RFP Navi Mumbai

7/23/2019 RFP Navi Mumbai

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Signature of Tenderer Signature of Officer-In-Charge-Page No. 1 -

NAVI MUMBAI MUNICIPAL CORPORATION

C.B.D. BELAPUR, NAVI MUMBAI 400 614.

TENDERACCOUNTS DEPARTMENT

NMMC/ACCOUNTS DEPARTMENT/....................../2015-16

Tender Notice for the work of

Inviting Request for Proposals from Experienced Agencies for Maintainingand Handling Accounts and preparation of Balance Sheets of Navi Mumbai

Municipal Corporation for Financial Years 2013-14 & 2014-15

Tender Price Rs. 500/- (Non Refundable)

EMD Rs.5,000/-

S.

No.NMMC State Vendor Stage Start Date End Date

1 Tender Release

25/09/2015 from

10:00 hours

25/09/2015 from

10 :00 hours

2 Tender Download25/09/2015 from

10:00 hours

03/10/2015 upto

13:00 hours

3 Bid Preparation25/09/2015 from

10:00 hours

03/10/2015 upto

13:00 hours

4

Superhash

Generation & Bid

Lock

03/10/2015 upto

13:01 hours

04/10/2015 upto

15:00 hours

5 Bid Submission04/10 /2015 from

15:01 hours

05/10 /2015 from

15:00 hours

6 Envelope 1 Opening 05 /10 /2015

(If Possible)

05 /10 /2015

(If Possible)

7 Envelope 2 Opening 05 /10 /2015

(If Possible)

05 /10 /2015

(If Possible)

8Presentation of

Technical proposal

05 /10 /2015 from

16:00 hrs

Navi Mumbai Municipal Corporation

Plot No. 1 & 2 Sec.15A, Palm Beach Junction, CBD, Belapur, Navi Mumbai

01


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NAVI MUMBAI MUNICIPAL CORPORATION

Tender Notice No

Date:

To

___________________

___________________

___________________

___________________

Sub: Invitation of Request for Proposal from Experienced Agencies for Maintaining

and Handling Accounts and preparation of Balance Sheets of Navi Mumbai

Municipal Corporation for Financial Years 2013-14 & 2014-15

Sir,

Please find enclosed herewith invites Request for Proposal from Experienced

Agencies for Maintaining and Handling Accounts and preparation of Balance Sheets of Navi

Mumbai Municipal Corporation for Financial Years 2013-14 & 2014-15.

Date of Bid Preparation: 25-09-2015, 10:00 hrs. till 03-10-2015, 13:00 hrs.

Date of Bid submission: 04-10-2015, 15:01 hrs till 05-10-2015, 15:00 hrs..

Thanking you,

Chief Accounts & Finance Officer


Encl: Detailed Tender Notice, Instructions to Tenderers &

Detailed Scope of Work

NMMC/ACCOUNTS DEPARTMENT/01/2015-16

25-09-2015


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Schedule-A

Navi Mumbai Municipal Corporation (NMMC), calls for proposals for appointment of

Experienced Agencies for Maintaining and Handling Accounts and preparation of Balance

Sheets of Navi Mumbai Municipal Corporation for Financial Years 2013-14 & 2014-15

1 Name of Work Maintaining and Handling Accounts and

preparation of Balance Sheets of Navi Mumbai

Municipal Corporation for Financial Years 2013-

14 & 2014-15

2 Persons Responsible Chief Accounts & Finance Officer

3 Qualifying Criteria 1. The Agency should have prior experience is

preparation of Balance Sheets of Municipal

Corporations in Maharashtra as per

Maharashtra Municipal Accounting Code.

2. The agency should have carried out

handholding of ULBs for obtaining General

Credit Rating and should produce MOU with

The Credit Rating Agency should have

experience of carrying out General Credit

Rating of similar size of ULB in MMR.

3. The Agency should be well conversant with

Maharashtra Municipal Accounting Code and

have Carried out the financial due diligence ofULBs under Maharashtra Mahanagarpalica

Act.

4. The Agency should have exposure of

Financial Reforms like Outcome Budget etc.

in assisting ULBs in Maharashtra in

implementing the Municipal Reforms

5. The Agency should have exposure of

formulation of Municipal Budget

6. The Agency should have work experienced ofminimum three year for preparation of

financial statement/assessment of loan taking

capacity

7. Minimum annual average turnover of Rs. 5

Crores in the last three financial years of the

Company

8. Agency should be a profit making company.

9. The Agency should never have been

blacklisted by any Central /State Government /

Public Sector Undertaking, Govt. of India.


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1. The Agency should not be involved in any

major litigation that may have an impact of

affecting or compromising the delivery of

services as required under this this invitation

of empanelment and in the execution of thiscontract.

4 Average Annual financial

turnover during the last 3 years,

ending 31st March of the

previous financial year, should be

Rs. 5 Crores

Previous Financial year (Y-1)

2ndPrevious Financial year (Y-2)

3rdPrevious Financial year (Y-3)

5 Others1) Application format- Annex-1

2) Undertaking Annex-2

3) Affidavit Annex-9

4) EMD Rs.5,000/- shall be deposited through

online gateway by Debit, Credit card of any

bank or by way of net banking in favour of

NMMC

6 Security Deposit

a) Initial Security Deposit 3% of the contract Value

b) Further Security Deposit, to bededucted from bills

2% of the Contract Value.

c) Type of Contract Lumpsum Contract

d) Contract period 3 Years


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Request for Proposals from

Experienced Agencies forMaintaining and Handling Accounts

and preparation of Balance Sheets of

Navi Mumbai Municipal

Corporation for Financial Years2013-14 & 2014-15

September 2015


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CONTENTS

Section

No.

Subject Page No.

1 Letter of Invitation

2 Section-1: Instruction to Bidders

3 Section-2: Scope of work & Terms of Reference

4 Section-3: Schedule of Payment

5 Section-4: General Conditions of Contract

6 Section-5: Special Conditions of Contract

7 Forms / Annexures for submission of proposal

8 Appendix-1: Formats of Technical Proposal

9 Appendix-2: Formats of Financial Proposal

10 Appendix-3: Agreement Form


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SECTION 1: INSTRUCTIONS TO BIDDERS


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Section 1 Instructions to Bidders

The objective of this Request for Proposal from Experienced Agencies for Maintaining

and Handling Accounts and preparation of Balance Sheets of Navi Mumbai Municipal

Corporation for Financial Years 2013-14 & 2014-15

1. With the aforesaid broad objectives, the Navi Mumbai Municipal Corporation invites

Request for Proposal from Experienced Agencies for Maintaining and Handling

Accounts and preparation of Balance Sheets of Navi Mumbai Municipal

Corporation for Financial Years 2013-14 & 2014-15

2. Formats for submission of Expression of Interest and the Terms of Reference (TOR) are

enclosed in Section 2, viz, Scope of Work and Terms of Reference.

3. Submission of Proposal

(a) Proposals will be submitted in two separate envelopes, marked as Envelope 1 and

Envelope 2. The contents of these envelopes will be as under:

1) Envelope 1: Covering letter as per FORM 1 enclosing

(i) Receipt of Payment of Rs. 500/-(Rupees Five Hundred Only) towards the non-

refundable cost of the Tender Document, by Cash /Demand Draft / Pay Order

from the Corporations office.

(ii) Rs. 5,000/-(Rupees Five Thousand Only) EMD in the form of DD/FDR issued

by any Nationalized Bank in India and

(iii)Technical Proposal

2) Envelope-2: "Financial Proposal".

All the 2 envelopes of the proposal shall be placed in one sealed packet. The envelopes

shall be clearly marked with project title followed by Envelope No. and title, viz.,

Tender Document Fee, EMD and Technical Proposal and Financial Proposal, as

applicable for proper identification.


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TENDER NO.

DUE ON:

Envelope No.:

(Do not open before Due Date)

To,

The Chief Accounts & Finance Officer


Navi Mumbai

From: (Name & address of Consultant / Lead Partner)

In addition, all the envelopes including the outer sealed packet must be addressed as below:

(b) Place of Receipt of Tender

The Bid/Tender can be submitted at following place:

The Chief Accounts & Finance Officer


Navi Mumbai

(c) Since the project involves infrastructure project to be planned and executed in short

duration of time, it will be desirable that the consultant have at least one member who

has experience of planning and execution supervision of integrated development of

city infrastructure for an Indian city with population of at least six lacs and association

with a reputed legal firm which has the necessary expertise and experience in dealing

with Agreement for projects on Public Private Partnership basis.

(d) The proposal should be either submitted by a firm individually or in Consortium/Joint

Venture maximum upto three members.

4.Language of Proposals: All information in the Proposals shall be in English. Information

in any other language shall be accompanied by its translation in English. Failure to comply

with this may disqualify the Proposal. In the event of any discrepancy in meaning, the

English Language copy of all documents shall prevail.

5.Local Conditions: It will be imperative on each bidder to fully acquaint themselves of all

local conditions and factors, which may have any effect on the execution of services

covered under this document. It must be understood and agreed that all the factors have

properly been investigated and considered while submitting the proposals. No claim forfinancial adjustment will be entertained by Corporation. Please note that the cost of


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preparing the proposal, presentation and of negotiating the contract including site visits

etc. will not be reimbursable by the Corporation.

6. Price Proposals: The Bidders are required to quote their fees in the format of Appendix 2.

7. Duties and Taxes: All duties, taxes and other levies as applicable on date of submission

of Tender shall be payable by the Bidders (except service tax and related payments as per

Service Tax Rules 2011 or any other tax substituting Service Tax, and value added tax

whichever tax shall be paid extra as applicable on date and shall be over and above the

bid price) in respect of the transaction between the Bidders and their vendors/sub-

suppliers shall be included in the Proposals price and Municipal Corporation will

entertain no claim on this behalf. All taxes, duties and levies (except service tax and value

added tax) in respect of the transaction between Municipal Corporation and Bidders

shall be included in the price quoted. However, any increase in the statutory tax after

submission of bid shall be on Municipal Corporations account and shall be reimbursed

on actual basis wherever there is any increase. Service tax and value added tax is not

included in the bid price quoted by bidder and shall be paid over and above the price

quoted at the rates prevailing on the date of each payment. Any other tax applicable after

submission of tender shall be borne by Corporation.

8.Validity: The proposal shall be kept valid for a period of six months from the stipulated

last date for receipt of proposals as mentioned hereafter.

9. Evaluation of Offers: Proposals received and found responsive will be evaluated byTender Committee of Municipal Corporation. The Bidders should take enough care to

submit all the information sought in this document in the desired formats. The Proposals

are liable to be rejected if information is not provided in the desired formats.

9.1Technical Proposal -The Technical Proposal shall comprise the following and will be

submitted as per formats (wherever indicated and enclosed in Appendix 1):

I. Details of Organization set up State whether proprietorship,

partnership, Private Limited or Public Limited viz-a-viz. Registration Certificate

II. Financial status indicating annual turnover indicating annual average turnover of

minimum Rs. 5 Crores in the last three financial years

III. Balance sheet for the past three years i.e. 2010 11, 2011 12 and 2012 13

IV. List of document fulfilling eligibility criteria

V. Details of similar work on hand at present and value of works with experience

certificate from previous clients in the past 10 years

10. Evaluation:The proposals, in general, shall be evaluated on the following basis:

The eligible participants would be selected on the basis of their credentials, competence andprevious work records.


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Prior to evaluation of Applications, the Authority shall determine whether each Application is

responsive to the requirements of the selection Process as laid down in this document. An

Application shall be considered responsive only if:

a) It is accompanied by demand draft of Rs. 5,000/- (Rupees Five Thousand only) towards

EMD in the form of DD/FDR issued by any Nationalized Bank in India, in favour of

Municipal Commissioner, Navi Mumbai Municipal Corporation payable at Navi

Mumbai;

b) It is accompanied by all details as per the formats in Form 1 & Appendix 1;

c) It is received as per the format in Appendix 2;

d) It is received by the Application Due Date including any extensions thereof

e) It is signed, sealed, bound together in hard cover, and marked

f) It contains all the information and documents (complete in all respects) as requested in

this document;

g) It contains information in formats same as those specified in this document;

h) It contains certificates from concerned authorities for experience under technical

eligibility;

i) It contains certificates from its statutory auditors for experience under financial

eligibility; and

j) It does not contain any condition or qualification

The Corporation reserves the right to reject any Application, which is non-responsive and no

request for alteration, modification, substitution or withdrawal shall be entertained by theCorporation in respect of such Application.

Only those Applicants who pass the responsiveness test against the criteria defined above

shall be considered for evaluation of technical and financial capability.

11. Evaluation Parameters

The Applicants capabilities and competence is proposed to be established through the

following parameters:

a. Technical eligibility; and

b. Financial eligibility


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Technical Eligibility

For the purposes of determining conditions of eligibility and for evaluating the Applications

under this invitation of Expression of Interest, the applicant shall have experience / expertise

as per the following:

1. The Agency should have prior experience is preparation of Balance Sheets of

Municipal Corporations in Maharashtra as per Maharashtra Municipal Accounting

Code.

2. The agency should have carried out handholding of ULBs for obtaining General

Credit Rating and should produce MOU with The Credit Rating Agency should have

experience of carrying out General Credit Rating of similar size of ULB in MMR.

3. The Agency should be well conversant with Maharashtra Municipal Accounting Code

and have Carried out the financial due diligence of ULBs under Maharashtra

Mahanagarpalica Act.

4. The Agency should have exposure of Financial Reforms like Outcome Budget etc. in

assisting ULBs in Maharashtra in implementing the Municipal Reforms

5. The Agency should have exposure of formulation of Municipal Budget

6. The Agency should have work experienced of minimum three year for preparation of

financial statement/assessment of loan taking capacity

Financial Eligibility

1. Minimum annual average turnover of Rs. 5 Crores in the last three financial years of

the Company

2. Agency should be a profit making company.

12. Appointment of Applicants

The Corporation shall review the technical eligibility and financial eligibility as claimed by

the Applicants and as supported by the documentary evidence submitted against each of the

defined parameters. Applicants satisfying the eligibility criteria shall be appointed under the

process described in this document and shall be eligible for appointment.

13.Award of Contract:

Notification on Award of Contract to the Consultant will be made in writing to the qualified

bidder(s) by Municipal Corporation. Successful Applicant will have to execute an

agreement for the related schedules of a project. The selection of consultant will be at the sole

discretion of Municipal Corporation who reserves their rights to accept or reject any or all

the proposals without assigning any reason. Municipal Corporation reserves the right to call

for additional information from the Bidders.


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14. Period of Service

The Contract for developing the double entry system and providing on-site implementation is

for a period of 12 months and providing guidance & support is for 3 years. NMMC at its sole

discretion may extend the contract for periods of 24 months, if required. During extensionperiod the Agency shall be paid as per the original monthly lump sum fees mentioned in the

agreement.

15. Tender document:

Please note that the document inviting Expression of Interest shall not be sent by post,

courier, etc. The proposal shall be submitted in terms of Para 4 of this Section 1. No offer

will be accepted after the last date & time of submission.

16. Fees: Besides Rs 500/- towards cost of Tender documents, the bidder shall also submit

EMD in the form of Demand Draft / Fixed Deposit Receipt (FDR) of amount

Rs. 5,000/- (Rupees Five Thousand Only).

17. The Bidders are requested to go through (i) Instructions to Bidders, (ii) Terms of

Reference, (iii) General Conditions of Contract, (iv) Special Conditions of the Contract

and (v) the List of Various Enclosures/Forms to be submitted by them along with

complete Proposals document and the scope of work under the Consultancy Services to

be offered by them for this Project. The Bidders should fully inform themselves of all the

terms & conditions, scope of work and the local conditions of this project.

18. Checklist for Submission: Check list for submission of offer is given for the guidance

of the bidders. The proposal should be checked with reference to this list before its

submission.

18.1 Envelope 1. Letter of Proposal submission (FORM 1) in on copy along with

1. Cost of TENDER document (non-refundable), by way of cash / Demand Draft of

Rs.500/- as stated earlier vide 3.a).1 of this Section 1,

2. EMD in form of DD/FDR, and

3. Details of Organization set up State whether proprietorship, partnership, Private

Limited or Public Limited viz-a-viz. Registration Certificate

4. Financial status indicating annual turnover indicating annual average turnover of

minimum Rs. 5 Crores in the last three financial years

5. Audited Balance sheet for the past years i.e. 2011 12, 2012 13 and 2013 14

6. List of documents fulfilling eligibility criteria.

7. Details of similar work on hand at present and value of works with experience

certificate from previous clients in the past 10 years


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18.2 Envelope-2 - Financial Proposal

1. Covering letter

2. Summary Price Proposal

19. Conditional Bids will not be accepted and Corporation reserves the rights to modify

/split the work to more than one applicant and accept or reject any or all the proposals at

its sole discretion.

20. Evaluation: The proposals, in general, shall be evaluated on the following basis:

(a)Technical Proposal: The technical strength of the consultant is evaluated after

combining the marks scored as per the Evaluation Criteria (See ANNEXURE 1 of

SECTION 2). The minimum qualifying score in each part would be 70% and overall

minimum qualifying score shall be 80%. The combined score will be treated as marks

achieved under Technical proposal.

(b)Financial Proposal:The Bidders who secure more than or equal to 80% marks in the

technical proposal shall only qualify for consideration of opening of financial

proposal. Financial Proposals of all qualifying Bidders will be opened. The score on

price quote will be calculated in the following manner:

Proposal evaluation: 100 * X/Y

Where

X= Price of lowest responsive BiddersY= Price of any other Bidder

The percentage marks allocated to the lowest responsive Bidders will be 100 and to

any other Bidder, 100*X/Y.

The Bidders will quote their fees at the given format. The Price Proposals is to be

provided in the formats shown in APPENDIX 2. Significant lack of clarity on cost of

any item as called for above could lead to the Proposals being rejected, if it hinders a

uniform evaluation process, even if the Proposals meets all other Bidders andtechnical criteria.

Total score will be worked out by adding the weighted marks on technical and

financial proposals. Weight age to each of the aforementioned proposals would be as

under:

a) Technical Proposal including presentation 80%

b) Financial Proposal 20%

100%

The Bidders scoring highest weighted score will be considered for award of work.


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SECTION 2: SCOPE OF WORK AND TERMS OF REFERENCE


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SECTION 2

SCOPE OF WORK & TERMS OF REFERENCE

The objective of this Request for Proposal from Experienced Agencies providingConsultancy services for development of various projects undertaken by Navi Mumbai

Municipal Corporation

1. BACKGROUND:

NMMC invites detailed Proposal from experienced agencies for providing Consultancy

services for development of sewerage system and other works in Navi Mumbai Municipal

Corporation jurisdiction. The major features are described below in the scope of work.

ROLE OF CONSULTANTS:

The Consultants would be required to provide Consultancy services for development of

sewerage system for Navi Mumbai Municipal Corporation.

2.

BROAD SCOPE OF WORK OF CONSULTANCY SERVICE

The Consultant appointed by the NMMC to act on its behalf to safeguard its interest

during the entire duration of project spread over aforesaid points. The Role and

responsibility of the consultants in aforesaid schedules are briefly enumerated in thefollowing points:

1. Maintenance of Accounts for 2012-13, 2013-14 & 2014-15:

a) Preparation of Annual Accounts of the NMMC for the year 2013-14 & 2014-15

b) Preparation and maintenance of Accounts in the prescribed formats on monthly

basis & ensuring Data Entry and preparation & generation of various accounting

records/reports viz Trial Balance, Balance Sheet, Income & Expenditure and

Receipt & Payment Statements, Cash Flow Statement etc. as per the MMAM for

the purpose of Annual Accounts 2013-14 & 2014-15

c) The Annual Accounts with its statements, Annexure shall be delivered as per our

requirement in Hard and Soft copies form.

d) Preparation of Bank Reconciliation Statement on monthly basis.

e) To assist in preparation of various financial statements/informations as per the

requirement of the GOM & other agencies from time to time viz. Utilization

Certificates, Statements of Expenditure, Balance Sheet, Cash flows etc. for

accounts of the NMMC.

f) Work relating to taxes/duties etc. wherein Statutory Authorities are concerned.


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g) Deployment of trained and competent professionals (full time-atleast 5 nos.) in

the NMMC premises is mandatory during working days of the NMMC for the

entire duration of work for the whole year.

h) Preparation of Ledgers & reconciliation Statements.

i) Maintaining all accounting ledgers, registers and formats as per GOM andMaharashtra Municipal Accounts Rules, as applicable;

j) Maintaining ledgers of other taxes, user charges, fees, etc;

k) Maintaining general provident fund ledgers of employees;

l) Updating fixed asset register on a regular basis after the preparation of the FAR;

m)Assist in the reconciliation of amounts receivables/recoverable (on account of

license fees, interest on deposits, loans and advances etc.) and amounts payable to

supplier, contractors, employees (excluding actuarial valuation of terminal

liabilities) etc. and obtaining confirmation of balances;

n) Assist in reconciling the investments in fixed deposits, shares, etc. and determine

the amount of accrued interest. Obtain balance confirmation from institutions

holding deposits on behalf of the NMMC;

o) Assessment of Capital Work in Progress and contingent liabilities;

p) Identification of pre-paid expenses, outstanding expenses, outstanding income

and any income which is received in advance;

q) Identification of any grant received for specific projects, and the work done till

date; pending balance if any.

r) Provide handholding support and assistance to sustain the new accounting system

including asset accounting and inventory management, and provide necessary on

site professional support in maintaining various books of accounts prescribedunder the MMAM;

s) Assist & train staff in implementing and preparation of budgets (including

outcome budgeting) for FY 2014-15 & FY 2015-16;

t) Cash and funds management so to reduce instances of overdrawing from bank

accounts, resorting to short-term loans, and increase options for short-term fixed

deposits;

u) Receivables and payables management concerning improved collection of dues

and timely payments of contractors/suppliers;

v) To provide the data of NMMC to rating agencies & get the certification done

from rating agencies for ISO & financial ratings etc. In this respect the consultant

has to assist to NMMC to provide requisite data & help to appoint rating agency

& ISO Auditor.

The above description is not exhaustive and only indicative. The Agency shall carry out

any other function which in the opinion of Municipal Corporations essential to achieve

the project objectives


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3. PERIOD OF SERVICES

The Contract for developing the double entry system and providing on-site implementation

is for a period of 12 months and providing guidance & support is for 3 years. NMMC at its

sole discretion may extend the contract for periods of 24 months, if required. Duringextension period the Agency shall be paid as per the original monthly lump sum fees

mentioned in the agreement.

4. NOTICE OF TERMINATION OF CONTRACT

If the Bidder withdraws or does not provide services as per time schedule approved by

Municipal Corporation, Navi Mumbai, or the quality of the deliverables are not up the

international standard as per terms of the contract, the Commissioner, Municipal

Corporation, Navi Mumbai shall be at liberty to terminate this contract by giving 180 days

notice in writing to Bidder clearly stating the reasons of dissatisfaction of the NMMC &

the cure period of 180 days shall be given to the Agency to minimize the dissatisfaction of

the NMMC in the cure period , even after the cure period situation does not improve than

the appointment of Bidder shall, stand cancelled and Security Deposit will be forfeited.

5.

DISPUTES

All disputes and difference arising between Municipal Corporation, Navi Mumbai and the

party in any manner connected with this agreement shall be referred to the Commissioner,

NMMC, whose decision will be final and binding.

6. DATA, SERVICES AND ASSISTANCE TO BE PROVIDED BY THE NMMC

(i). The Agency would be assisted by the NMMC in obtaining relevant information

from various authorities and will extend co-operation on the following areas:

a) Earlier reports, available survey plans, data and information related to the

study

b) Issue of authority/recommendation letters

(ii). NMMC will give decisions on the sketches, drawings, reports and recommendations

and other matters and proposals submitted by the Agency for decision, in a

reasonable time but not later than 15 days as not to hamper the performance of the

Consultancy service.

Apart from above mentioned the inputs NMMCs shall allow to use facilities to

Agencys staff available with NMMC free of cost including office space, electricity,

water, and with climate control devices including available Data. Where possible,

the NMMC shall provide above facilities for use by Agencys during the course of


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their assignment. The NMMC shall provide list of coordination staff to be assigned

to the Agencys before the assignment begins.

7. AGENCYS ORGANIZATIONAL SET UP:

It is mandatory that the Agencys provide adequate numbers of key personnel as given

above and in TOR.

The Municipal Corporation reserves the right to effect minor changes in the sub criteria

depending on nature and scope of each sub-project.

8. PROJECT TEAM REQUIREMENTS:

NMMC expects that the bidder has the required resources for carrying out the work within

the defined time frame. In case the bidder does not possess all these resources in house, it

is suggested that a suitable tie up with reputed service providers in the respective areas

may be entered into with a clear scope split. The team shall be led by a Team Leader and

Task Leaders of various tasks/disciplines. All the key personnels shall be available

throughout the currency of the assignment, as per the project requirements and as mutually

agreed upon. The role of Agency is critical to the successful and timely implementation

of the Project and the bidder, in acknowledgement of this fact, shall endeavor to propose

such a team that is highly proactive, responsive and result-oriented. The team shall be

complete and fully equipped with all skill sets required to carry out this assignment. The

suggested area of expertise / team composition is indicated below for guidance:

i. Team Leader (registered Chartered Accountant)

ii. Municipal Finance Expert (minimum Graduate)

iii. Accounting Expert (minimum Commerce Graduate)


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Annexure 1 of Section 2

EVALUATION CRITERIA

1.

General:1.1 The evaluation of valid proposals received shall be carried out by the Evaluation

Committee (EC) of the Municipal Corporation on the basis of responsiveness to the TOR

and the criteria specified below.

1.2 The proposals received by NMMC in response to TENDER shall be evaluated in three

stages as under:

S. No. Particulars Criteria Remarks

1 Responsiveness Hurdle Includes submission in accordance

with the guidelines in the

Instructions to Bidders

2 Technical Proposal Hurdle.

Minimum points to be

achieved for qualifying

is 80%

Qualifications of the Agency.

Coverage of overall scope of the

assignment, Approach and

Methodology, Manning Schedule,

consistency with the requirements

of project, etc.

3 Financial Proposal Selection by

Qualification and CostBasis (QCBS) method.

Evaluation of Bids for final

selection of Agency shall be onQualification and Cost Basis

(QCBS) in the ratio of 80%

weightage on Technical Evaluation

and 20% weightage on Financial.

See also bid document for

Evaluation Formula.

2. Evaluation Criteria:

2.1The evaluation committee appointed by Municipal Corporation evaluates the

proposals on the basis of their responsiveness to the Terms of Reference, applying the

evaluation criteria, sub criteria and point system specified in 2.2 below. Each

responsive proposal will be evaluated. A proposal will be rejected at the relevant stage

if it does not respond to important aspects of TOR or if it fails to achieve the

minimum prescribed technical score.


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2.2The evaluation of each technical proposal shall be done taking into account the

criteria and sub-criteria given below:

S. No. Particulars Marks

1Minimum annual average turnover in the last three financial years of

the Agency100

a) 5 Cr 50

b) Above 5 Cr but less than 10 Cr. 75

c) 10 Cr and above 100

2Experience of Agency in handholding of ULBs in MMR for obtaining

General Credit Rating

200

a) Equal to 1 nos. 25

b) 2 nos. 50

c) 3 nos. Or more 100

3Experience of Agency in financial projections for fund raising for

ULBs in MMR200

a) 1 ULB 50

b) 2 ULBs 100

c) 3 or more ULBs. 200

Total 500


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SECTION 3: SCHEDULE OF PAYMENTS


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SECTION 3

SCHDULE OF PAYMENT

1.

The Agencys shall quote the price bid in the given formats. The quoted rate shouldinclude all cost like remuneration of experts and supporting staff, out of pocket expenses,

profit, including taxes at the rates applicable on date of submission of tender except VAT

& service tax or any other replacement / substitution of service tax which shall be paid by

the NMMC.

2. Schedule of Payment: The contract charges shall be quoted as per following schedule:

3.

The Agencies shall quote the price bid in the given formats. The quoted rate should

include all cost like remuneration of experts and supporting staff, out of pocket expenses,

profit, including taxes at the rates applicable on date of submission of tender exceptservice tax or any other replacement / substitution of service tax which shall be paid by

the NMMC.

The Agency will be paid a fixed monthly fee for entire duration of the Contract Period.

The Agency shall raise an invoice every month for the services provided and shall submit

the module wise monthly progress report signed by the concerned department head in the

first week of every month during the contract period.

3.1 Payments shall be made within fifteen days on receipt of invoice from the Agency.

3.2 Security deposit of 2% shall be deducted in every bill and which shall be released after

completing task.

3.2.1 If the security deposit is provided by the successful Agency in the form of a

Fixed Deposit Receipt (FDR) / Bank Guarantee, it shall be issued either by a

Nationalized/Scheduled bank of Rs. 1 Lakh Only. This deposit amount of Rs. 1

lakh shall be returned to the Agency as soon as the total amount deducted in

every bill exceeds Rs. 1 Lakh.

3.2.2 The security deposit if furnished in demand draft can, if requested, be converted

to interest bearing securities at the cost of the Agency.

3.2.3 Failure of the successful Agency to comply with the requirements of Sub-Clause

26.1 shall constitute sufficient grounds for cancellation of the award.

3.2.4 Security deposit of the successful Agency shall be returned along with the final

bill of the contracting agency is accepted.


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3.3 Contract for consultancy shall be till commissioning of the scheme which may be

extended as per requirement with mutually agreed terms and conditions.


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SECTION 4: GENERAL CONDITIONS OF CONTRACT


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GENERAL CONDITIONS OF CONTRACT

PART-I

INTERPRETATIONS AND DEFINITIONS

1. Singular and Plural where the context 'so requires, words importing the singular shall

also mean the plural and vice versa.

2. Gender Words imparting the masculine gender shall also include the feminine gender.

3. Definitions

Municipal Corporation or Corporation or NMMC shall mean Navi Mumbai

Municipal Corporation, Navi Mumbai

The 'Commissioner' shall mean the Commissioner of the Municipal Corporation , for

the time being holding that office and also his successor and shall include any officer

authorized by him.

The 'Engineer' shall mean the Engineer of the NMMC or any other officer or officers

of the Municipal Corporation who is authorized by the, NMMC to carry out the

functions of the Engineer.

Engineer's Representative/Engineer-In-Charge/Officer-In-Charge shall mean

Engineer/ Sectional Engineer /Junior Engineer or any other Municipal Corporation

Employee or Employees appointed from time to time by the Engineer to perform the

duties here of and generally to assist the Engineer for the purpose or the contract and

whose, Corporation shall be notified in writing to the Agency by the Engineer

The Contract'shall mean the tender and acceptance thereof and the formal agreement

if any, executed between the Agency, and the Municipal Corporation together with the

documents referred to there in including these conditions and appendices and any

special conditions, specifications, designs, drawings, price schedules, bills of quantities

and schedule of rates etc. All these documents taken together shall be deemed to form

one Contract and shallbe complementary to one another. The order of precedence in

case of discrepancies shall be as under,

1. Contract Agreements

2. The letter of Acceptance

3. Notice inviting Tender &Instructions to Tenderer

4. Special Conditions of Contract

5. The General Conditions of Contract6. Schedule of Rates & Quantities


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7. The Technical specifications

8. The Drawings

9. Schedules & Annexure

The Agency' shall mean the individual firm incorporated or not, undertaking theWorks and shall include legal representatives of such individual or persons composing

such firm or unincorporated company or successors of such firm or company as the

case may be and permitted assigns of such individual or firm or company.

Contract charges'means the amount named in the letter of acceptance

The payment to Agency shall be based on the accepted Tender cost including

escalation, extra items etc. Extension given to the contractor will also be the extension

of Agency till the project completed in all respect.

'Excepted risks'are risks due to riots (otherwise than among Agencys' employees) and

civil commotion (in so far as both these are Uninsurable), war (whether declared or

not), invasion, act of foreign enemies, hostilities, civil war, rebellion, revolution,

insurrection, military or usurped power, any act of government, damage from aircraft,

acts of god, such as earthquake, lightning and unprecedented floods and other causes

over which the Agency has no control and accepted as such by the Engineer, NMMC.

Total project Cost, means Total Cost of project as sanctioned by NMMC including

escalation, contingencies applicable and revised time to time;

Approved Cost, means Total Cost as approved in General Body meeting of

Corporation

Project Period / Duration, means Total time period till the date of completion of

work of the Contractor or any other extension date granted by the Corporation.

The Sitemeans the land and other places, on which the Works or temporary Works

are to be executed and any other lands and places provided by the Municipal

Corporation for working space or any other purpose as may be specifically designated

in the contract as forming part of the site.

Urgent Worksshall mean any measures which in the opinion of the Engineer become

necessary during the progress or the Work to obviate any risk of accident or failure or

which become necessary for security.

The Works shall mean the tasks to be executed in accordance with the contract or

part(s) there of as the case may be and shall include all extra or additional, altered or

substituted Works as required for performance of the contract.


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Temporary Worksshall mean all temporary tasks of every kind required in or about

execution, completion or maintenance of the Work.

Drawing shall mean the drawings referred to in the specification and any

modification of such drawings approved in writing by the Engineer and such drawingsas may from time to time be furnished or approved in writing by the Engineer

Approved shall mean approved in writing including subsequent confirmation of

previous verbal approval and "Approval" shall mean approval in writing including as

aforesaid.

Specification means the specification referred to in the tender and any modification

there of or addition or deduction there to as may be the case, from time to time be

furnished or approved in Writing by the Engineer.

Tender means the Agency's priced offer to the Municipal Corporation for the

execution and completion of the Works and the remedying of any defects there in

accordance with the provision of the Contract, as accepted by the Letter of Acceptance.

Letter of Acceptancemeans the formal acceptance by the Municipal Corporation .

Commencement Datemeans the date upon which the Agency receives the notice to

commence the work issued by the Engineer pursuant to Clause 80.

Time for Completionmeans the time for completing the execution of and passing the

Tests on Completion of the Works or any Section or part there of as stated in the

Contract (or as extended under Clause 83 calculated from the Commencement Date.

The 'Annexure' referred to in these conditions shall means the relevant annexure

appended to the tender papers issued by the Municipal Corporation .


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PART II

INSTRUCTIONS TO CONSULTANTS / AGENCIES

4. Scope of Work: -

The Work to be carried out under the Contract shall, except as otherwise provided

in these conditions, include all labour, materials, tools, plant, equipment and

transport which may be required in preparation of and for and in the full and entire

Execution and completion of the Works. The descriptions given in the schedule of

Works /items / quantities and the Bills of Quantities shall unless otherwise stated

be held to include waste on materials, carriage and cartage carrying in return of

empties, Hoisting, setting, fitting and fixing in position and all other labour

necessary in and for the full and entire execution and completion as aforesaid in

accordance with good practice and recognized principles. Detailed scope of work

would be enumerated in detail along with letter of award of work.

5. Corrupt or Fraudulent Practices: -

The Municipal Corporation requires that the bidders/suppliers/ Consultants under

this tender observe the highest standards of ethics during the procurement and

execution of such contracts. In pursuance of this policy, the Municipal Corporation

defines for the purpose of this provision, the terms set forth as follows:

a) Corrupt practice means the offering, giving, receiving or soliciting of anything of

value to influence the action of the public official in the procurement process or in

contract execution, and

b) "Fraudulent practice"means a misrepresentation of facts in order to influence a

procurement process or a execution of a contract to the detriment of the

Municipal Corporation , and includes collusive practice among bidders (prior to

or after bid submission) designed to establish bid prices at artificial non-

competitive levels and to deprive the Municipal Corporation of the benefits of

the free and open competition.

The Municipal Corporation will reject a proposal for award if it determines that

the Bidder recommended for award has engaged in corrupt or fraudulent

practices in competing for the contract in question, The Municipal Corporation

will a firm in eligible, either indefinitely or for a stated period of time to be

awarded a contract if it at any time determines that the firm has engaged in

Corrupt and fraudulent practices in competing for, or in executing, a contract.


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6. Intimation to Successful Tenderers: -

The acceptance of tender may be communicated to the Successful Tenderer inwriting or otherwise either by the tender opening authority or any authority in the

Municipal Corporation.

7. Issue of Work Order: -

Work Order will be issued after execution of contract document.

8.Contract Documents: -

The Agency shall be furnished, free of charge, two certified true copies of the

contract documents.

9. Details to be Confidential: -

The Agency shall treat the details of the Contract as private and confidential; save in

so far as may be necessary for the purposes thereof and shall not publish or disclose

the same or any particulars thereof in any trade or technical paper or elsewhere

without the previous consent in writing of the Engineer. If any dispute arises as to

the necessity of any publication or disclosure for the purpose of the contract the sameshall be referred to the Municipal Corporation whose decision shall be final.

10.Official Secrecy: -

The Agency shall, whenever required, take necessary steps to ensure that all persons

employed on any Work in connection with this Contract have noticed that the India

official Secrets Act 1923 (XIX of 1923) applies to them and shall continue to apply

even after execution of such Work under the Contract.

11.Assignment: -

The Agency shall not assign transfer or attempt to assign. Transfer the Contract or

any part thereof or any benefit or interest therein or there under otherwise than by a

charge in favour of the Agency's bankers of any Money due or to become due under

this contract, without the prior written Approval of the Commissioner, NMMC.


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12.Sub-Letting: -

The Agency shall not sub-let or attempt to sub-let the whole of the Works. Exceptwhere otherwise provided by the Contract, the Agency can sub-let some part of the

Works to specialized sub consultants with the prior written approval of the Engineer,

which shall not be unreasonably with held and such approval, if given, shall not

relieve the Agency from any liability or obligation under defaults and neglects of any

sub-Agency, his agents, servants or Workmen as fully as if they were the acts,

defaults or neglects of the Agency, his agents, servants or Workmen Provided always

that the engagement of labour on a . The Agency shall be responsible for observance

by his sub-Consultants of the foregoing provisions.

13.Changes in Constitution: -

Where the Agency is a partnership firm, the prior approval in writing of the

Commissioner, NMMC shall be obtained before any change is made in the

constitution of the firm.

14.Power of Attorney: -

The Agency may at his discretion issue power of attorney in favour of his bankers

for routine payments to the Consultants through Bank.

15.Consultants Staff: -

The Consultant shall employ in and about the execution of Works only such persons

as are skilled and are experienced in their respective skills and the Engineer shall be

at liberty to object to and require the Consultant to remove from the Works any

person, employed by the Consultant in or about the execution of the Works, who in

the opinion of the Engineer misconducts himself or is incompetent or negligent in the

proper performance of his duties and such person shall not be again employed upon

the Works without permission of the Engineer.

16.Personnel: -

The Consultant shall employ the key personnel named in the schedule of key

personnel or other personnel approved by the Engineer to carry out the functions.

The Engineer will approve any proposed replacement of key personnel only if their

qualifications, abilities and relevant experience are substantially equal toor better

than those of the personnel listed in the schedule.


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17.Facilities to the Other Consultants: -

The Consultant shall, in accordance with the requirements of the Engineer, afford all

reasonable facilities to other Consultants engaged contemporaneously on separate

Contracts In connection with the Works and for departmental labour and labour ofany other properly organization authority or statutory body which may be employed

at the Site on execution of any Work not included in the Contract or of any Contract

which the Municipal Corporation may enter into in connection with or ancillary to

the Works.

18.Patent' Right and Royalties: -

The Consultant shall save harmless and indemnify the Municipal Corporation from

and against all claims and proceedings for or on account of infringement of any

Patent rights, design trademark or name of other protected rights in respect of any

constructional plant, machine Work, or material used for or in connection with the

Works or any of them and from and against all claims, proceedings. Damages, costs,

charges and expenses whatsoever in respect thereof or in relation thereto.

19.Notices to Local Bodies: -

The Consultant shall comply with and give all notices required under any

Government Authority, Instrument, rule or Order made under any Act of parliament,

state laws or any regulation or Bye-laws of any local authorities or public utilitiesconcern relating to Works. He shall before making any variation from the contract

drawings necessitated by such compliance give to the Engineer a notice giving

reasons for the proposed variation and obtained Engineer's instructions thereon.

20.Notices: -

Subject as otherwise provided in this contract all notice to be given on behalf of the

Municipal Corporation and all other actions to be taken on its behalf may be given or

taken by the Engineer or any officer for the time being entrusted with the functions,

duties and powers of the Engineer. All instructions, notices and communications etc.

under the contract shall be given in writing in English language only and if sent by

registered post to the last known place or abode or business of the Consultant shall

be deemed to have been served on the date when in the ordinary course of post these

would have been served on or delivered to him.

21.Use of B.I.S. Specifications: -

In case where no particular specification is given for any article to be used under the

contract, the relevant specification, where one B.I.S. exists, of the Bureau of IndianStandards shall apply.


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PART III

TIME SCHEDULE AND DELAYS

22.Commencement Time: -

The time allowed for projects as specified in the contract documents shall be the

essence of the contract. The execution of the Works shall commence from the date

specified by the Engineer in writing."If the Consultant fails or neglects to commence

the execution of the Works as aforesaid, the Municipal Corporation shall without

prejudice to any other right or remedy be at liberty to forfeit the security deposit

absolutely.

23.Extension of Time due to unforeseen events: -

If the work be delayed by -(a) Force measure such as acts of God, act of public

enemy, act of government, floods, epidemics etc. or (b) Abnormally bad weather, or

I Serious loss or damage by fire, or (d) Civil commotion, local combination of

workmen, strike or lockout affecting any of the trades employed on the work, or (e)

Delay on the part of other Consultant or tradesmen engaged by the Municipal

Corporation in executing works not forming part of the contract or (f) delay due to

decision by Municipal Corporation or any other body (g) due to Corporator or

Contractor or any other reason which is not attributed to Consultant (h) The reasonsstated In condition No 26 and 27.(i) Any other cause, in the absolute discretion of the

Engineer. Then upon the happening of any such event causing delay, the Consultant

shall immediately give notice thereof in writing to the Engineer but shall

nevertheless use constantly his best endeavors to prevent or make good the delay and

shall do all that may be reasonable required to the satisfaction of the Engineer to

proceed with the work. Request for extension of time, to be eligible for consideration

shall be made by the Consultant in writing within 14 (fourteen) days of the

happening of the event causing delay. The Consultant may also, if practicable

indicate in such a request the period for which extension is desired. In any such case,

the engineer may give a fair reasonable extension of time for completion of

individual items or groups of items of work for which separate periods of completion

are specified in the contract or the contact as whole periods of completion are

specified in the contract or the contact as whole. The decision of the Engineer in

regard to the extension will be communicated to the Consultant in writing within a

reasonable time and the Consultant shall also be paid such compensation that in the

opinion of the Engineer is fair and reasonable to cover The decision of the Engineer

in regard to the extension will be communicated to the Consultant in writing within a

reasonable time.


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24.Rate of Progress: -

If for any reason, which does not entitle the Consultant to an extension of time, the

rate of progress of the Works or any Section is at any time, in the opinion of the

Engineer, too slow to comply with the Time for Completion, the Engineer shall sonotify the Consultant who shall there upon take such steps as are necessary, subject

to the consent of the Engineer, to expedite progress so as to comply with the time for

Completion. The Consultant considers that it is necessary to do any Work at night or

on locally recognized days of rest, he shall be entitled to seek the consent of the

Engineer so to do. Provided that if any steps, taken by the Consultant in meeting his

obligations under this Clause, involve the Municipal Corporation in additional

supervision costs, such costs shall be determined by the Engineer and shall be

recoverable from the Consultant and may be deducted by the Municipal Corporation

from any monies due or to become due to the Consultant and the Engineer shall

notify the Consultants accordingly.

25.Suspension of Work: -

(a)The Consultant shall, on receipt of the order in writing of the Engineer, suspend the

progress of the Works or any part thereof for such time and in such manner as the

Engineer may consider necessary for any of the following reasons:

(i) On account of continued non-compliance of the instructions of the

Engineer or any other default on the part of the Consultant, or

(ii) For proper execution of the Works or part thereof for reasons other than the

default of the Consultant, or

(iii) For safety of the Works or part thereof. The Consultant shall, during such

suspension, properly protect and secure the Works to the extent necessary

and carry out the instructions given in that behalf by the Engineer.

(b) If the suspension is ordered for reasons (ii) and (iii) in sub-para (a) above, the

Consultant shall be entitled to an extension of time equal to the period of every such

suspension plus a reasonable time as decided by the Engineer. If the suspension is

ordered for reasons of (i) in sub-para (a) above, the Engineer shall have powers to

suspend the payment under the contract. Such suspension of payment may be

continued until default shall have been rectified.


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PART - IV

BILLS AND PAYMENTS

26. Payments of Bills and Other Claims: -

a) The payment of bills and other claims arising out of the contract will be made by

RTGS or by bank cheque. The fees to be paid to the consultant shall be paid on the

applicable project cost including escalation as sanctioned by NMMC form time to

time inclusive of all prevailing taxes and statutory taxes except service tax which

shall be paid at the rates applicable on the date of payment. The consultant shall

submit the monthly invoices for Schedule for work supervision to the Municipal

Corporation. The Fees shall be paid on monthly basis Equated over the

construction period as stipulated in execution tender.

PART-V

TERMINATION OF CONTRACT AND SETTLEMENT OF DISPUTES

27.Jurisdiction: -

27.1In case of any claim, dispute or difference arising in respect of a contract, the cause of

action thereof shall be deemed to have arisen in NMMC and all legal proceedings in

respect of any such claim, dispute or difference shall be instituted in a competent courtin the City of Navi Mumbai only.

28.. Laws Governing The Contract: -

28.1This contract shall be governed by the Indian Laws for the time being in force.

Annexure VI

PRICE VARIATION CLAUSE

If during the operative period of the contract as defined in condition (1) below, there shall be

any variation in the consumer Price Index (New Series) for industrial workers for Navi

Mumbai / Maharashtra Centre as per the labour Gazette published by the commissioner of

labour, Govt. of Maharashtra and or in the wholesale Price Index for all commodities

prepared by the office of economic Adviser, Ministry of industry, Government of India, or

the prices of petrol/oil and lubricants and major construction materials like bitumen, cement,

steel, various types metal pipes etc, then subject to the other conditions mentioned below,

price adjustment on amount of :


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Man Power Component

Material Component

Petrol, Oil, Lubricant components,

Apart from these, no other adjustments shall be made to the contract price for any reasonswhatsoever. Component percentage as given below are as of the total cost of work put to

tender. Total of Man Power, Material & POL Components shall be 100 and other components

shall be as per actual.

Man Power Component - K1 : 80%

Material Component - K2 : 5%

POL Component - K3 : 15%

1) FORMULA FOR MAN POWER COMPONENT:

V1 = [ P ] x [ K1/100 x (L1 Lo)/Lo]

Where

V1 = Amount of price variation in Rupees to be allowed for Man Power component

P = Cost of work done during the period under consideration calculated at the

basic rates as mentioned below utilized during the quarter under consideration.

K1 = Percentage of Man Power component as indicated above.

Lo = Basic Consumer Price Index for Maharashtra Centre shall be average

consumer price index for the quarter preceding the month in which the lastdate prescribed of tender falls.

L1 = Average Consumer Price Index for Maharashtra Centre for the quarter under

consideration.

2) FORMULA FOR MATERIAL COMPONENT:

V2 = [ P ] X [k2/100 x (M1 Mo)/Mo]

Where

V2 = Amount of price variation in Rupees to be allowed for materials component.

P = Same as worked out for Man Power component.

K2 = Percentage of Material Component as indicated above.

Mo = Basic wholesale Price Index shall be average wholesale price index for the

quarter preceding the month in which to the last date prescribed for the receipt

of tender falls.

M1 = Average wholesale Price Index during the quarter under consideration.

3)

FORMULA FOR POL (Petrol Oil Lubricant) COMPONENT:

V2 = [P] X [k3/100 x (P1 Po)/Po]


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Where

V3 = Amount of price variation in Rupees to be allowed for POL component.

P = Same as worked out for Man Power component.

K3 = Percentage of POL as indicated above.Po = Average Price of H.S.D. at Navi Mumbai / Maharashtra during the quarter

preceding the month in which the last date prescribed for receipt of tender

falls.

P1 = Average price of HSD at Navi Mumbai / Maharashtra during the quarter under

consideration.

The following conditions shall prevail:

1) The Operative Period of the contract shall mean the period commencing from the date of

issue of the Tender Notice for this work to the Consultant and ending on the date which

the time allowed for the completion of the work specified in the contract or the actual date

of completion, whichever is later taking into consideration the extension of time, if any,

for completion of the work granted by Officer-In-Charge under the relevant clause of this

condition of contract in cases other than those where such extension is necessitated on

account of default of the contractor.

2) To the extent that full compensation for any rise or fall in costs to the Consultant is not

entirely covered by the provision of this or other clauses in the contract, the unit rate and

prices included in the contract shall be deemed to include amounts to cover thecontingency of such other actual rise or fall in costs .


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SECTION 5: SPECIAL CONDITIONS OF CONTRACT


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SECTION 5

SPECIAL CONDITIONS OF CONTRACT

Note: In case of any conflict between the Special Conditions of Contract incorporatedin this section with General Condition of Contract given in Section 4, the former

shall prevail over the latter.

1.0 General provision

1.1 Definitions

In addition to the definitions given in GCC, unless the context otherwise requires the

following terms whenever used in this contract have the following meanings

(a) Applicable law means the law and any other instruments having the force of

law in India, as they may be issued and in force from time to time;

(b) Consultant means a sole bidder

(c) GC means general conditions of contract of Municipal Corporation, Navi

Mumbai ;

(d) SC means the special conditions of contract by which these generalconditions of contract may be amended or supplemented;

(e) Government means the Government of India;

(f) "State Government" means the State Government of Maharashtra

(g) Municipal Corporation means Municipal Corporation, Navi Mumbai

(h) Local Currency means Indian Rupees;

(i) Personnel means persons hired by the consultant or by any sub consultant as

employee and assigned to the performance the services or any part thereof;

Local Personnel means such persons who at the time of being so hired had

their domicile inside India and Key Personnel mean the personnel referred to

in clause SC 4.2(a);

(j) Party means the Municipal Corporation or the consultant, as the case may

be and parties means both of them;


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(k) "Project Cost" ,means Total Cost of project as sanctioned by NMMC

including escalation, contingencies applicable from time to time;

(l) Services means the work to be performed by the consultants pursuant to this

contract for the purposes of the project, as described in Terms of referencehereto;

(m) Sub consultants means any entity to which the consultants sub contract any

part of the services in accordance with the provisions of Clause SC 3.7;

(n) Third Party means any person or entity other than the Central Government,

State Government, Municipal Corporation, Consultant or a Sub-Consultant;

(o) "Municipal Corporation, means -"Municipal Corporation, Navi Mumbai";

represented by the Chief officer and shall include any official authorized by

him;

(p) Technical Proposal means the technical proposal submitted by the

consultant and accepted by the Municipal Corporation;

1.2

Relations between the parties

Nothing contained herein shall be construed as establishing a relation of

master and servant or of agent and principal as between the MunicipalCorporation and the consultants. The consultants, subject to this contract, have

complete charge of Personnel performing the services and shall be fully

responsible for the services performed by them or on their behalf hereunder.

1.3 Language

This contract has been executed in English, which shall be binding and

controlling language for all matters relating to or interpretation of this contract

1.4 Headings

The headings shall not limit, alter or affect the meaning of this contract.

1.5 Notices

1.5.1 Any notice, request or consent required or permitted to be given or made

pursuant to this contract shall be in writing. Any such notice, request or

consent shall be deemed to have been given or made when delivered in

person to an authorized representative of the party to whom thecommunication is addressed, or when sent by registered mail, telex,


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telegram or facsimile to such party at the address specified in the SC.

1.5.2 Notice will be deemed to be effective as specified in the SC.

1.5.3

A party may change its address for notice hereunder by giving the otherparty notice of such change pursuant to the provisions listed in the SC with

respect to clause 1.5.2 above

1.6 Location

The Services shall be performed at such locations as approved by the

Municipal Corporation hereto and, where the location of a particular task is

not so specified, at such locations, whether in India or elsewhere, as the

Municipal Corporation may approve.

1.7. Authority of Member in charge

The member hereby authorize the entity specified in the SC to act on their

behalf in exercising all the consultants rights and obligations towards the

Municipal Corporation under this contract, including without limitation the

receiving of instructions and payments from the Municipal Corporation .

1.8. Authorized Representatives

Any action required or permitted to be taken, and document required or

permitted to be executed, under this contract by the Municipal Corporation or

the consultants may be taken or executed by the officials specified in the SC.

2.0 COMMENCEMENT, COMPLETION, MODIFICATION AND TERMINATION

OF CONTRACT

1.1Effectiveness of Contract

This contract shall come into force and effect on the date (the Effective Date") of the

Municipal Corporations notice to the consultants instructing the consultants to begin

carrying out the services. This notice shall confirm that the effectiveness conditions

that, if any, listed in the SC have been met.

1.2Termination of contract for Failure to become Effective

If this contract has not become effective within such time period after the date of the

contract signed by the parties as shall be specified in the SC, either party may, by not

less than four (4) weekswritten notice to the other party, declare this contract to benull and void and in the event of such a declaration by either party neither party shall


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have any claim against the other party with respect hereto.

1.3Commencement of services

The consultant shall begin carrying out the services at the end of such time periodafter the effective date as shall be specified in the SC.

1.4Expiration of contract

Unless terminated earlier pursuant to clause SC 2.9hereof, this contract shall expire

when services have been completed and all payments have been made at the end of

such time period after the effective date as shall be specified in the SC.

1.5Entire Agreement

This contract contains all covenants, stipulations and provisions agreed by the parties.

No agent or representative of either party has authority to make, and the parties shall

not be bound by or be liable for, any statement representation, promise or agreement

not set forth herein.

1.6

Modification

Modification of the terms and conditions of this contract, including any modification

of the scope of the services, may only be made by written agreement between theparties, however each party shall give due consideration to any proposals for

modification made by the other party.

1.7Force Majeure

1.7.1 Definition

(a) For the purposes of this contract, Force Majeure means an event which is

beyond the reasonable control of a party and which makes parties performance

of its obligations hereunder impossible or so impractical as reasonably to be

considered impossible in the circumstances, and includes, but is not limited to,

war, riots, civil disorder, earthquake, fire explosion, storm, flood or other

adverse weather conditions, strikes, lockouts or other industrial action (except

where such strikes, lockouts or other industrial action are within the power of

the party invoking Force Majeure to prevent), confiscation or any other action

by government agencies. and which makes a partys performance of its

obligations under the contract impossible or so impractical as to be considered

impossible under the circumstances.


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(b) Force Majeure shall not include (i) any event which is caused by the negligence

or intentional action of a party or such partys sub consultants or agents or

employees, nor (ii) any event which a diligent party could reasonably have been

expected to both [A] take into account at the time of the conclusion of this

contract and [B] avoid or overcome in the carrying out its obligations hereunder.

(c) Force Majeure shall not include insufficiency of funds or failure to make any

payment required hereunder.

(d) No Breach of Contract

The failure of a party to fulfill any of its obligations under the contract shall not be

considered to be a breach of, or default under this contract on so far as such inability

arises from an event of force Majeure, provided that the party affected by such an

event (a) has taken all reasonable precautions, due care and reasonable alternativemeasures on order to carry out the terms and conditions of this Contract, and (b) has

informed the other Party as soon as possible about the occurrence of such an event.

Indirect Political Force Majeure Events: For purposes of Clause 27.1, Indirect

Political Event shall mean one or more of the following acts or events:

(i) an act of war (whether declared or undeclared), invasion, armed conflict or act

of foreign enemy, blockade, embargo, riot, insurrection, terrorist or military

action, which prevents collection of Fees by the Concessionaire for a period

exceeding a continuous period of 7 (seven) days in an Accounting Year.(ii)Industry wide or state wide or India wide strikes or industrial action which

prevent collection of Fares by the Concessionaire for a period exceeding a

continuous period of 7 (seven) days in an Accounting Year.

(iii)Loss of or serious accidental damage to the Project Area.

(iv)Epidemic.

(v)Sabotage, terrorism or the threat of such acts.

a)

Political Force Majeure Events

Political Force Majeure Event shall mean one or more of the following acts or events:

I. Change in Law;

II. Unlawful or un-authorized or without jurisdiction revocation of, or any

political motivated reasons or or refusal to renew or grant without valid cause

any consent or approval required by the consultant to perform their respective

obligations under the Agreements, provided that such delay, modification,

denial, refusal or revocation did not result from the Consultants inability or

failure to comply with any condition relating to work.

III. GOI or GOM or any Governmental Agency has by an act of commission or

omission created circumstances that have a Material Adverse Effect on theperformance of its obligations by the consultant.


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Where the Force Majeure Event is a Political Force Majeure Event, corporation shall

have to bear cost of such event by paying remuneration due for complete project or

projects for which consultant had performed their respective obligations. Upon

Termination by NMMC on account of the Event of Political Force Majeure Events,

the Consultant shall be entitled to receive from NMMC by way of TerminationPayment being a sum which is aggregate of the fair value of the contract sum and

discounted future cash flow as certified by the Statutory Auditors of the consultant.

1.7.2 No Breach of Contract

The failure of a party to fulfill any outfits obligations hereunder shall not be

considered to be a breach of, or default under, this contract insofar as such inability

arises from an event of Force Majeure, provided that the party affected by such an

event has taken all reasonable precautions, due care and reasonable alternative

measures, all with the objective of carrying out the terms and conditions of this

contract.

1.7.3 Measures to be taken

(a) A party affected by an event of Force Majeure shall take all reasonable measures

to remove such partys inability to fulfill its obligations hereunder with

minimum of delay.

(b) A party affected by an event of Force Majeure shall notify the other party ofsuch event as soon as possible and in any event not later than fourteen (14) days

following the occurrence of such event providing evidence of the nature and

cause of such event and shall similarly give notice of the restoration of normal

conditions as soon possible.

(c) The parties shall take all reasonable measures to minimize the consequences of

any event of Force Majeure.

1.7.4 Extension of Time

Any period which a party shall pursuant to this contract complete any action or task

shall be extended for a period equal to the time during which such party was unable to

perform such action as a result of Force Majeure.

1.7.5 Consultation

Not later than thirty (30) days after the Consultants, as the result of an event of

Force Majeure, have become unable to perform a material portion of the services, the

parties shall consult with each other with a view to agreeing on appropriate measuresto be taken in the circumstances.


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1.8Suspension

The Municipal Corporation may by written notice of suspension to the consultants,

suspend all payments to the consultants hereunder if the consultants fail to perform

any of their obligations under this contract, including the carrying out of the servicesprovided that such notice of suspension (i) shall specify the nature of the failure and

(ii) request the consultant to remedy such failure within the period not exceeding

thirty (30) daysafter giving the consultants of such notice of suspension.

1.9Termination

2.9.1 by the Municipal Corporation

The Municipal Corporation may by not less than thirty (30) dayswritten notice of

termination to the consultants (except in the event listed in paragraph (f) below, for

which there shall be a written notice of not less than forty five (45) days, such notice

to be given after the occurrence of the events specified in the paragraph (a) through (f)

of this clause SC 2.9.1terminate this contract.

(a) If the consultants fail to remedy in the performance of their obligations

hereunder, as specified in a notice of suspension pursuant to clause GC 2.8

herein above , within thirty (30) dayof receipt of such notice of suspension or

within such further period as the Municipal Corporation may have

subsequently approved in writing;

(b) If the consultants become ( or , if the consultants consist of more than one

entity , if any of their members become) insolvent or bankrupt or enter into

any agreements with their creditors for relief of debt or take advantage of any

law for the benefit of debtors or go into liquidation or receivership whether

compulsory or voluntary;

(c) If the consultants fail to comply with any final decision reached as a result of

arbitration proceedings pursuant to clause SC 8hereof ;

(d) If the consultants submit to the Municipal Corporation a statement which has

a material effect on the rights , obligations or interests of the Municipal

Corporation and which the consultants know to be false;

(e) If as the result of Force Majeure, the consultants are unable to perform a

material portion of the services for a period of not less than thirty (30) days;

or

(f) If the Municipal Corporation, in its sole discretion and for any reasonwhatsoever, decides to terminate this contract.


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2.9.2 By the Consultants

The consultants may, by not less than thirty (30) days written notice to the

Municipal Corporation , such notice to be given after the occurrence of any of the

events specified in paragraphs (a) through (d) of this clause SC 2.9.2, terminate thiscontract.

(a) if the Municipal Corporation fails to pay any money due to the consultants

pursuant to this contract and not subject to dispute pursuant to clause 8 hereof

within 180(One Hundred eighty Days)after receiving written notice from the

consultants that such payment is overdue;

(b)if the Municipal Corporation is in material breach of its obligations pursuant to

this contract and has not remedied the same within180(One Hundred eighty

Days)( or such longer period as the consultant may have subsequently agreed in

writing ) following the receipt by the NMMC or the Consultants notice

specifying such breach;

(c) if, as the result of Force Majeure, the consultants are unable to perform a material

portion of the services for a period of 180(One Hundred eighty Days)

or

(d)If the Municipal Corporation fails to comply with any final decision reached asa result of arbitration pursuant to clause SC 8hereof.

2.9.3 Cessation of Rights and Obligation:

Upon termination of this Contract pursuant to Clauses SC2.2 or 2.9hereof, or upon

expiration of this Contract to Clause SC2.4hereof, all rights and obligations of the

Parties hereunder shall cease, except:

(i) Such rights and obligations as may have accrued on the date of termination or

expiration;

(ii)The obligation of confidentially set forth in Clause SC3.3hereof;

(iii)Any right which a Party may have under the Applicable Law.

2.9.4 Cessation of Services

Upon termination of this Contract by notice of either Party to the other pursuant to

Clauses 2.9.1 or 2.9.2 hereof, the Consultants shall, immediately upon dispatch or

receipt of such notice, take all necessary steps to bring the Services to a close in a

prompt and orderly manner and shall make every reasonable effort to keepexpenditures for this purpose to a minimum. With respect to documents prepared by


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the Consultants and equipment and materials furnished by the Municipal

Corporation, the Consultants shall proceed as provided, respectively, by Clauses SC

3.9 or 3.10hereof.

2.9.5 Payment upon Termination

Upon termination of this Contract pursuant to Clauses SC 2.9.1 or 2.9.2 hereof, the

Municipal Corporation shall make the following payments to the Consultants (after

offsetting against these payments any amount that may be due from the Consultant to

the Municipal Corporation):

a) Payment for Services performed prior to the effective date of termination;

b) In the case of termination NMMC shall reimbursement of any cost claimed

incident to the prompt and orderly termination of the Contract for work done up to

the date of such termination. The Consultant shall be entitled to \receive payment

in respect of amount due and payable for all works performed up to the date of

termination, if termination is for reasons not attributable to the Consultant.

c) In the case of termination NMMC on account of Political Force Majeure Event

shall reimbursement of any cost claimed incident to the prompt , and future

discounted cash flows of future revenue and orderly termination of the Contract

for work done up to the date of such termination. The Consultant shall be entitled

to receive payment in respect of amount due and payable for all works performedup to the date of termination, if termination is for reasons not attributable to the

Consultant.

The Consultant shall be responsible for the correctness of the information, data, reports,

documents, findings, etc. submitted by him.

2.9.6 Disputes about Events of Termination

If either Party disputes whether as event specified in paragraphs (a) through (e) of

Clause SC 2.9.1 or in Clause SC 2.9.2hereof has occurred, such party may, within

45 days after receipt of notice of terminationfrom the other Party, refer the matter

to arbitration pursuant to Clause SC 8 hereof, and this Contract shall not be

terminated on account of such event except in accordance with the terms of any

resulting arbitral award.

3.0 OBLIGATIONS OF THE CONSULTANTS

3.1

General

3.1.1

Standard of Performance


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The Consultants shall perform the Services and carry out their obligations hereunder

with all due diligence, efficiency and economy, in accordance with generally accepted

professional techniques and practices, and shall observe sound management practices,

and employ appropriate advanced technology and safe and effective equipment,machinery, materials and methods. The Consultants shall always act, in respect of any

matter relating to this Contract or to the Services, as faithf