adjoining land, road, pathway or footpath of MADC in any manner whatsoever. Any

such encroachment shall be deemed to be a breach of conditions on which the

offer was accepted.

9.12 Time for Submission of Plans

The Developer shall submit plan of the building (as a part of its Business Plan) to be

erected on the plot, to the Town Planning Officer of MADC, being the Special

Planning Authority for the MIHAN notified area, for its approval within a period of

four (4) months, from the date of execution of the Development Agreement. In

case of delay in submission of plans complete in all respect to the Town Planning

Officer, the Developer shall pay to MADC charges for delay at the rate of INR 5000/-

per month or part thereof for delayed period.

9.13 Time for Completion of Construction


the initial production must start within 18 months (excluding monsoon period)

from the date of agreement to lease, the construction of necessary infrastructure

for the proposed industrial park in accordance with the provisions of the

Development Control Regulations and shall accordingly obtain required certificate

from the Town Planning Officer of MADC.

Here, in this context, “approval” refers to all approvals, permissions, authorisations,

consents and notifications from any Government Instrumentality, regulatory or

departmental authority including, but not limited to the approvals of the Special

Planning Authority for MIHAN, MADC, Secretariat for Industrial Assistance, Reserve

Bank of India and any other regulatory authority, as may be applicable. It clarified

that the timeline of getting such approval by the developer shall not exceed 6

months from the date of issuance of allotment letter/letter of award by MADC.

The Concessionaire shall construct the Project in accordance with the Business

Plan. In the event that the Concessionaire fails to complete the Project within a

period of 90 (ninety) days from the date set forth in the Business Plan, unless such

failure has occurred due to Force Majeure or for reasons attributable to the

Authority, it shall pay Damages to the Authority in a sum calculated at the rate of

0.1% (zero point one per cent) of the amount of Performance Security for delay of

each day until the Project is completed. For the avoidance of doubt, it is agreed

that recovery of Damages under this Clause 9.13 shall be without prejudice to the

rights of the Authority under this Agreement, including the right of Termination

thereof.


90 | P a g e


9.14 Extension of Time for start of Construction

Not applicable

9.15 Time being the essence of the contract

The various time limits prescribed for making payment of the instalments of the

agreed lease premium, for submission of plans to the Town Planning Officer and

completion of construction of building, structure, other work shall be the essence

of the contract.

9.16 Infrastructure Facilities

MADC shall provide the infrastructure facilities like approach roads, water supply,

drainage and sewerage laid up to the boundary of the plot or the out skirts of the

land. All charges towards services and utilities including water, power,

sewage/garbage disposal etc., consumed by the Developer shall be borne by the

Developer.

9.17 Power connection

Power (electricity) connection, consumption deposits and other charges will be

paid directly by the Developer to the Maharashtra State Electricity Distribution

Company Ltd. (MSEDCL) or any other authority supplying power in the said area,

from time to time. The Developer will obtain directly from the above said authority

power connection by completing the formalities as prescribed by them in this

behalf.

9.18 Utility and Infrastructure

The Developer shall not alter the location of sewer, water, power,

telecommunication and other services installed by MADC. The Developer shall

ensure that all existing utilities and associated infrastructure are kept in continuous

satisfactory use while carrying out construction on site and in case of any such

damage to undertake the repair and also to pay for any losses and expenses, that is

incurred by MADC or any authority or any other person, as the case may be.

9.19 Trees

The developer shall at its own expense, before the completion of the construction,

plant non-fruit bearing trees at least in the ratio of one tree per 100 sq.mtr. of the

Demised Land or part thereof within the Demised Land and shall maintain the trees

so planted in good condition throughout the Term.

9.20 Excavation


91 | P a g e


The Developer will not make any excavation upon any part of the land agreed to be

leased or remove any stone, earth or other material except so far as may be in the

opinion of MADC be necessary for the purpose of forming the foundation of the

building and compound walls and executing the work duly authorised. The

Developer shall ensure that the surrounding plots and common areas possessed by

MADC or persons claiming through them are not disturbed in anyway.

9.21 Payment of Rates and Taxes

The Developer shall bear and duly pay and discharge all existing and future taxes,

land revenue, rates, assessment, cess, duties, impost, penalties, and outgoings of

every description from the date of handing and taking over the plot and assets built

thereon in connection with or incidental to the performance of the obligations of

the Developer under the agreement to lease/lease agreement.

9.22 Indemnity

The Developer shall indemnify, defend, save and hold harmless MADC and its

officers, servants, agents and consultants against any and all suits, proceedings,

actions, demands and third party claims for any loss, damage, cost and expense of

whatever kind and nature arising out of any breach by the Developer of any of the

terms and conditions under this Development Agreement shall be responsible to:

a) payment of taxes required to be made by the Developer in respect of the income or other taxes of the Developer’s contractors, sub-contractors, third party, suppliers and representatives; or

b) non-payment of amounts due as a result of materials or services furnished to the Developer or any of its contractors which are payable by the Developer or any of its subsidiaries, affiliates, contractors, sub-contractors, third party, servants or agents; or

c) any claim, suit, proceeding, action, and/or demand has arisen due to a negligent act or omission, or breach of any of its obligations under the provision set here in the Development Agreement and/or breach of its statutory duty on the part of the Developer, its subsidiaries, affiliates, contractors, sub-contractors, third party, servants or agents.

9.23 Prohibited Activities

The plot agreed to be leased and the constructed units on it shall not be allowed to

be used for the following activities:

a) any activity which can cause emission odour, liquid, effluent, dust, smoke, gas, noise, vibration or fire hazard or declared as obnoxious by MADC or by any other statutory or local body/authority.

b) any activities which are prohibited by the Maharashtra Pollution Control Board


92 | P a g e


or any such authority or involves any discharge or emission of hazardous pollutant.

c) any illegal business/activities

d) storage of any prohibited articles or commodities, which could cause damage to the units constructed or neighbouring occupier and shall observe strictly the rules and regulations of the Government and local authorities in that behalf.

e) erect or permit to erect on any part of the site, any stable, sheds or other structures of any description whatsoever for keeping horses, cattle, dogs, poultry or other animals and keep on the site or constructed units, any animals.

f) carry on or allow to be carried on, by any of its employees, agents, contractors or invitees, any unlawful, illegal or immoral activities, which may be considered offensive or a source of any annoyance, inconvenience or nuisance to the area surrounding the plot in the MIHAN notified area,

9.24 Insurance

The Developer shall take necessary insurance of the building or structures

constructed on the plot agreed to be leased at its costs throughout the term of the

lease and keep the same valid for the market value thereof. In the event of

destruction or damage to the building or structures on the plot agreed to leased or

any property appurtenant thereto and, in case of any such eventuality, the

Developer shall, reconstruct or repair the building or structures either from the

insurance proceeds or otherwise.

9.25 Execution of Agreement to Lease

I. Within the period of thirty (30) days from the date of full and final payment of agreed amount of lease premium and other charges, to MADC, the Developer shall execute with MADC the agreement to lease. However, on request of the Developer, MADC may extend the aforesaid time prescribed for the execution of agreement to lease, maximum by hundred and twenty (120) days and on the payment of watch & ward charges at the rate of INR5/- per sq. mtr. per calendar month or part thereof, which is subject to revision by MADC from time to time.

II. Under the agreement to lease, the Developer will get the license and authority to enter upon the plot to fulfil the terms and conditions of the agreement to lease.

III. In case the agreement to lease is not executed within the specified period or extended period as indicated above, the agreement concluded between MADC and Developer shall be liable to be terminated; and in the event of termination of the concluded agreement, the Earnest Money Deposit (EMD), along with 25% of the amount of instalments of the lease premium, if any paid, shall be forfeited without prejudice to the rights of MADC to recover compensation for loss or damage, if any, suffered in consequence of such default by the


93 | P a g e


Developer.

IV. The land PR Card numbers / plot numbers / any other document referencing related to the said plot of land shall be included as annexure to the “Agreement to Lease” at the demarcation of Land.

9.26 Execution of Lease Deed

Soon after the Developer obtains the occupancy certificate for the building,

structure or other work, in accordance with the terms and conditions stipulated in

the Development Agreement, and if the Developer has observed all the stipulations

and the conditions of the agreement to lease, MADC shall grant and the Developer

shall accept a lease of the plot, along with building, structure or other work erected

thereon and the period of lease shall commence from the date of agreement to

lease.

Power of MADC to Terminate Agreement to Lease and revoke License granted

therein, as well as to determine the Lease deed and to Resume the land

i) In case the Developer fails to submit plans to the Town Planning Officer of MADC, to commence and complete the construction in accordance with approved plan and within the period stipulated for the same, fails to proceed with the work with due diligence, fails to observe any of the conditions of the agreement to lease, fail to commence construction, the MADC shall terminate the agreement to lease and shall revoke the licence granted therein, without making refund of any lease premium, additional premium, any other charges paid by the Developer to MADC and also without making any payment to the Developer towards the construction, erection made and carried out by the Developer on the plot. Immediately after the termination of the Agreement to Lease all erections, construction carried out on the plot till such termination, including plants, things upon the plot shall stand ceased.

ii) After grant of lease, if MADC is satisfied that it is beyond the capacity of the developer to use the demised premises for the purpose for which they are leased, the developer fails or neglects to pay the premium or rent or commits a breach of any of conditions of lease, if the developer renounces his character as such by setting up a title in a third person or if the developer is adjudicated as insolvent, the MADC is entitled to determine the lease and re-enter upon the demised premises.

9.27 Payment of Stamp Duty and Registration Charges

The Developer shall bear and pay wholly and exclusively the stamp duty payable

under the Bombay Stamp Act, 1958 (Bom. LX of 1958) and the registration charges

payable under the Registration Act, 1908 (XVI of 1908) on the agreement to

lease/lease deed and any other agreement required to be executed under any law

for the time being in force, to be executed between MADC and the Developer.


94 | P a g e


9.28 Format of Agreement to Lease and Lease Deed

Format of Agreement to Lease/Lease Deed are available for reference and study in

the office of the Marketing Manager, Mumbai. Format of Agreement to

Lease/Lease Deed are also available and can be downloaded from MADC’s website

https://madc.maharashtra.gov.in and https://madcindia.org

9.29 Force Majeure

Force Majeure means any event or circumstance or combination of events and

circumstances including those stated below that wholly or partly prevents or

unavoidably delays an affected party in the performance of its obligations under

this Agreement, but only if and to the extent that such events or circumstances are

not within the reasonable control, directly or indirectly, of the affected party and

could not have been avoided if the affected party had taken reasonable care or

complied with prudent utility practices.

Act of God, including, but not limited to lightning, drought, fire and explosion (to

the extent originating from a source external to the site), earthquake, volcanic

eruption, landslide, flood, cyclone, typhoon, tempest, tornado, mutiny, civil

commutation, riot, terrorist attack, strike (subject to certification by Labour

Commissioner), lock-out (subject to certification by Labour Commissioner),

exceptionally adverse weather conditions which are in excess of the statistical

measures for the last hundred (100) years, any act of war (whether declared or

undeclared), invasion, armed conflict or act of foreign enemy, blockade, embargo;

or any event or circumstance of a nature analogous to any of the above shall be

considered to be Force Majeure events or conditions.

Upon the occurrence of any Force Majeure Event prior to the COD, the Term of this

Agreement shall be extended by a period equal in length to the duration for which

such Force Majeure Event subsists.

10. Confidentiality

Each Party will retain in secrecy and keep strictly confidential all information

including all documents, materials, memoranda, copies, reports, papers, surveys,

data, graphs, charts, analyses, summaries, marketing plans, business plans and all

other information related to the Project and this Agreement and all other

information that it obtains from the other Party pursuant to this Agreement and

not at any time copy or use or disclose to any other person, firm, corporation or

authority such information except as may be first consented to in writing by the

Party supplying the information and restrict the dissemination of such information

https://madcindia.org/


95 | P a g e


to those of its trusted employees, agents and representatives as have a direct need

to know such information and bind each such employee, agent or representative to

keep secret such information as he shall receive hereunder.

11. Dispute Resolution:

Any dispute, difference or controversy of whatever nature howsoever arising under

or out of or in relation to this Agreement (including its interpretation) between the

Parties, and so notified in writing by either Party to the other Party (the “Dispute”)

shall, in the first instance, be attempted to be resolved amicably in accordance with

the conciliation procedure set forth in in this agreement.

12. Conciliation

The Parties agree to use their best efforts for resolving all Disputes arising under or

in respect of this Agreement promptly, equitably and in good faith, and further

agree to provide each other with reasonable access during normal business hours

to all non-privileged records, information and data pertaining to any Dispute.

In the event of any Dispute between the Parties, either Party may call upon a

mediator to mediate and assist the Parties in arriving at an amicable settlement

thereof. Failing mediation by the mediator or without the intervention of the

mediator, either Party may require such Dispute to be referred to Principal

Secretary (or above rank Officer as appointed), Government of Maharashtra and

any director of the Developer for amicable settlement, and upon such reference,

the said persons shall meet no later than 15 (fifteen) days from the date of

reference to discuss and attempt to amicably resolve the Dispute.

If such meeting does not take place within the 15 (fifteen) day period or the

Dispute is not amicably settled within 15 (fifteen) days of the meeting or the

Dispute is not resolved as evidenced by the signing of written terms of settlement

within 45 (forty five) days of the notice in writing referred or such longer period as

may be mutually agreed by the Parties, either Party may refer the Dispute to

arbitration in accordance with the provisions of this agreement.

13. Arbitration

Any Dispute which is not resolved amicably by conciliation, as provided in clause 12

of Development Agreement shall be finally decided by reference to arbitration by

an Arbitral Tribunal appointed in accordance with this agreement. Such arbitration

shall be held in accordance with the Arbitration Rules. The venue of such

arbitration shall be Mumbai, and the language of arbitration proceedings shall be

English. Arbitral Tribunal shall consist of three arbitrators. Each Party shall appoint

one arbitrator, and the third arbitrator shall be appointed by the two arbitrators so


96 | P a g e


appointed and in the event of disagreement between the two arbitrators, the

appointment shall be made in accordance with the provisions of Arbitration and

Conciliation Act, 1996.

The arbitrators shall make a reasoned award (the “Award”). Any Award made in

any arbitration held pursuant to this clause for Arbitration, shall be final and

binding on the Parties as from the date it is made, and the Developer and the

Authority agree and undertake to carry out such Award without delay. The

Developer and the Authority agree that an Award may be enforced against the

Developer and/or the Authority, as the case may be, and their respective assets

wherever situated. This Agreement and the rights and obligations of the Parties

shall remain in full force and effect, pending the Award in any arbitration

proceedings hereunder.

14. Governing Law and Jurisdiction

This Agreement shall be governed by the Laws of India and the rules framed there

under. The parties hereto hereby agree to submit to the jurisdiction of the Courts

situated at Mumbai for the purpose of actions and proceedings arising out of this

Agreement, and the Courts at Mumbai only will have jurisdiction to hear and decide

such actions and proceedings.

15. Modification of the agreement

No amendment, modification or addition to this Agreement shall be effective or

binding on either of the Parties unless set forth in writing and executed by them

through their duly authorised representatives; and subject to obtaining requisite

approval, if any, following such execution.

16. Severability

If for any reason whatsoever, any provision of this Agreement is or becomes invalid,

illegal or unenforceable or is declared by any court of competent jurisdiction or any

other instrumentality to be invalid, illegal or unenforceable, the validity, legality or

enforceability of the remaining provisions shall not be affected in any manner, and

the Parties will negotiate in good faith with a view to agreeing to one or more

provisions which may be substituted for such invalid, unenforceable or illegal

provisions, as nearly as is practicable to such invalid, illegal or unenforceable

provision. Failure to agree upon any such provisions shall not be subject to the

Dispute Resolution Procedure set forth under this Agreement or otherwise.

17. Notices

All notices or other communications to be given or made under this Agreement

shall be in writing, shall either be delivered personally or sent by courier or


97 | P a g e


registered post with an additional copy to be sent by facsimile or e-mail. The

address for service of each Party, its facsimile number and e-mail address are set

out under its name on the signing pages hereto.

A notice shall be effective upon actual receipt thereof, save that where it is

received after 5.30 (five thirty) p.m. on any day, or on a day that is a public holiday,

the notice shall be deemed to be received on the first working day following the

date of actual receipt. Without prejudice to the foregoing, a Party giving or making

a notice or communication by facsimile or e-mail shall promptly deliver a copy

thereof personally, or send it by courier or registered post to the addressee of such

notice or communication. It is hereby agreed and acknowledged that any Party may

by notice change the address to which such notices and communications to it are to

be delivered or mailed. Such change shall be effective when all the Parties have

notice of it.

IN WITNESS WHEREOF, the Parties have caused this Agreement to be executed by and through their duly authorised representatives as of the date written herein.

MADC Developer

By By

Name: Name:

Title Authorised Signatory Title Authorised Signatory