Request for Proposal (RFP) for Selection of Manufacturers for Setting Up 10 GWh Manufacturing Capacities for Advanced Chemistry Cell (ACC) for Grid Scale Stationary Storage Applications under the Production Linked Incentive (PLI) Scheme-NEW(Size:5.12 MB)

National Programme on ACC Battery Storage REQUEST FOR PROPOSAL For Selection of Manufacturers for Setting Up 10 GWh Manufacturing Capacities for Advanced Chemistry Cell (ACC) for Grid Scale Stationary Storage Applications under the Production Linked Incentive (PLI) Scheme Ministry of Heavy Industries Government of India Page 1 of 88Disclaimer The information contained in this Request for Proposal document (the “RFP”) or subsequently provided to Bidder(s), whether verbally or in documentary or any other form by or on behalf of the Government or any of its employees or advisors, is provided to Bidder(s) on the terms and conditions set out in this RFP and such other terms and conditions subject to which such information is provided. This RFP is not an agreement and is neither an offer nor invitation by the Government to the prospective Bidders or any other person. The purpose of this RFP is to provide interested parties with information that may be useful to them in making their financial offers (Bids) pursuant to this RFP. This RFP includes statements, which reflect various assumptions and assessments arrived at by the Government in relation to the Project. Such assumptions, assessments and statements do not purport to contain all the information that each Bidder may require. This RFP may not be appropriate for all persons, and it is not possible for the Government, its employees, or advisors to consider the investment objectives, financial situation and particular needs of each party who reads or uses this RFP. The assumptions, assessments, statements, and information contained in the Bidding Documents may not be complete, accurate, adequate, or correct. Each Bidder 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 RFP and obtain independent advice from appropriate sources. Information provided in this RFP to the Bidder(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 Government accepts no responsibility for the accuracy or otherwise for any interpretation or opinion on law expressed herein. The Government and its advisors make no representation or warranty and shall have no liability to any person, including any Bidder(s) 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 RFP or otherwise, including the accuracy, adequacy, correctness, completeness or reliability of the RFP and any assessment, assumption, statement or information contained therein or deemed to form part of this RFP or arising in any way for participation in this Bid. The Government also accepts no liability of any nature whether resulting from negligence or otherwise howsoever caused arising from reliance of any Bidder(s) upon the statements contained in this RFP. The Government 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 RFP. The issue of this RFP does not imply that the Government is bound to select a Bidder(s) or to appoint the Selected Bidder(s), as the case may be, for the Project and the Government reserves the right to reject all or any of the Bidders or Bids without assigning any reason whatsoever. The Bidder(s) shall bear all its costs associated with or relating to the preparation and submission of its Bid including but not limited to preparation, copying, postage, delivery fees, expenses associated with any demonstrations or presentations which may be required by the Government, or any other costs incurred in connection with or relating to its Bid. All such costs and expenses will remain with the Bidder(s) and the Government shall not be liable in any manner whatsoever for the same or for any other costs or other expenses incurred by a Bidder(s) in preparation or submission of the Bid, regardless of the conduct or outcome of the Bidding Process. Page 2 of 88GLOSSARY Advanced Chemistry Cell / ACC As defined in the Programme Agreement. AIF An alternative investment fund as defined in Regulation 2(1)(b) of the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012, as may be amended from time to time. Appointed Date As defined in the Programme Agreement. Associate As defined in Clause 2.2.1(d) Bank Guarantee As defined in Clause 2.23.1 Beneficiary Firm As defined in Clause 2.2.11. Bid As defined in Clause 1.1.2 Bid Due Date As defined in Clause 1.1.5 Bid Security As defined in Clause 1.2.2 Bidder(s) As defined in Clause 1.1.2 Bidding Documents As defined in Clause 1.1.5 Bidding Process As defined in Clause 1.2.1 Brownfield Project means, as on the date on which the LOA is issued to the Selected Bidder, an existing ACC manufacturing facility in which the Selected Bidder proposes to make the committed investment and produce Advanced Chemistry Cells for Grid Scale Stationary Storage applications in accordance with the terms of the Programme Agreement, and where such facility shall include a dedicated production line(s) for the manufacturing of ACCs corresponding to the capacity awarded under this RFP. For the purposes of this RFP and the Programme Agreement only Investments made towards such dedicated production lines and the associated infrastructure shall be considered for the purpose of satisfying the conditions under the Programme Agreement for the minimum Investment. Central Public Procurement Portal Shall mean the electronic portal of the Government of India that facilitates all the central government organisations to publish their tenders. Company As defined under the Companies Act, 2013 Conflict of Interest As defined in Clause 2.2.1(c) Consortium As defined in Clause 2.2.1(a) Contract Year As defined in the Programme Agreement. Dedicated Facility As defined in the Programme Agreement. Eligible Bidder As defined in Clause 1.2.5 Page 3 of 88Financial Bid As defined in Clause 1.2.1 Foreign Investment Fund means any appropriately regulated investment fund which is set up in any country outside India but excludes entities that fall within the ‘Negative List’. In this context, the expression “appropriately regulated” means regulation or supervision by the securities market regulator or the banking regulator or other relevant statutory authority of the concerned foreign jurisdiction. GFR Order As defined in Clause 2.2.17 GoI Government of India. Government Ministry of Heavy Industries, Government of India. Grid Scale Stationary Storage As defined in the Programme Agreement. GWh Gigawatt hours. IFRS As defined in Clause 2.2.5 (a) Investment As defined in the Programme Agreement. Lead Member As defined in Clause 2.2.10 (b) LOA As defined in Clause 2.30.3 Member Member of a Consortium. Net Worth As defined in Clause 2.2.5 (b) Parent Company Shall mean a company that holds at least 26% (twenty six percent) of the paid-up equity capital directly or indirectly in the Bidder or in the Member in a Consortium, as the case may be. Performance Security As defined in the Programme Agreement. Price Bid As defined in Clause 3.3 Programme Agreement As defined in Clause 2.2.13 Project As defined in Clause 1.1.3 Promoter As defined under the Companies Act, 2013 RFP Shall mean this request for proposal issued by the Government to the Bidders. Rs. or INR Indian Rupee. Selected Bidder As defined in Clause 2.30.1 SPV As defined in Clause 2.2.10 State Government Shall mean the state governments extending support for the implementation of the Project. Subject Person As defined in Clause 2.2.1 (c) (i) Subsidy As defined in Clause 1.2.5 Technical Bid As defined in Clause 1.2.1 Page 4 of 88Technical Capacity As defined in Clause 3.2.1 Tie Bidder As defined in Clause 2.30.2 Tripartite Agreement As defined in Clause 1.1.3 Ultimate Parent Company Shall mean a company which owns at least 26% (twenty six percent) equity in the Bidder or Member of a Consortium, (as the case may be) and such Bidder or Member of a Consortium, (as the case may be) shall be under the direct control or indirectly under the common control of such company. The words and expressions beginning with capital letters and defined in this document shall, unless repugnant to the context, have the meaning ascribed thereto herein above. Page 5 of 88TABLE OF CONTENTS 1. INTRODUCTION ..................................................................................................................... 7 2. INSTRUCTIONS TO BIDDERS ............................................................................................ 10 3. CRITERIA FOR EVALUATION ........................................................................................... 30 4. FRAUD AND CORRUPT PRACTICES ................................................................................ 34 5. PRE-BID CONFERENCE ....................................................................................................... 36 6. MISCELLANEOUS ................................................................................................................ 37 APPENDIX-I – LETTER COMPRISING THE BID ........................................................................... 39 APPENDIX-II – POWER OF ATTORNEY FOR SIGNING OF APPLICATION AND BID ........... 49 APPENDIX-III – POWER OF ATTORNEY FOR LEAD MEMBER OF CONSORTIUM ............... 51 APPENDIX-IV – NET WORTH OF THE BIDDER ........................................................................... 54 APPENDIX-V – FORMAT FOR TECHNICAL BID .......................................................................... 56 APPENDIX-VI - FORMAT FOR FINANCIAL BID .......................................................................... 58 APPENDIX-VII - BANK GUARANTEE FOR BID SECURITY ....................................................... 59 APPENDIX- VIII - INSTRUCTIONS FOR ONLINE SUBMISSION ................................................ 62 APPENDIX- IX - GFR ORDER ........................................................................................................... 75 APPENDIX-X - JOINT BIDDING AGREEMENT ............................................................................. 76 APPENDIX- XI - FORMAT FOR LETTER OF AWARD .................................................................. 82 APPENDIX- XII - DETAILS OF THE BANK ACCOUNT ................................................................ 84 APPENDIX- XIII - INTEGRITY PACT .............................................................................................. 85 APPENDIX- XIV - DRAFT PROGRAMME AGREEMENT ............................................................. 87 APPENDIX- XV - DRAFT TRIPARTITE AGREEMENT ................................................................. 88 Page 6 of 881. INTRODUCTION 1.1 Background 1.1.1 The Government of India (“GoI”) through the Ministry of Heavy Industries (“Government”) intends to develop giga-scale advanced cell manufacturing for Grid Scale Stationary Storage applications and promotion of diverse energy sources, to ensure overall energy security for the nation in the long run. The Government has launched and intends to implement the National Programme on Advanced Chemistry Cell Battery Storage (“Programme”). To achieve this, the Government wishes to select eligible entities to develop manufacturing facilities that produce Advanced Chemistry Cell (“ACC / Advanced Chemistry Cell”) as defined under the Programme Agreement. 1.1.2 The Government is carrying out a Bidding Process (defined hereinafter) and seeks bids (“Bid”) as response to this RFP from individuals, LLPs, funds, private entities, public entities or other international entities (hereinafter referred to as “Bidder(s)”). 1.1.3 The Selected Bidders (defined hereinafter) would be entitled to receive fiscal benefits in the form of a cash Subsidy in accordance with the Programme Agreement. A Bidder selected through this RFP, to be eligible for this Subsidy, would have to commit to set-up an Advanced Chemistry Cell manufacturing facility, with Value-Addition (as defined in the Programme Agreement) of minimum 25% (twenty-five percent) within 2 (two) years from the Appointed Date and minimum 1 (one) GWh capacity with minimum 40% (forty percent) Value Addition within 5 (five) years from the Appointed Date, overall at the mother unit level in case of an integrated unit, or at the project level through indigenous manufacturers, in a hub and spoke structure, in accordance with the Programme Agreement (“Project”). The Government shall execute a Programme Agreement with the Beneficiary Firm, substantially in the format specified at Appendix XIV hereto. State Governments shall also extend support and provide additional incentives for implementation of the Project, through the execution of a tripartite agreement between the Beneficiary Firm, State Government and the Government (“Tripartite Agreement”). The template of the model Tripartite Agreement has been annexed to this RFP at Appendix XV and the Bidders may revise the model Tripartite Agreement (including to seek additional incentives) through direct negotiation with the respective State Government, subject to and in accordance with the provisions of the model Tripartite Agreement. It is clarified that the Government shall have the right to seek amendment to such Tripartite Agreement, agreed to be executed between the Beneficiary Firm and the respective State Government. 1.1.4 The statements and explanations contained in this RFP are intended to provide a better understanding to the Bidders about the subject matter of this RFP and should not be construed or interpreted as limiting in any way or manner the scope of services or the Government’s right to amend, alter, change, supplement or clarify the scope of work. Consequently, any omissions, conflicts or contradictions in this RFP are to be noted, interpreted, and applied appropriately to give effect to this intent, and no claims on that account shall be entertained by the Government. 1.1.5 The Government shall receive all documents pursuant to this RFP in accordance with the terms set forth herein, as modified, altered, amended and clarified from time to time by the Government (collectively the “Bidding Documents”), and all documents shall be prepared and submitted in accordance with such terms on or before the date specified in Clause 1.3 for Page 7 of 88submission of Bid (the “Bid Due Date”). 1.2 Brief description of Bidding Process 1.2.1 The Government has adopted a two-envelope single stage selection process (the “Bidding Process”) for selection of the Bidder for entitlement to receive Subsidy on the basis of capacity sold by the Beneficiary Firm (including Committed Capacity and Value Addition of Advanced Chemistry Cell (as defined in the Programme Agreement) for Grid Scale Stationary Storage applications in India). The process for evaluating the Bids comprises of evaluation of a technical bid wherein the Bidder shall state its Technical Capacity as specified in Clause 3.2 (“Technical Bid”) and a financial bid which shall include the Subsidy (as defined hereinafter) quoted by the Bidder (“Financial Bid”). Prior to submission of the Bid, the Bidder shall pay to the Government a non-refundable sum of INR 4,50,000 (Rupees four lakh fifty thousand) as the cost of the RFP process. Such payments shall be made to the bank account of the Government, the details of which are set out in Appendix – XII. After the Bidder satisfies the qualification criteria as specified in Clause 2.2.3, in the first stage, a technical evaluation will be carried out as specified in Clause 3.2. Based on this technical evaluation, a list of short-listed Bidders shall be prepared as specified in Clause 3.3.1. In the second stage, a financial evaluation will be carried out as specified in Clause 3.3. Bids will finally be ranked according to their combined technical and financial scores as specified in Clause 3.4. For the purposes of evaluation, in case of a Consortium, only the credentials of the Lead Member (as defined hereinafter) shall be considered for satisfying the qualification criteria specified in Clause 2.2.3. The Bidders shall be selected through a transparent short- listing process as provided for under Clause 3 of this RFP. The Bidders are required to submit their Bids on the Central Public Procurement Portal https://eprocure.gov.in/eprocure/app. Accordingly, the Selected Bidders will be awarded incentives by Government for carrying out its obligations in relation to the Project in accordance with and under the terms of the Programme Agreement. The Subsidy disbursement shall commence once the proposed Committed Capacity and Value Addition is achieved and sale of the Advanced Chemistry Cells begins. It shall be phased-out over a 5 (five) year window, payable quarterly, in accordance with the terms of the Programme Agreement. 1.2.2 A Bidder is required to deposit, along with its Bid, a bid security of INR 10,00,00,000 (Rupees ten crore) (the “Bid Security”), refundable no later than 180 (one hundred eighty) days from the Bid Due Date, except in the case of the Selected Bidder whose Bid Security shall be retained till it has provided a Performance Security under the Programme Agreement. The Bidders shall provide Bid Security in the form of a Bank Guarantee acceptable to the Government, with a validity period of not less than 270 (two hundred and seventy) days from the Bid Due Date, inclusive of a claim period of 60 (sixty) days and may be extended as may be mutually agreed between the Government and the Bidder from time to time. The Bid shall be summarily rejected if it is not accompanied by the Bid Security. 1.2.3 Details of the process to be followed and the terms thereof are spelt out in this RFP. 1.2.4 In terms of this RFP, a Bidder is required to deposit originals of the following at the address given at Clause 2.15.4: (a) A Bid Security in accordance with Clause 1.2.2; and Page 8 of 88(b) A power of attorney for signing the Bid in accordance with Clause 2.2.8. 1.2.5 Bids are invited to avail of the subsidy provided by the Government for implementing the Project(s) (the “Subsidy”). In this RFP, the term “Eligible Bidder” shall mean the Bidder(s) who has the highest score calculated in accordance with Clause 3. Subject to the provisions of Clause 2.6, the Project will be awarded to the Eligible Bidder(s). The Bidder shall specify the amount of Subsidy in its Bid. 1.3 Schedule of Bidding Process The Government shall endeavour to adhere to the following schedule: S. No Event Description Date 1. Release of RFP 15-07-2026 2. Pre-Bid Conference 29-07-2026 3. Last date for receiving queries from Bidders 20-08-2026 4. Government response to queries 22-09-2026 5. Bid Due Date 13-10-2026 6. Opening of Technical Bid 14-10-2026 1.4 Pre-bid Conference: The date, time and venue of the Pre-bid Conference shall be: Date: 29-07-2026 Time: 11:30 HRS IST Venue: India Habitat Centre, Lodhi Road, New Delhi 110003 Page 9 of 882. INSTRUCTIONS TO BIDDERS A. GENERAL 2.1 Scope of Bid The Government wishes to receive Bids for selection in order to select eligible Bidders. The Bidder shall be required to submit a Technical Bid and a Financial Bid. The Financial Bid shall only be opened if the Bidder meets the threshold as provided for in Clause 3.1 and Clause 3.2, under the Technical Bid. 2.2 Eligibility of Bidders 2.2.1 For determining the eligibility of Bidders for their shortlisting hereunder, the following shall apply: (a) The Bidder for the purpose of shortlisting may be a sole firm/ single entity, AIF, Foreign Investment Fund or a group of entities (the “Consortium”), coming together to implement the Project. For the purpose of evaluation, in case of a Consortium, the qualification criteria specified in Clause 2.2.3 must be satisfied by the Lead Member (as defined hereinafter) only. However, no Bidder applying individually or as a Member of a Consortium, as the case may be, can be a member of another Bidder. The term Bidder used herein would apply to both a single entity and a Consortium. (b) A Bidder may be a natural person, private entity, public sector undertaking or any combination of them with a formal intent to enter into an agreement or under an existing agreement to form a Consortium. A Consortium shall be eligible for consideration subject to the conditions set out in Clause 2.2.10 below. (c) A Bidder shall not have a conflict of interest (the “Conflict of Interest”) that affects the Bidding Process. Any Bidder found to have a Conflict of Interest shall be disqualified. A Bidder shall be deemed to have a Conflict of Interest affecting the Bidding Process, if: (i) the Bidder, or its Associate (or any constituent thereof) and any other Bidder or any Associate thereof (or any constituent thereof) have common controlling shareholders or other ownership interest: Provided that this disqualification shall not apply in cases where the direct or indirect shareholding of a Bidder, its Member or an Associate thereof (or any shareholder thereof having a shareholding of more than 20% (twenty percent) of the aggregate issued, subscribed and paid up share capital of such Bidder, Member or Associate, as the case may be) in the other Bidder, its Member or an Associate is less than 20% (twenty percent) of the aggregate issued, subscribed and paid up equity share capital thereof; provided further that this disqualification shall not apply to any ownership by the Government, a bank, insurance company, pension fund or a public financial institution referred to in Section 2(72) of the Companies Act, 2013; For the purposes of this Clause 2.2.1, indirect shareholding held through 1 (one) or more intermediate persons shall be computed as follows: (A) where Page 10 of 88any intermediary is controlled by a person through management control or otherwise, the entire shareholding held by such controlled intermediary in any other person (the “Subject Person”) shall be taken into account for computing the shareholding of such controlling person in the Subject Person; and (B) subject always to sub-clause (A) above, where a person does not exercise control over an intermediary, which has shareholding in the Subject Person, the computation of indirect shareholding of such person in the Subject Person shall be undertaken on a proportionate basis; provided, however, that no such shareholding shall be reckoned under this sub-clause if the shareholding of such person in the intermediary is less than 26% (twenty six percent) of the aggregate issued, subscribed and paid up equity shareholding of such intermediary; or (ii) a constituent of such Bidder is also a constituent of another Bidder; or (iii) such Bidder or any Associate thereof receives, has received, or has entered into an agreement to receive, any direct or indirect Subsidy, grant, concessional loan, or subordinated debt from any other Bidder, or any Associate thereof or has provided or has entered into an agreement to provide any such Subsidy, grant, concessional loan or subordinated debt to any other Bidder, its Member or any Associate thereof; or (iv) such Bidder has the same legal representative for purposes of a Bid as any other Bidder; or (v) such Bidder or any Associate thereof, has a relationship with another Bidder or any Associate thereof, directly or indirectly or through a common third party/ parties, that puts either or both of them in a position to have access to each other's information, or to influence the Bid of either or each other; or (vi) such Bidder or any Associate thereof, has participated as a consultant to the Government in the preparation of any documents, design, or technical specifications of the Project. Explanation: In case a Bidder is a Consortium, then the term Bidder as used in this Clause 2.2.1 shall include each Member of such Consortium and the term Associate with respect to a Bidder shall include an Associate of each Member of that Consortium. (d) A Bidder shall be liable for disqualification if any legal, financial, or technical adviser of the Government in relation to the Project is engaged by the Bidder or its Member or any Associate thereof, in any manner for matters related to or incidental to the Project. For the avoidance of doubt, this disqualification shall not apply where such adviser was engaged by the Bidder, its Member or Associate in the past but its assignment expired or was terminated prior to the Bid Due Date. Nor will this disqualification apply where such adviser is engaged after a period of 6 (six) months after the execution of the Programme Agreement. It is further clarified that a Bidder shall not be disqualified if such Bidder has engaged or engages such legal, financial, or technical advisers for any matters other than Page 11 of 88advisory for the Project. Explanation: In case a Bidder is a Consortium, then the term Bidder as used in this Clause 2.2.1, shall include each Member of such Consortium. For purposes of this RFP, Associate means, in relation to the Bidder/ Consortium Member, a person who controls, is controlled by, or is under the common control with such Bidder/ Consortium Member (the “Associate”). As used in this definition, the expression “control” means, with respect to a person which is a company or corporation the ownership, directly or indirectly, of more than 50% (fifty per cent) of the economic or voting shares of such person, and with respect to a person which is not a company or corporation, the power to direct the management and policies of such person. 2.2.2 A Bidder shall be liable for disqualification and forfeiture of Bid Security if any legal, financial, or technical adviser of the Government in relation to the Project is engaged by the Bidder, its Members, or any Associate thereof, as the case may be, in any manner for matters related to or incidental to such Project during the Bidding Process or 6 (six) months from the execution of the Programme Agreement. Notwithstanding the foregoing, such disqualification or forfeiture shall not apply where the Bidder has engaged or engages such legal, financial, or technical advisers for any matters other than advisory for the Project. 2.2.3 To be eligible for short-listing, a Bidder shall fulfil the following conditions of eligibility: Qualification Criteria: Net Worth (a) In case the Bidder is not an AIF or Foreign Investment Fund: The Bidder shall have a minimum Net Worth of INR 150,00,00,000 (Rupees one hundred and fifty crore) per GWh. OR (b) In case the Bidder is an AIF or Foreign Investment Fund: The Bidder shall have a minimum ACI at the close of the preceding financial year of INR 150,00,00,000 (Rupees one hundred and fifty crore) per GWh.1 For computing the Financial Capacity of a Bidder, the Financial Capacity of their respective Associate would also be eligible. In case the Associate of an AIF or Foreign Investment Fund is not an AIF or a Foreign Investment Fund, then such Bidder is eligible to claim the Financial Capacity of such Associate as set out in Clause 2.2.3 (a). In case credit is claimed for an Associate, necessary evidence to establish the relationship of 1 In case a Bidder has issued any fresh equity capital during the current financial year, the same shall be permitted to be added to the Bidder’s Net Worth subject to the statutory auditor of the Bidder certifying to this effect. In case a Bidder has received any fresh capital commitment available for the immediate deployment during the current financial year, the same shall be permitted to be added to the Bidder’s ACI subject to the statutory auditor of the Bidder certifying to this effect. Page 12 of 88the Bidder with such Associate, in terms of Clause 2.2.1, shall be provided. In case of a Consortium, the aforementioned qualification of the Lead Member, who shall have an equity share of at least 26% (twenty-six per cent) in the SPV, should satisfy the above conditions of eligibility; provided that such Lead Member shall, for a period of 5 (five) years from the Appointed Date, hold equity share capital of not less than 26% (twenty-six per cent) of the subscribed and paid-up equity of the SPV. 2.2.4 Bidders who have participated in the tenders dated (i) 22 October 2021 bearing reference no. 01(05)/2019-AEI (19587); and (ii) 24 January 2024 bearing reference no. 12(59)/ 2023-AEI (26205), issued under the Programme (“Previous Tenders”) shall be eligible to participate in this Bidding Process, provided that, the maximum capacity that may be allocated to such bidders, inclusive of capacity allocated under the Previous Tenders and this RFP, shall not exceed 20 (twenty) GWh. Provided further that, subject to such limitation, where the Selected Bidder proposes to utilize a Brownfield Project, such Selected Bidder shall ensure that appropriate ring-fencing mechanism is put in place, including (i) clear physical separation between the existing Brownfield Project and the Dedicated Facility; and (ii) maintaining separate books of account and records for the Dedicated Facility to ensure clear identification of Investments made under the Programme Agreement. 2.2.5 The Bidder shall enclose with its Bid, to be submitted as per the format at Appendix-I, complete with its Annexes, the following2: (a) certificate prepared according to the International Financial Reporting Standards (“IFRS”) or Generally Accepted Accounting Principles (“GAAP”) or Indian Accounting Standards (“Ind AS”) from a statutory auditor (means an auditor as appointed under Section 139 of the Companies Act, 2013) specifying the Net Worth of the Bidder, as specified under Clause 2.2.3, as per format at Appendix IV. For meeting the above qualification criteria, if the data is provided by the Bidder in a foreign currency, equivalent Indian Rupees of Net Worth will be calculated by the Bidder using Reserve Bank of India’s reference rates prevailing on the date of closing of the accounts for the respective financial year. In case of any currency for which RBI reference rate is not available, Bidders shall convert such currency into US Dollar (USD) as per the exchange rates certified by their banker prevailing on the relevant date and used for such conversion. Equivalent Indian Rupees of Net Worth from USD will then be calculated by the Bidder using Reserve Bank of India’s reference rates prevailing on the date of closing of the accounts for the respective financial year. (b) certificate(s) from statutory auditors of the Bidder or its Associates specifying the Net Worth of the Bidder, as specified under Clause 2.2.3, as at the close of the preceding financial year for which the Net Worth is required as per latest annual/quarterly 2 In case duly certified audited annual financial statements containing the requisite details are provided, a separate certification by statutory auditors would not be necessary in respect of Clause 2.2.4. In jurisdictions that do not have statutory auditors, the firm of auditors which audits the annual accounts of the Bidder or its Associate may provide the certificates required under this RFP. In case the Bidder or Associate is an ‘individual’, net worth certificate required to be submitted shall be duly signed and stamped by a practicing chartered accountant or in case of foreign individual such individual’s applicable auditor. Page 13 of 88financials of the bidder duly audited/reviewed by the statutory auditor, and also specifying that the methodology adopted for calculating such Net Worth conforms to the provisions of this Clause 2.2.5 (b). For the purposes of this 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. (c) an AIF or Foreign Investment Fund may qualify on the basis of minimum investible funds (i.e., immediately available funds for investment and callable capital) subject to the limits of investment in a single investee entity (in the relevant jurisdiction for a Foreign Investment Fund, or the maximum permissible investment limit for an AIF) (as per the Securities and Exchange Board of India (Alternative Investment Funds) Regulations, 2012, as may be amended from time to time), as applicable (“ACI”). In case of an AIF or Foreign Investment Fund using ACI, ACI would be considered as per the certificate issued by statutory auditor (or such other certificate as filed with the regulator in the relevant jurisdiction) not older than 3 (three) months prior to the Bid Due Date. (d) the Technical Bid consisting of the Value Addition and Committed Capacity committed by the Bidder, to the Government, as per format at Appendix V and a Financial Bid comprising the Subsidy quoted by the Bidder as per format at Appendix VI. The Technical Bid shall be evaluated in accordance with Clause 3.2. The Financial Bid shall be evaluated in accordance with Clause 3.3 and the Subsidy shall be payable by the Government to the Selected Bidders per the terms and conditions of this RFP and the provisions of the Programme Agreement. 2.2.6 The Bidder shall deposit a Bid Security in accordance with the provisions of this RFP. 2.2.7 The validity period of the Bid Security (i.e., the Bank Guarantee submitted) shall not be less than 270 (two hundred and seventy) days from the Bid Due Date, inclusive of a claim period of 60 (sixty) days and may be extended as may be mutually agreed between the Government and the Bidder. The Bid shall be summarily rejected if it is not accompanied by the Bid Security. The Bid Security shall be refundable no later than 180 (one hundred eighty) days from the Bid Due Date except in the case of the Selected Bidder, whose Bid Security shall be retained till it has provided a Performance Security under the Programme Agreement. 2.2.8 The Bidder should submit a Power of Attorney as per the format at Appendix-II, authorising the signatory of the Bid to commit the Bidder. In the case of a Consortium, the Members should submit a Power of Attorney, signed by all the Members of the Consortium (and duly acknowledged by the Lead Member) in favour of the Lead Member as per format at Appendix-III. 2.2.9 The Financial Bid shall consist of a Subsidy payable by the Government to the Selected Bidder as per the terms and conditions of this RFP and the provisions of the Programme Agreement. 2.2.10 If the Selected Bidder is a Company, it may sign the Programme Agreement and implement the Project by itself or through an appropriate special purpose vehicle, incorporated under the Indian Companies Act, 2013 (the “SPV”). If the Selected Bidder is not a Company (including where the Selected Bidder is a natural person, firm, an AIF, a Foreign Investment Fund, a Page 14 of 88Foreign Company (as defined under the Companies Act, 2013), or a Consortium), it shall incorporate an SPV, to sign and implement the Project under the Programme Agreement and Tripartite Agreement. In case the Bidder is a Consortium, it shall, in addition to forming an SPV comply with the following additional requirements: (a) the Bid should contain the information required for each Member of the Consortium; (b) Members of the Consortium shall nominate 1 (one) Member as the lead member (the “Lead Member”), who shall have an equity share holding of at least 26% (twenty-six per cent) of the paid up and subscribed equity of the SPV. The nomination(s) shall be supported by a Power of Attorney, as per the format at Appendix-III, signed by all the other Members of the Consortium; (c) the Bid should include a brief description of the roles and responsibilities of individual Members, particularly with reference to financial and technical obligations; (d) an individual Bidder cannot at the same time be Member of a Consortium applying for selection. Further, a Member of a particular Bidder Consortium cannot be member of any other Bidder Consortium applying for selection; (e) the Members of a Consortium shall form an appropriate SPV to execute the Project, if awarded to the Consortium; (f) Members of the Consortium shall enter into a binding Joint Bidding Agreement, substantially in the form specified at Appendix- X (the “Jt. Bidding Agreement”), for the purpose of making the application and submitting a Bid in the event of being short- listed. The Jt. Bidding Agreement, to be submitted along with the Application, shall, inter alia; (i) convey the intent to form an SPV with shareholding/ ownership equity commitment(s) in accordance with this RFP, which would enter into the Programme Agreement and subsequently perform all the obligations of the terms of the Programme Agreement, in case the Subsidy under the Project is awarded to the Consortium; (ii) clearly outline the proposed roles and responsibilities, if any, of each Member; (iii) commit the minimum equity stake to be held by each Member; (iv) Lead Member of the Consortium undertakes that it shall hold at least 26% (twenty-six per cent) of the subscribed and paid-up equity of the SPV at all times for 5 (five) years after the Appointed Date; and (v) include a statement to the effect that all Members of the Consortium shall be liable jointly and severally for all obligations of the SPV under the Programme Agreement. (g) except as provided under this RFP and the Bidding Documents, there shall not be any amendment to the Jt. Bidding Agreement without the prior written consent of the Government. Page 15 of 882.2.11 The Selected Bidder or, where applicable, the SPV incorporated by the Selected Bidder (“Beneficiary Firm”) will be required to enter into an agreement with the Government for availing the Subsidy and specifying the details of implementation of the Project (“Programme Agreement”). The Beneficiary Firm shall also enter into a Tripartite Agreement with the Government and the State Government for availing additional incentives as specified in Clause 1.1.3 above. 2.2.12 Any entity which has been barred by the Central Government, or any entity controlled by it, from participating in any project, and the bar subsists as on the date of Bid, would not be eligible to submit a Bid, either individually or as Member of a Consortium. 2.2.13 A Bidder including any Consortium Member or Associate should, in the last 3 (three) years, have neither failed to perform any contract, as evidenced by imposition of a penalty by an arbitral or judicial authority or a judicial pronouncement or arbitration award against the Bidder or Consortium Member, nor has been expelled from any project or contract by any public entity nor have had any contract terminated by any public entity for breach by such Bidder or Consortium Member. Provided, however, that where a Bidder claims that its disqualification arising on account of any cause or event specified in this Clause 2.2.13 is such that it does not reflect (a) any malfeasance on its part in relation to such cause or event; (b) any willful default or patent breach of the material terms of the relevant contract; (c) any fraud, deceit or misrepresentation in relation to such contract; or (d) any rescinding or abandoning of such contract, it may make a representation to this effect to the Government for seeking a waiver from the disqualification hereunder and Government may, in its sole discretion and for reasons to be recorded in writing, grant such waiver if it is satisfied with the grounds of such representation and is further satisfied that such waiver is not in any manner likely to cause a material adverse impact on the Bidding Process or on the implementation of the Project. The decision of the Government on granting such waiver under this Clause 2.2.13 shall be final and binding on the Bidder or Consortium Member. 2.2.14 The following conditions shall be adhered to while submitting a Bid: (a) Bidders should attach clearly marked and referenced continuation sheets in the event that the space provided in the prescribed forms in the Annexes is insufficient. Alternatively, Bidders may format the prescribed forms making provision for incorporation of the requested information; (b) information supplied by a Bidder (or other constituent Member if the Bidder is a Consortium) must apply to the Bidder, Member or Associate named in the Bid and not, unless specifically requested, to other Associated companies or firms; and (c) in responding to the submissions for shortlisting, Bidders should demonstrate their capabilities in accordance with Clause 3.1 below. 2.2.15 While qualification is open to a foreign company from any country, the following provisions shall apply: (a) Where, on the date of the Bid, 25% (twenty-five per cent) or more of the aggregate issued, subscribed and paid-up equity share capital in a Bidder or its Member is held by persons resident outside India or where a Bidder or its Member is controlled by persons resident outside India; or Page 16 of 88(b) if at any subsequent stage after the date of the Bid, there is an acquisition of 25% (twenty-five per cent) or more of the aggregate issued, subscribed and paid-up equity share capital or control, by persons resident outside India, in or of the Bidder or its Member, then the qualification of such Bidder or in the event described in sub-clause (b) above, the continued qualification of the Bidder shall be subject to approval of the Government from national security and public interest perspective. The decision of the Government in this behalf shall be final and conclusive and binding on the Bidder. The holding or acquisition of equity or control, as above, shall include direct or indirect holding/ acquisition, including by transfer, of the direct or indirect legal or beneficial ownership or control, by persons acting for themselves or in concert and in determining such holding or acquisition, the Government shall be guided by the principles, precedents and definitions contained in the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, or any substitute thereof, as in force on the date of such acquisition. As used in this Clause, the expression “control” shall have the meaning ascribed to it in the Companies Act, 2013. The Bidder shall promptly inform the Government of any change in the shareholding, as above, and failure to do so shall render the Bidder liable for disqualification from the Bidding Process. 2.2.16 Notwithstanding anything to the contrary contained herein, in the event that the Bid Due Date falls within 3 (three) months of the closing of the latest financial year of a Bidder, for which the audited statements are not available, the Bidder shall submit the annual audited accounts of the previous financial year for which the audited accounts are available. For the avoidance of doubt, financial year shall, for the purposes of a Bid hereunder, mean the accounting year followed by the Bidder in the course of its normal business. 2.2.17 Ministry of Finance, Government of India has issued order dated 23 February 2023 (as attached at Appendix IX of RFP) (as maybe amended, superseded or supplemented from time to time) for qualification of a bidder from a country which shares a land border with India (“GFR Order”). As per the GFR Order, any Bidder from a country which shares a land border with India (as defined in the GFR Order) will be eligible to bid under this RFP only if the Bidder is registered with the Competent Authority as specified in the GFR Order. The GFR Order shall apply mutatis mutandis to this Bidding Process. Bidders must satisfy themselves that they are qualified to bid, and should give an undertaking to this effect in the form at Appendix-I. The Competent Authority shall be entitled to disqualify a Bidder in accordance with the provisions of the GFR Order at any stage of the Bidding Process. 2.3 Change in composition of the Consortium 2.3.1 Where the Bidder is a Consortium, change in the composition of a Consortium may be permitted by the Government, only where: (a) the application for such change is made no later than 15 (fifteen) days prior to the Bid Due Date; (b) the Lead Member continues to be the Lead Member of the Consortium; and Page 17 of 88(c) the new Member(s) expressly adopt(s) the Bid already made on behalf of the Consortium as if it were a party to it originally and is not a Bidder/Member/Associate of any other Consortium bidding for this Project and shall submit all such documents as may be necessary in support of the Bid, including a Power of Attorney as specified in Clause 2.2.8 above. 2.3.2 Approval for change in the composition of a Consortium shall be at the sole discretion of the Government and must be approved in writing. 2.3.3 Notwithstanding anything to the contrary contained in sub-clause (c) (i) of Clause 2.2.1, a Bidder may, within 10 (ten) days after the Bid Due Date, remove from its Consortium any Member who suffers from a Conflict of Interest, and such removal shall be deemed to cure the Conflict of Interest arising in respect thereof. Upon on the occurrence of such removal, the Bidder shall submit necessary documents, as may be required by the Government, evidencing the removal of such Member from its Consortium. 2.4 Number of Bids and Costs thereof 2.4.1 No Bidder shall submit more than one Bid for the Project. A Bidder applying individually or as a Member of a Consortium shall not be entitled to submit another application either individually or as a Member of any Consortium, as the case may be. It is further clarified that any of the Parent Company/ Associate /Ultimate Parent Company of the Bidder or Member of a Consortium shall not separately participate directly or indirectly in the Bidding Process. Further, if any Bidder is having a Conflict of Interest with other Bidders participating in the Bidding Process, the Bids of all such Bidders shall be rejected. 2.4.2 The Bidders shall be responsible for all of the costs associated with the preparation of their Bids and their participation in the Bidding Process. The Government will not be responsible or in any way liable for such costs, regardless of the conduct or outcome of the Bidding Process. 2.5 Acknowledgement by Bidder 2.5.1 It shall be deemed that by submitting the Bid, the Bidder has: (a) made a complete and careful examination of the RFP; (b) received all relevant information requested from the Government; (c) accepted the risk of inadequacy, error or mistake in the information provided in the RFP or furnished by or on behalf of the Government; and (d) agreed to be bound by the undertakings provided by it under and in terms hereof. 2.5.2 The Government shall not be liable for any omission, mistake or error in respect of any of the above or on account of any matter or thing arising out of or concerning or relating to the RFP or the Bidding Process, including any error or mistake therein or in any information or data given by the Government. 2.6 Right to accept or reject any or all Bids 2.6.1 Notwithstanding anything contained in this RFP, the Government reserves the right to accept Page 18 of 88or reject any Bid and to annul the Bidding Process and reject all Bids, at any time without any liability or any obligation for such acceptance, rejection or annulment, and without assigning any reasons there for. 2.6.2 The Government reserves the right to reject any Bid and appropriate the Bid Security if: (a) at any time, a material misrepresentation is made or uncovered, or (b) the Bidder does not provide, within the time specified by the Government, the supplemental information sought by the Government for evaluation of the Bid. If the Bidder is a Consortium, then the entire Consortium may be disqualified/ rejected, at the sole discretion of the Government. 2.6.3 The Government reserves the right to verify, in any manner as the Government may deem fit, all statements, information and documents submitted by the Bidder in response to the RFP. Any such verification or lack of such verification by the Government shall not relieve the Bidder of its obligations or liabilities hereunder nor will it affect any rights of the Government there under. 2.7 Change in Ownership 2.7.1 By submitting the Bid, the Bidder submitting the Bid as a Consortium, acknowledges that it was short-listed on the basis of qualification requirements of its Lead Member who shall, until the 5th (fifth) anniversary of the of the Appointed Date, hold equity share capital representing not less than 26% (twenty-six per cent) of the subscribed and paid-up equity of the SPV. The Bidder further acknowledges and agrees that the aforesaid obligation shall be the minimum and shall be in addition to such other obligations as may be contained in the Programme Agreement, and a breach hereof shall, notwithstanding anything to the contrary contained in the Programme Agreement, be deemed to be a breach of the Programme Agreement and dealt with as such thereunder. 2.7.2 By submitting the Bid, the Bidder shall also be deemed to have acknowledged and agreed that in the event of a change in control of the Lead Member whose credentials were taken into consideration for the purposes of short-listing under and in accordance with this RFP, the Bidder shall be deemed to have knowledge of the same and shall be required to inform the Government forthwith along with all relevant particulars about the same and the Government may, in its sole discretion, disqualify the Bidder. In the event such change in control occurs after signing of the Programme Agreement, it would, notwithstanding anything to the contrary contained in the Programme Agreement, be deemed to be a breach of the Programme Agreement, and the same shall be liable to be terminated without the Government being liable in any manner whatsoever to the Beneficiary Firm. In such an event, notwithstanding anything to the contrary contained in the Programme Agreement, the Government shall be entitled to forfeit and appropriate the Bid Security or Performance Security, as the case may be, as damages, without prejudice to any other right or remedy that may be available to the Government under the Bidding Documents and/ or the Programme Agreement or otherwise. For the purposes of determining ‘control’ under this Clause 2.7.2., the Government shall be guided by the principles, precedents and definitions contained in the Securities and Exchange Board of India (Substantial Acquisition of Shares and Takeovers) Regulations, 2011, or any substitute thereof, as in force on the date of such acquisition. Page 19 of 882.7.3 The Bidder/ Lead Member of Consortium shall provide information in their Bid about its Promoters and the shareholding pattern as per Appendix – I (Annex IV) of the RFP. No change in the Promoters of the Bidder/ Lead Member of Consortium shall be permitted from the date of submission of the Bid till execution of the Programme Agreement, and any subsequent change in the Promoters, post execution of the Programme Agreement will be governed as per the terms of the Programme Agreement. 2.8 Cost of Bidding The Bidders shall be responsible for all the costs associated with the preparation of their Bids and their participation in the Bidding Process. The Government will not be responsible or in any way liable for such costs, regardless of the conduct or outcome of the Bidding Process. 2.9 Verification and Disqualification 2.9.1 The Government reserves the right to verify all statements, information and documents submitted by the Bidder in response to this RFP or the Bidding Documents and the Bidder shall, when so required by the Government, make available all such information, evidence and documents as may be necessary for such verification. Any such verification, or lack of such verification, by the Government shall not relieve the Bidder of its obligations or liabilities hereunder nor will it affect any rights of the Government thereunder. 2.9.2 The Government reserves the right to reject any Bid and appropriate the Bid Security if: (a) at any time, a material misrepresentation is made or uncovered, or (b) the Bidder does not provide, within the time specified by the Government, the supplemental information sought by the Government for evaluation of the Bid,such misrepresentation/ improper response shall lead to the disqualification of the Bidder. If the Bidder is a Consortium, then the entire Consortium and each Member may be disqualified / rejected. If such disqualification / rejection occurs after the Bids have been opened and the Eligible Bidder gets disqualified / rejected, then the Government reserves the right to: (i) consider the Bids of the remaining Bidder(s) in accordance with this RFP; or (ii) take any such measure as may be deemed fit in the sole discretion of the Government, including annulment of the Bidding Process. 2.9.3 In case it is found during the evaluation of the Bids, or at any time before signing of the Programme Agreement or after its execution and during the period of subsistence thereof, including the incentives thereby granted by the Government, that one or more conditions for shortlisting have not been met by the Bidder, or the Bidder has made material misrepresentation or has given any materially incorrect or false information, the Bidder shall be disqualified forthwith if the Programme Agreement is yet to be executed, and if the Selected Bidder has already entered into the Programme Agreement, as the case may be, the same shall, notwithstanding anything to the contrary contained therein or in this RFP, be liable to be terminated, by a communication in writing by the Government to the Beneficiary Firm, as the case may be, without the Government being liable in any manner whatsoever to the Selected Bidder or SPV. In such an event, the Government shall be entitled to forfeit and appropriate the Bid Security or Performance Security, as the case may be, as damages, Page 20 of 88without prejudice to any other right or remedy that may be available to the Government under the Bidding Documents and/ or the Programme Agreement, or otherwise. The decision of the Government to terminate the Programme Agreement and/or disqualify the Bidder shall be final, conclusive, and binding on the Bidder. B. DOCUMENTS 2.10 Contents of the RFP This RFP comprises the disclaimer set forth hereinabove, the contents as listed below. Invitation for Qualification Section 1. Introduction Section 2. Instructions to Bidders Section 3. Criteria for Evaluation Section 4. Fraud & Corrupt Practices Section 5. Pre-Bid Conference Section 6. Miscellaneous Appendices I. Letter comprising the Bid II. Power of Attorney for signing of Bid III. Power of Attorney for Lead Member of Consortium IV. Net Worth of the Bidder V. Format for Technical Bid VI. Format for Financial Bid VII. Bank Guarantee for Bid Security VIII. Instructions for Online Submission IX. GFR Order X. Jt. Bidding Agreement XI. Format of Letter of Award XII. Details of the bank account for transferring the cost of the RFP process XIII. Integrity Pact XIV. Draft Programme Agreement XV. Draft Tripartite Agreement 2.11 Clarifications 2.11.1 Bidders requiring any clarification on the RFP may notify the Government in writing by speed post/ courier/ special messenger or by e-mail in accordance with Clause 1.2. They should send in their queries before the date specified in the schedule of Bidding Process contained in Clause 1.3. The Government shall endeavour to respond to the queries within the period specified therein, but no later than 10 (ten) days prior to the Bid Due Date. The responses will be sent by e-mail. The Government will forward all the queries and its responses thereto, to all Bidders of the RFP without identifying the source of queries. 2.11.2 The Government shall endeavour to respond to the questions raised or clarifications sought by the Bidders. However, the Government reserves the right not to respond to any question or provide any clarification, in its sole discretion, and nothing in this Clause 2.11.2 shall be Page 21 of 88taken or read as compelling or requiring responding to any question or to provide any clarification. 2.11.3 The Government may also on its own motion, if deemed necessary, issue interpretations and clarifications to all Bidders. All clarifications and interpretations issued by the Government shall be deemed to be part of the RFP. Verbal clarifications and information given by the Government or its employees or representatives shall not in any way or manner be binding on the Government. 2.12 Amendment of RFP 2.12.1 At any time prior to the deadline for submission of Bid, the Government may, for any reason, whether at its own initiative or in response to clarifications requested by a Bidder, modify the RFP by the issuance of Addenda. 2.12.2 Any Addendum thus issued will be sent in writing to all those who have purchased the RFP and will be put up on the Central Public Procurement Portal on https://eprocure.gov.in/eprocure/app. 2.12.3 In order to afford the Bidders a reasonable time for taking an Addendum into account, or for any other reason, the Government may, in its sole discretion, extend the Bid Due Date.3 C. PREPARATION AND SUBMISSION OF BID 2.13 Language The Bid and all related correspondence and documents in relation to the Bidding Process shall be in English language. Supporting documents and printed literature furnished by the Bidder with the Bid may be in any other language provided that they are accompanied by translations of all the pertinent passages in the English language, duly authenticated and certified by the Bidder. Supporting materials, which are not translated into English, may not be considered. For the purpose of interpretation and evaluation of the Bid, the English language translation shall prevail. 2.14 Format and signing of Bid 2.14.1 The Bidder shall provide all the information sought under this RFP on the Central Public Procurement Portal, https://eprocure.gov.in/eprocure/app and the Government will evaluate only those Bids that are received in the required formats and complete in all respects. Incomplete and /or conditional Bids shall be liable to rejection. 2.14.2 The Bid shall be submitted at the address and in the manner provided in the RFP including submission of physical copies as provided under Clause 2.15.3 and where applicable, shall be typed or written in indelible ink. It shall be signed by the authorised signatory of the Bidder who shall also initial each page of the Bid (including each Appendix and Annex) in blue ink. In case of printed and published documents, only the cover shall be initialled. All the 3 While extending the Bid Due Date on account of an addendum, the Government shall have due regard for the time required by Bidders to address the amendments specified therein. In the case of significant amendments, at least 15 (fifteen) days shall be provided between the date of amendment and the Bid Due Date, and in the case of minor amendments, at least 7 (seven) days shall be provided. Page 22 of 88alterations, omissions, additions, or any other amendments made to the Bid shall be initialled by the person(s) signing the Bid. The Bid shall contain page numbers and shall be bound together in a manner that does not allow replacement of any page. 2.15 Sealing and Marking of Bids 2.15.1 The Bidder shall submit the Bid in the format specified at Appendix-I, together with the documents specified in Clause 2.15.2, and upload the same to the Central Public Procurement Portal in the prescribed manner as set forth on the website. 2.15.2 The Bidder shall be required to upload the following on the Central Public Procurement Portal: (i) Bid in the prescribed format (Appendix-I) along with Annexes and supporting documents; (ii) Copy of Power of Attorney for signing the Bid as per the format at Appendix-II; (iii) if applicable, copy of the Power of Attorney for Lead Member of Consortium as per the format at Appendix-III; (iv) Net Worth of the Bidder as per the format at Appendix-IV; (v) Technical Bid in the format at Appendix–V; (vi) Financial Bid in the format at Appendix–VI; (vii) Copy of Bid Security in the format at Appendix–VII; (viii) Copy of Memorandum and Articles of Association; (ix) Copies of Bidder’s duly audited balance sheet and profit and loss account for the preceding year accompanied by a certificate from the statutory auditor of the Bidder or its Associate, wherever applicable; (x) evidence of payment towards the cost of the RFP process as specified in Clause 1.2.1; (xi) executed copy of the integrity pact as per the format at Appendix – XIII; and (xii) any other sector or project-specific requirement that may be specified by the Government. 2.15.3 The Bidder shall deliver hard copies of the following: (i) Power of Attorney for signing the Bid as per the format at Appendix-II (including all corporate authorisations such as board resolutions); (ii) if applicable, the Power of Attorney for Lead Member of Consortium as per the format at Appendix-III; and (iii) Bid Security in the format at Appendix–VII. The envelopes shall clearly bear the following identification: Page 23 of 88“Bid for Qualification: **** Project” and shall clearly indicate the name and address of the Bidder. In addition, the Bid Due Date should be indicated on the right-hand corner of each of the envelopes. The Selected Bidder shall deliver the hard copies of all the documents related to the Bid. 2.15.4 Each of the envelopes shall be addressed to: ATTN. OF: Mr. Vikas Anand DESIGNATION: Under Secretary ADDRESS: 3311, Zone-3, Third Floor, GPOA3, Netaji Nagar, New Delhi - 110023 TELEPHONE NO: 011-2611 1340 E-MAIL ADDRESS: acc.pli-mhi@gov.in 2.15.5 If the envelopes are not sealed and marked as instructed above, the Government assumes no responsibility for the misplacement or premature opening of the contents of the Bid and consequent losses, if any, suffered by the Bidder. 2.16 Bid Due Date 2.16.1 Bids should be submitted before 1600 hours IST on the Bid Due Date, at the address provided in Clause 2.15.4 and on the website as specified in Clause 2.15.1 in the manner and form as detailed in this RFP. A receipt thereof should be obtained from the person specified in Clause 2.15.4. 2.16.2 The Government may, in its sole discretion, extend the Bid Due Date by issuing an Addendum in accordance with Clause 2.12.2 uniformly for all Bidders. 2.17 Late Bids Bids received by the Government after the specified time on the Bid Due Date shall not be eligible for consideration and shall be summarily rejected. 2.18 Modifications/ substitution/ withdrawal of Bids 2.18.1 The Bidder may modify, substitute or withdraw its Bid after submission, provided that written notice of the modification, substitution or withdrawal is received by the Government prior to the Bid Due Date on the Central Public Procurement Portal https://eprocure.gov.in/eprocure/app. No Bid shall be modified, substituted, or withdrawn by the Bidder on or after the Bid Due Date. 2.18.2 Any alteration/ modification in the Bid or additional information supplied subsequent to the Bid Due Date, unless the same has been expressly sought for by the Government, shall be disregarded. 2.19 Rejection of Bids 2.19.1 Notwithstanding anything contained in this RFP, the Government reserves the right to reject any Bid and to annul the Bidding Process and reject all Bids at any time without any liability Page 24 of 88or any obligation for such acceptance, rejection or annulment, and without assigning any reasons there for. In the event that the Government rejects or annuls all the Bids, it may, in its discretion, invite all eligible Bidders to submit fresh Bids hereunder. 2.19.2 The Government reserves the right not to proceed with the Bidding Process at any time, without notice or liability, and to reject any Bid without assigning any reasons. 2.20 Validity of Bids The Bids shall be valid for a period of not less than 180 (one hundred and eighty) days from the Bid Due Date. The validity of Bids may be extended by mutual consent of the respective Bidders and the Government. 2.21 Confidentiality Information relating to the examination, clarification, evaluation, and recommendation for the short-listed Bidders shall not be disclosed to any person who is not officially concerned with the Biding Process or is not a retained professional advisor advising the Government in relation to, or matters arising out of, or concerning the Bidding Process. The Government will treat all information, submitted as part of Bid, in confidence and will require all those who have access to such material to treat the same in confidence. The Government may not divulge any such information unless it is directed to do so by any statutory entity that has the power under law to require its disclosure or is to enforce or assert any right or privilege of the statutory entity and/ or the Government or as may be required by law or in connection with any legal process. 2.22 Correspondence with the Bidder Save and except as provided in this RFP, the Government shall not entertain any correspondence with any Bidder in relation to the acceptance or rejection of any Bid. D. BID SECURITY 2.23 Bid Security 2.23.1 The Bidder shall furnish as part of its Bid, a Bid Security referred to in Clause 1.2.2 hereinabove in the form of a bank guarantee issued by a nationalised bank, or a Scheduled Bank in India having a Net Worth of at least INR 1000,00,00,000 (Rupees one thousand crore), in favour of the Government in the format at Appendix–VII (the “Bank Guarantee”) and having a validity period of not less than 270 (two hundred seventy) days from the Bid Due Date, inclusive of a claim period of 60 (sixty) days, and may be extended as may be mutually agreed between the Government and the Bidder from time to time. In case the Bank Guarantee is issued by a foreign bank outside India, confirmation of the same by any nationalised bank in India is required. For the avoidance of doubt, Scheduled Bank shall mean a bank as defined under Section 2(e) of the Reserve Bank of India Act 1934. In the context of bank guarantee for Bid Security the details of bank account of the Government are as follows: Beneficiary Name & Address Ministry of Heavy Industries, Government of India, GPOA3, Netaji Nagar, New Delhi-110023 represented Page 25 of 88by IFCI Ltd. having its registered office at IFCI Tower, 61 Nehru Place, New Delhi-110019 Account Name IFCI-PLI-ACC Account No. 5184863459 Account Type Savings Account Name of the Bank Central Bank of India Branch Code 1410 Branch IFSC Code CBIN0281410 Branch Name Nehru Place Branch Branch Address G-11,12, Ground Floor, Shakuntala Building, 59, Nehru Place, New Delhi-110019 2.23.2 Any Bid not accompanied by the Bid Security shall be summarily rejected by the Government as non-responsive. 2.23.3 Save and except as provided in Clauses 1.2.2 above, the Bid Security of unsuccessful Bidders will be returned by the Government, without any interest, as promptly as possible on acceptance of the Bid of the Selected Bidder or when the Bidding process is cancelled by the Government, and in any case within 180 (one hundred eighty) days from the Bid Due Date. 2.23.4 The Selected Bidder’s Bid Security will be returned, without any interest, upon the signing of the Programme Agreement and furnishing the Performance Security in accordance with the provisions thereof. The Government may, at the Selected Bidder’s option, adjust the amount of Bid Security in the amount of Performance Security to be provided by him in accordance with the provisions of the Programme Agreement. 2.23.5 The Government shall be entitled to forfeit and appropriate the Bid Security as damages inter alia in any of the events specified in Clause 2.23.6 herein below. The Bidder, by submitting its Bid pursuant to this RFP, shall be deemed to have acknowledged and confirmed that the Government will suffer loss and damage on account of withdrawal of its Bid or for any other default by the Bidder during the period of Bid validity as specified in this RFP. No relaxation of any kind on Bid Security shall be given to any Bidder. 2.23.6 The Bid Security shall be forfeited as damages without prejudice to any other right or remedy that may be available to the Government under the Bidding Documents and/ or under the Programme Agreement, or otherwise, if: (a) a Bidder submits a non-responsive Bid; (b) a Bidder engages in a corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice as specified in Clause 4 of this RFP; (c) a Bidder withdraws its Bid during the period of validity as specified in this RFP and as extended by mutual consent of the respective Bidder(s) and the Government; (d) the Selected Bidder fails within the specified time limit: (i) to sign and return the duplicate copy of the LOA; or (ii) to sign the Programme Agreement; or Page 26 of 88(iii) to furnish the Performance Security within the period prescribed therefor in the Programme Agreement; or (e) the Selected Bidder, having signed the Programme Agreement, commits any breach thereof prior to furnishing the Performance Security. 2.23.7 It is clarified that in the event that only a single Bid is received, the Government may, in compliance with Applicable Laws, in its discretion and for reasons to be recorded in writing, accept such Bid and declare such Bidder the Selected Bidder, or annul the Bidding Process. E. EVALUATION PROCESS 2.24 Opening and Evaluation of Bids 2.24.1 Government shall open the Bids at 16:30 hours on the next day following the Bid Due Date, at the place specified in Clause 2.15.4 and in the presence of the Bidders who choose to attend. 2.24.2 Bids for which a notice of withdrawal has been submitted in accordance with Clause 2.18 shall not be opened. 2.24.3 The Government shall subsequently examine and evaluate Bids in accordance with the selection process specified at Clause 1.2 and the criteria set out in Clause 3 of this RFP. 2.24.4 After the evaluation of the Technical Bid, the Government shall prepare a list of shortlisted Bidders in terms of Clause 3 for opening of their Financial Bids. A date, time and venue will be notified to all Bidders for announcing the result of evaluation and opening of Financial Bids. Before opening of the Financial Bids, the list of shortlisted Bidders along with their technical score will be read out. The opening of Financial Bids shall be done in presence of respective representatives of Bidders who choose to be present. The Government will not entertain any query or clarification from Bidders who fail to qualify at any stage of the selection process. The financial evaluation and final ranking of the Bids shall be carried out in terms of Clauses 3.3 and 3.4. 2.24.5 Any information contained in the Bid shall not in any way be construed as binding on the Government, its agents, successors or assigns, but shall be binding against the Selected Bidders. 2.24.6 The Government reserves the right not to proceed with the Bidding Process at any time without notice or liability and to reject any or all Bid(s) without assigning any reasons. 2.25 Tests of Responsiveness 2.25.1 Prior to evaluation of Bids, the Government shall determine whether each Bid is responsive to the requirements of the RFP. A Bid shall be considered responsive if: (a) it is received as per format at Appendix-I; (b) it is received by the Bid Due Date including any extension thereof pursuant to Clause 2.16.2; (c) it is signed, sealed, bound together in hard cover, marked, and accompanied by the Page 27 of 88documents and information as stipulated in Clauses 2.14 and 2.15; (d) it is accompanied by the Bid Security as specified in Clause 2.23; (e) it is accompanied by the Power of Attorney as specified in Clause 2.2.8, and in the case of a Consortium, the Power of Attorney as specified in Clause 2.2.8; (f) it contains all the information and documents (complete in all respects) as requested in this RFP; (g) it contains information in formats same as those specified in this RFP; (h) it does not contain any condition or qualification; (i) it is uploaded on the Central Public Procurement Portal https://eprocure.gov.in/eprocure/app in accordance with instructions for online submission as specified in Appendix VIII and original thereof are signed, sealed, hard bound and marked as stipulated in Clauses 2.14 and 2.15; (j) it is supported with evidence of payment of cost of the RFP process; and (k) it is not non-responsive in terms hereof. 2.25.2 The Government reserves the right to reject any Bid which is non-responsive and no request for alteration, modification, substitution, or withdrawal shall be entertained by the Government in respect of such Bid. Provided, however, that the Government may, in its discretion, allow the Bidder to rectify any infirmities or omissions if the same do not constitute a material modification of the Bid. 2.26 Clarifications 2.26.1 To facilitate evaluation of Bids, the Government may, at its sole discretion, seek clarifications from any Bidder regarding its Bid. Such clarification(s) shall be provided within the time specified by the Government for this purpose. Any request for clarification(s) and all clarification(s) in response thereto shall be in writing. 2.26.2 If a Bidder does not provide clarifications sought under Clause 2.26.1 above within the prescribed time, its Bid shall be liable to be rejected. In case the Bid is not rejected, the Government may proceed to evaluate the Bid by construing the particulars requiring clarification to the best of its understanding, and the Bidder shall be barred from subsequently questioning such interpretation of the Government. F. QUALIFICATION AND BIDDING 2.27 Short-listing and notification After the evaluation of Bids, the Government shall announce a list of short-listed Bidders who will be eligible for allocation of capacity under and in accordance with the terms of this RFP. At the same time, the Government shall notify the other Bidders that they have not been short-listed. The Government will not entertain any query or clarification from Bidders who are not awarded capacity under this RFP. Page 28 of 882.28 Submission of Bids The Bidders will be requested to submit a Bid in the form and manner set out in the Bidding Documents. Financial Bids of only short-listed Bidders shall be opened by the Government. 2.29 Proprietary data All documents and other information supplied by the Government or submitted by a Bidder to the Government shall remain or become the property of the Government. Bidders are to treat all information as strictly confidential and shall not use it for any purpose other than for preparation and submission of their Bid. The Government will not return any Bid or any information provided along therewith. 2.30 Selection of Bidders 2.30.1 Subject to the provisions of Clause 2.6, Bidders whose Bids are adjudged as responsive in terms of Clause 3.2 and who achieve the maximum score in accordance with Clause 3.4, subject to a ceiling of 10 (ten) GWh, shall ordinarily be declared as the Selected Bidder(s) (the “Selected Bidder”). The Selected Bidders shall be paid the Subsidy quoted in the Price Bid. In the event that the Government rejects or annuls all the Bids, it may, in its discretion, invite all eligible Bidders to submit fresh Bids hereunder. 2.30.2 In the event that 2 (two) or more Bidders achieve the same score, (the “Tie Bidders”), the Government shall identify the Selected Bidder by draw of lots which shall be conducted, with prior notice, in the presence of the Tie Bidders who choose to attend. For the avoidance of doubt, it is clarified that if sufficient capacity is available for allotment, then such capacity shall be allotted to the Tie Bidders, pro-rated in the ratio of their respective Bids and in such case, there will be no requirement of draw of lots. 2.30.3 After selection, a Letter of Award (the “LOA”) shall be issued, in duplicate, by the Government to the Selected Bidder, as per the format at Appendix XI. The Selected Bidder shall, within 7 (seven) days of the receipt of the LOA, sign and return the duplicate copy of the LOA in acknowledgement thereof. In the event the duplicate copy of the LOA duly signed by the Selected Bidder is not received by the stipulated date, the Government may, unless it consents to extension of time for submission thereof, appropriate the Bid Security of such Bidder as damages on account of failure of the Selected Bidder to acknowledge the LOA, and the next eligible Bidder may be considered. 2.30.4 After acknowledgement of the LOA as aforesaid by the Selected Bidder, it shall cause the Beneficiary Firm to execute the Programme Agreement within the period prescribed in Clause 1.3. Page 29 of 883. CRITERIA FOR EVALUATION 3.1 Qualification Criteria 3.1.1 A Bidder shall have a minimum Net Worth of INR 150,00,00,000 (Rupees one hundred and fifty crore) per GWh of overall Committed Capacity, as per the capacity specified in its Technical Bid for the Financial Year preceding the date of submission of the Bid as per latest annual/quarterly financials of the bidder duly audited/reviewed by the Statutory Auditor. The Bid must be accompanied by the audited annual reports of the Bidder (of the Lead Member in case of a Consortium) for the Financial Year, preceding the year in which the Bid is made along with a certificate prepared according to the IFRS or GAAP or IND AS from a statutory auditor specifying the Net Worth of the Bidder, as specified under Clause 2.2.3. 3.1.2 In case the annual accounts for the latest financial year are not audited and therefore the Bidder cannot make it available, the Bidder shall give an undertaking to this effect and the statutory auditor shall certify the same. In such a case, the Bidder shall provide the audited annual accounts for the Financial Year preceding the year for which the audited annual accounts are not being provided. 3.1.3 The Bidder must establish the minimum Net Worth specified in Clause 2.2.3 and 2.2.5 (b), and provide details as per format at Annex-I and Annex-II of Appendix-I. 3.1.4 Only those Bidders who meet the qualification criteria specified under Clause 2.2.3 and this Clause 3.1, shall qualify for evaluation of their Technical Bid. Bids of entities / consortia who do not meet these criteria shall be rejected. 3.2 Evaluation of Technical Bids 3.2.1 In the first stage, the Technical Bid will be evaluated on the basis of the Value Addition (as defined in the Programme Agreement) committed by the Bidder, and the Committed Capacity (as defined in the Programme Agreement) committed by the Bidder (the “Technical Capacity”). Only those Bidders who commit Value Addition of at least 25% (twenty-five percent) within 2 (two) years from the Appointed Date and minimum 40% (forty per cent) Value Addition within 5 (five) years from the Appointed Date, and installation of ACC manufacturing capacity between 1 (one) GWh to 4 (four) GWh, within 5 (five) years from the Appointed Date, shall qualify for further consideration and shall be ranked from highest to the lowest on the basis of their technical score (ST). 3.2.2 An illustrative example of ranking based on Value Addition and capacity phasing for two entities has been illustrated below: Technical Bid (80%) Financial Bid (20%) 1. Phasing for Value Addition (70%) 2. Committed Capacity (GWh) 3. Subsidy (30%) Benchmark (20%) Contract QuarteWeigh Bidder X Bidder Y Weigh Bidder X Bidder Y BiddeBidde Year r t t r X r Y Year 1 1 5 - - 5 - - 2 5 - - 5 - - Page 30 of 88Technical Bid (80%) Financial Bid (20%) 1. Phasing for Value Addition (70%) 2. Committed Capacity (GWh) 3. Subsidy (30%) Benchmark (20%) 3 5 - - 5 - - 4 5 - - 5 - - Year 2 1 4 - - 4 - - 2 4 - - 4 - - 3 4 - - 4 - - 4 4 25% 30% 4 1 1 Year 3 1 3 30% 35% 3 2 1 2 3 30% 35% 3 2 1 3 3 30% 35% 3 2 1 4 3 30% 35% 3 2 1 Year 4 1 2 40% 35% 2 3 2 2 2 40% 35% 2 3 2 3 2 40% 40% 2 3 2 4 2 40% 40% 2 3 2 Year 5 1 1 50% 40% 1 4 4 2 1 50% 40% 1 4 4 3 1 50% 40% 1 4 4 4 1 50% 40% 1 4 4 Weight =SumProdu =SumProdu =SumProdu =SumProdu1400 1500 ct of Weight ct of Weight ct of Weight ct of Weight and Value and Value and and addition for addition for Committed Committed X Y = 10.00 Capacity X Capacity Y = 9.80 = = 68 48 Standardize 0.9800 1.0000 1.0000 0.7059 1.000 0.933 d 0 3 SCORING: • Technical Score: Company X = (70% x 0.9800) + (30% x 1.0000) = 0.9860 • Technical Score: Company Y = (70% x 1.0000) + (30% x 0.7059) = 0.9118 • Financial Score: Company X = 1.0000 • Financial Score: Company Y = 0.9333 ❖ Overall score for Company X = 80% x 0.9860 + 20% x 1.0000 = 0.9888 ❖ Overall score for Company Y = 80% x 0.9118 + 20% x 0.9333 = 0.9161 The total score is calculated by weighting the scores and adding them as per the formula and instructions specified above. The Bidder achieving the highest combined score will be allocated the capacity first. Page 31 of 883.3 Evaluation of Financial Bids 3.3.1 The qualified Bidders shall be short-listed for financial evaluation in the second stage. The financial evaluation will be carried out as per this Clause 3.3. Each Price Bid will be assigned a financial score (SF) as specified in this Clause 3.3. 3.3.2 The Financial Bid shall comprise a Subsidy to be quoted by the Bidder in accordance with the provisions of the Programme Agreement. It is clarified that the amount of Subsidy quoted by the Bidder, shall be subject to a ceiling of INR 1500 (Rupees fifteen hundred) per KWh. Any Bid that has quoted Subsidy over INR 1500 (Rupees fifteen hundred) shall be rejected. 3.3.3 For financial evaluation, the Subsidy indicated in the Financial Bid will be considered. The Government will determine whether the Financial Bids are complete, unqualified, and unconditional. The amount of Subsidy indicated in the Financial Bids shall be deemed as final. The lowest Financial Bids (AL) will be given a financial score (SF) of 1.0 point. The financial scores of other Bids will be computed as follows: SF = AL/A (A = amount of Subsidy indicated in the Financial Bid) INR Per kWh Energy Efficiency (%) ≥ 75 ≥ 80 ≥ 85 ≥ 90 ≥ 95 Cycle Life ≥ 4,000 0.6A 0.7A 0.8A 0.9A A ≥ 6,000 0.7A 0.8A 0.9A A A*1.2 ≥ 8,000 0.8A 0.9A A*1.1 A*1.2 A*(1.2^2) ≥ 10,000 0.9A A*1.1 A*1.2 A*(1.2^2) A*(1.2^3) ≥ 12,000 A*1.2 A*1.1*1.2 A*(1.2^2) A*(1.2^3) A*(1.2^4) Note: It is expressly clarified that the ACCs manufactured shall have a minimum technical specifications viz. Energy Efficiency and Cycle Life as provided in the matrix above. 3.3.4 An illustrative example of ranking based on the Subsidy quoted by two Bidders under their Financial Bid has been illustrated below: Price Bid (INR/kWh) Cash Subsidy Bidder X Bidder Y Subsidy 1400 1500 Standardized 1 0.9 SCORING: Bidder’s Score: 100% x minimum quoted base Subsidy benchmark / quoted base Subsidy benchmark of respective Bidder • Financial Score for Company X = 1.00 • Financial Score for Company Y = 0.9333 3.3.5 The Bidders shall also inter alia take into consideration the phasing down of base Subsidy benchmark that has been submitted in the Bid. Year wise fixed phasing of base Subsidy (benchmark amount) shall be as follows: Page 32 of 88Contract Year Year 1 Year 2 Year 3 Year 4 Year 5 Year 6 Year 7 Reduction 0% 0% 0% 0% 10% 20% 40% Year on year 100% 100% 100% 100% 90% 72% 43% effective phasing of base Subsidy (benchmark amount) The lowest quoted base Subsidy is benchmarked and given the maximum financial score of 100%. The formula for determining the scores of all other proposals is calculated in the following clause. 3.4 Final Evaluation 3.4.1 The Bids will finally be ranked according to their combined technical (ST) and financial (SF) scores as follows: S = ST x Tw + SF x Fw Where S is the combined score, and Tw and Fw are weights assigned to Technical Bid and Financial Bid, which shall be 0.80 and 0.20, respectively. 3.4.2 The Bidders shall be ranked on the basis of their Bids and the Advanced Chemistry Cell capacities shall be allocated in order of their ranking, with the Bidder ranked 1st (first) being allocated the capacity first, and the remaining capacities shall be allocated to the Bidder ranked 2nd (second), so on and so forth till a cumulative capacity of 10 (ten) GWh per year has been allocated. Such allocation shall be subject to a minimum allocation of 1 (one) GWh and a maximum cumulative allocation of 4 (four) GWh to a single Bidder, in blocks of 1 (one) GWh. It is clarified that shortlisted Bidders that are not successful in securing allocation in the 10 (ten) GWh cumulative capacity shall be placed under a waiting list in the order of ranking. In case of Bidder(s) that are allocated capacity withdraws prior to the execution of the Programme Agreement, the available capacity shall be allocated to the Bidders in such waiting list in the priority of their ranking. 3.4.3 SCORING: • Overall score for Company X = 80% x 0.9860 + 20% x 1.0000 = 0.9888 • Overall score for Company Y = 80% x 0.9118 + 20% x 0.9333 = 0.9161 Page 33 of 884. FRAUD AND CORRUPT PRACTICES 4.1 The Bidders and their respective officers, employees, agents and advisers shall observe the highest standard of ethics during the Bidding Process and subsequent to the issue of the LOA and during the subsistence of the Programme Agreement and Tripartite Agreement. Notwithstanding anything to the contrary contained herein, or in the LOA or the Programme Agreement or the Tripartite Agreement, the Government may reject a Bid, withdraw the LOA, or terminate the Programme Agreement or Tripartite Agreement, as the case may be, without being liable in any manner whatsoever to the Bidder, as the case may be, if it determines that the Bidder, as the case may be, has, directly or indirectly or through an agent, engaged in corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice in the Bidding Process. In such an event, the Government shall be entitled to forfeit and appropriate the Bid Security or Performance Security, as the case may be, as damages, without prejudice to any other right or remedy that may be available to the Government under the Bidding Documents and/ or the Programme Agreement / Tripartite Agreement, or otherwise. 4.2 Without prejudice to the rights of the Government under Clause 4.1 hereinabove, if a Bidder is found by the Government to have directly or indirectly or through an agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice during the Bidding Process, such Bidder shall not be eligible to participate in any tender or RFP issued by the Government during a period of 2 (two) years from the date on which such Bidder is found by the Government to have directly or indirectly or through an agent, engaged or indulged in any corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice, as the case may be. 4.3 For the purposes of this Clause 4, 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 Bidding Process (for avoidance of doubt, offering of employment to, or employing, or engaging in any manner whatsoever, directly or indirectly, any official of the Government who is or has been associated in any manner, directly or indirectly, with the Bidding Process or the LOA, before or after the execution thereof, at any time prior to the expiry of 1 (one) year from the date such official resigns or retires from or otherwise ceases to be in the service of the Government, shall be deemed to constitute influencing the actions of a person connected with the Bidding Process); or (ii) save and except as permitted under sub clause (d) of Clause 2.2.1, engaging in any manner whatsoever, whether during the Bidding Process or after the issue of the LOA, any person in respect of any matter relating to the Project or the LOA, who at any time has been or is a financial or technical adviser of the Government 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 Bidding 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 Bidding Process; Page 34 of 88(d) “undesirable practice” means (i) establishing contact with any person connected with or employed or engaged by the Government with the objective of canvassing, lobbying or in any manner influencing or attempting to influence the Bidding 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 Bidding Process. Page 35 of 885. PRE-BID CONFERENCE 5.1 A Pre-Bid Conference of the interested parties shall be convened at the designated date, time and place. Only those persons who have purchased the RFP document shall be allowed to participate in the Pre-Bid Conference. Bidders who have downloaded the RFP document from the Central Public Procurement Portal (www.eprocure.gov.in/eprocure/app) should transfer to bank account of IFCI Limited (as detailed at Appendix XII) the amount specified in Clause 1.2.1 towards the cost of the RFP process, through their representative attending the conference. A maximum of 3 (three) representatives of each Bidder shall be allowed to participate on production of authority letter from the Bidder. 5.2 During the course of Pre-Bid Conference, the Bidders will be free to seek clarifications and make suggestions for consideration of the Government. The Government shall endeavor to provide clarifications and such further information as it may, in its sole discretion, consider appropriate for facilitating a fair, transparent and competitive Bidding Process. Page 36 of 886. MISCELLANEOUS 6.1 The Bidding Process shall be governed by, and construed in accordance with, the laws of India and the courts in New Delhi shall have exclusive jurisdiction over all disputes arising under, pursuant to and/ or in connection with the Bidding Process. 6.2 The Government, in its sole discretion and without incurring any obligation or liability, reserves the right, at any time, to: (a) suspend and/ or cancel the Bidding Process and/ or amend and/ or supplement the Bidding Process or modify the dates or other terms and conditions relating thereto; (b) consult with any Bidder in order to receive clarification or further information; (c) shortlist or not shortlist any Bidder and/ or to consult with any Bidder in order to receive clarification or further information; (d) retain any information and/ or evidence submitted to the Government by, on behalf of, and/ or in relation to any Bidder; and/ or (e) independently verify, disqualify, reject and/ or accept any and all submissions or other information and/ or evidence submitted by or on behalf of any Bidder. 6.3 It shall be deemed that by submitting the Bid, the Bidder agrees and releases the Government, its employees, agents and advisers, irrevocably, unconditionally, fully and finally from any and all liability for claims, losses, damages, costs, expenses or liabilities in any way related to or arising from the exercise of any rights and/ or performance of any obligations hereunder and this RFP to the fullest extent permitted by applicable law, and waives any and all rights and/ or claims it may have in this respect, whether actual or contingent, whether present or in future. Page 37 of 88APPENDICES Page 38 of 88APPENDIX-I Letter Comprising the Bid (Refer Clause 2.15.2) To, Date: ………………….. ………………….. ………………….. Sub: Bid for the .................................................. Project Dear Sir, With reference to your RFP document dated , I/we, having examined the document and understood its contents, hereby submit my/our Bid for the aforesaid Project. The Bid is unconditional and unqualified. 1. I/ We acknowledge that the Government will be relying on the information provided in the Bid and the documents accompanying such Bid of the Bidders for the aforesaid Project, and we certify that all information provided in the Bid and in Annexes I and II is true and correct; nothing has been omitted which renders such information misleading; and all documents accompanying such Bid are true copies of their respective originals. I/We will be solely responsible for any errors, omissions, or misstatements in our Bid submission. 2. This statement is made for the express purpose of qualifying as a Bidder for the aforesaid Project. 3. I/ We shall make available to the Government any additional information it may find necessary or require supplementing or authenticate the qualification statement. 4. I/ We acknowledge the right of the Government to reject our Bid 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. 5. I/ We certify that in the last 3 (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. 6. I/ We declare that: (a) I/ We have examined and have no reservations to the RFP document, including any Addendum issued by the Government; (b) I/ We do not have any Conflict of Interest in accordance with Clauses 2.2.1(c) and 2.2.1(d) of the RFP documents; (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 Page 39 of 88restrictive practice, as defined in Clause 4.3 of the RFP document, in respect of any tender or request for proposal issued by or any agreement entered into with the Government or any other public sector enterprise or any government, Central or State; (d) I/ We hereby certify that we have taken steps to ensure that in conformity with the provisions of Clause 4 of the 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; and (e) the undertaking given by us along with the Bid in response to the RFP document for the Project were true and correct as on the date of making the Bid and are also true and correct as on the Bid Due Date and I/ We shall continue to abide by them. 7. I/ We understand that you may cancel the Bidding Process at any time and that you are neither bound to accept any Bid that you may receive nor to invite the Bidders to Bid for the Project, without incurring any liability to the Bidders, in accordance with Clause 2.6.1 of the RFP document. 8. I/ We believe that we/ our Consortium/ proposed Consortium satisfy(ies) the qualification criteria and meet(s) all the requirements as specified in the RFP document and am/ are qualified to submit a Bid. 9. 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 shortlisting. 10. 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. 11. 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 GoI or convicted by a court. 12. I/We further certify that we/ any Member of the Consortium or any of our/ their Associates are not barred by the Central Government or any entity controlled by it, from participating in any project, and no bar subsists as on the date of Bid. 13. 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 RFP, we shall intimate the Government of the same immediately. 14. The Statement of Legal Capacity as per format provided at Annex-II in Appendix-I of the RFP document, and duly signed, is enclosed. The power of attorney for signing of Bid and the power of attorney for Lead Member of Consortium, as per format provided at Appendix II and III respectively of the RFP, are also enclosed. 15. I/ We offer a Bid Security of Rs……………………. (Rupees …………………………………… only) to the Government in accordance with the RFP Page 40 of 88document. 16. The Bid Security in the form of a Bank Guarantee is attached. 17. In the event of my/ our being declared as the Selected Bidder, I/ we agree to execute the Programme Agreement in accordance with the draft that has been provided to me/ us prior to the Bid Due Date. We agree not to seek any changes in the aforesaid draft and agree to abide by the same. 18. The Subsidy has been quoted by me/us after taking into consideration all the terms and conditions stated in the RFP, draft Programme Agreement, our own estimates of costs and after a careful assessment of the site and all the conditions that may affect the Project cost and implementation of the Project. 19. The documents accompanying the Bid, as specified in the RFP document, have been submitted by uploading the scanned copies on the Central Public Procurement Portal for e- Procurement. 20. I/ We agree and understand that the Bid is subject to the provisions of the Bidding Documents. In no case, I/ We shall have any claim or right of whatsoever nature if the Project is not awarded to me/ us or our Bid is not opened or rejected. 21. The Bid has been quoted by me/ us after taking into consideration all the terms and conditions stated in the RFP and all the conditions that may affect the implementation of the Project. 22. I/ We understand that the selected Bidder is an existing [individual / LLP / fund / private entity / public entity / other international entities] incorporated under applicable law. 23. 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 Government in connection with the selection of Bidders, 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. 24. I/We further certify that we/ any Member of the Consortium or any of our/ their Associates are not a willful defaulter to any lender, and that there are no major litigation pending or threatened against us which could cast a doubt on our ability or the suitability to undertake the Project. 25. I/ We agree and undertake to abide by all the terms and conditions of the RFP document. 26. I/ We certify that in terms of the RFP, my/our average Net Worth (in accordance with the RFP) is Rs. ……………….. (Rupees ................................................... ). 27. I/ We shall keep this offer valid till [***]. In witness thereof, I/ we submit this Bid under and in accordance with the terms of the RFP document. Page 41 of 88Yours faithfully, Date: (Signature, name and designation of the Authorised Signatory) Place: Name and seal of the Bidder/ Lead Member: Page 42 of 88ANNEX-I Particulars of the Bidder 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 Bidder: (a) Name: (b) Designation: (c) Company: (d) Address: (e) Telephone Number: (f) E-Mail Address: 4. Particulars of the Authorised Signatory of the Bidder: (a) Name: (b) Designation: (c) Address: (d) Phone Number: 5. In case of a Consortium: (a) The information above (1-4) should be provided for all the Members of the Consortium. (b) Information regarding the role of each Member should be provided as per table below: Sl. Name of Member Role Percentage of equity in the No. Consortium 1. 2. nth. Page 43 of 886. The following information shall also be provided for the Bidder, including each Member of the Consortium: Name of Bidder/ Member of Consortium: No. Criteria Yes No 1. Has the Bidder/ 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 Bid? 7. A statement by the Bidder 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): Page 44 of 88ANNEX-II Statement of Legal Capacity (To be forwarded on the letterhead of the Bidder/ Lead Member of Consortium) To, Date: ……………………. …………………….. …………………….. Dear Sir, We hereby confirm that we/ our Members in the Consortium (constitution of which has been described in the Bid) satisfy the terms and conditions laid out in the RFP document. We have agreed that (insert Member’s name) will act as the Lead Member of our Consortium.4 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 authorised to submit the 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……………………………. 4 Please strike out whichever is not applicable. Page 45 of 88ANNEX-III Undertaking Statement of Legal Capacity (To be issued pursuant to GFR Order) (To be forwarded on the letterhead of the Bidder/ Lead Member of Consortium) To, Date: ……………………. …………………….. …………………….. Dear Sir, I/We have read the clause regarding restrictions on procurement from a bidder of a country which shares a land border with India; I/We hereby certify that this bidder is not from such a country and is eligible to be considered. OR I/We have read the clause regarding restrictions on procurement from a bidder of a country which shares a land border with India; I/We certify that this bidder is not from such a country or, if from such a country, has been registered with the Competent Authority. I/We hereby certify that this bidder fulfills all requirements in this regard and is eligible to be considered. [Where applicable, evidence of valid registration by the Competent Authority shall be attached] OR I/We have read the clause regarding restrictions on procurement from a bidder of a country which shares a land border with India and on sub-contracting to contractors from such countries; I/We certify that this bidder is not from such a country or, if from such a country, has been registered with the Competent Authority and will not sub-contract any work to a contractor from such countries unless such contractor is registered with the Competent Authority. I/We hereby certify that this bidder fulfills all requirements in this regard and is eligible to be considered. [Where applicable, evidence of valid registration by the Competent Authority shall be attached] OR I/We have read the clause regarding restrictions on procurement from a bidder having transfer of technology arrangement; I/We certify that this bidder does not have any transfer of technology arrangement requiring registration with the Competent Authority. OR I/We have read the clause regarding restrictions on procurement from a bidder having transfer of technology arrangement; I/We certify that this bidder has valid registration to participate in this procurement. [Where applicable, evidence of valid registration by the Competent Authority shall be attached] OR Page 46 of 88I/We have read the clause regarding restrictions on procurement from a bidder of a country which shares a land border with India; I/We certify that this vendor or bidder is not from such a country and does not have any specified transfer of technology from such a country or, if from such a country or if having specified transfer of technology from such a country has been registered with the Competent Authority; I/We hereby certify that this vendor or bidder fulfils all requirements in this regard and is eligible to be considered for procurement on Government e-Marketplace (GeM). [Where applicable, evidence of valid registration by the Competent Authority shall be attached] 5 Yours faithfully, (Signature, name, and designation of the authorised signatory) For and on behalf of……………………………. 5 Please strike out whichever is not applicable. Page 47 of 88ANNEX-IV Disclosure (To be submitted on the letterhead of the Bidder) To, Date: ……………………. …………………….. …………………….. Dear Sir, Sub: Bid for the .................................................. Project We declare and confirm that in accordance with the definition set out in the RFP, M/s ____________ (enter name of the Promoter/Promoters) is/are our Promoter(s), and has/have a direct/indirect Control [over more than 26% of equity shareholding in the Bidder] as per the Companies Act 2013. No other entity has a direct/indirect control in the Bidder except the entity(ies) mentioned above. Further, the shareholding pattern of the Bidder, as certified by the Statutory Auditor is attached herewith: [●] We further declare that the above statement is true and correct. We undertake that if at any stage it is found to be incorrect, the Government shall have the right to reject our Bid and/or cancel the LOA, if applicable. Yours faithfully, (Signature, name, and designation of the authorised signatory) For and on behalf of……………………………. Page 48 of 88APPENDIX-II Power of Attorney for signing of Application and Bid6 (Refer Clause 2.2.8) Know all men by these presents, We ......................................................................... (name of the firm and address of the registered office) do hereby irrevocably constitute, nominate, appoint and authorise Mr/ Ms (name), …………………… son/daughter/wife of ……………………………… and presently residing at ................................................................................................................... , who is presently employed with us/ the Lead Member of our Consortium and holding the position of , as our true and lawful attorney (hereinafter referred to as the “Attorney”) to do in our name and on our behalf, all such acts, deeds and things as are necessary or required in connection with or incidental to submission of our application for shortlisting and submission of our Bid for the …………………………… by the …………………….................. (the “Government”) including but not limited to signing and submission of all applications, Bids and other documents and writings, participate in Pre-Bid and other conferences and providing information/ responses to the Government, representing us in all matters before the Government, signing and execution of all contracts including the undertakings consequent to acceptance of our Bid, and generally dealing with the Government in all matters in connection with or relating to or arising out of our Bid for the said Project and/ or upon award thereof to us. AND we hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us. 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) 6 To be submitted in original. Page 49 of 88Notes: ▪ 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 Bidder 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 Bidder. ▪ 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 Bidders 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 Apostille certificate. Page 50 of 88APPENDIX-III Power of Attorney for Lead Member of Consortium7 (Refer Clause 2.2.8) Whereas the ………………………………. (“the Government”) has invited Bids from interested parties for the ................................................. Project (the “Project”). Whereas, XXXX (collectively the “Consortium”) 8 being Members of the Consortium are interested in bidding for the Project in accordance with the terms and conditions of the Request for Proposal (RFP) and other connected documents in respect of the Project, and Whereas, it is necessary 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 Bid for the Project and its execution. NOW THEREFORE KNOW ALL MEN BY THESE PRESENTS We, ……………………. Having our registered office at ……………………., M/s. ……………………. Having our registered office at ……………………., M/s. ……………………. Having our registered office at ……………………., and M/s having our registered office at ……………………., (hereinafter collectively referred to as the “Principals”)9 do hereby irrevocably designate, nominate, constitute, appoint and authorise M/s having its registered office at , being one of the Members of the Consortium, as the Lead Member and true and lawful attorney of the Consortium (hereinafter referred to as the “Attorney”). We hereby irrevocably authorise the Attorney (with power to sub-delegate) to conduct all business for and on behalf of the Consortium and any one of us during the Bidding Process and, in the event the Consortium is awarded the contract, during the execution of the Project and in this regard, to do on our behalf and on behalf of the Consortium, all or any of such acts, deeds or things as are necessary or required or incidental to shortlisting of the Consortium and submission of its Bid for the Project, including but not limited to signing and submission of all applications, Bids and other documents and writings, accept the Letter of Award, participate in Bidders’ and other conferences, respond to queries, submit information/ documents, sign and execute contracts and undertakings consequent to acceptance of the Bid of the Consortium and generally to represent the Consortium in all its dealings with the Government, and/ or any other Government agency or any person, in all matters in connection with or relating to or arising out of the Consortium’s Bid for the Project. AND hereby agree to ratify and confirm and do hereby ratify and confirm all acts, deeds and things done or caused to be done by our said Attorney pursuant to and in exercise of the powers conferred by this Power of Attorney and that all acts, deeds and things done by our said Attorney in exercise of the powers hereby conferred shall and shall always be deemed to have been done by us/ Consortium. 7 To be submitted in original. 8 Please mention the details of all the Members of the Consortium. 9 Please mention the details of all the Members of the Consortium. Page 51 of 88IN WITNESS WHEREOF WE THE PRINCIPALS ABOVE NAMED HAVE EXECUTED THIS POWER OF ATTORNEY ON THIS …………………. DAY OF ………. 2..… For ……………………. (Signature) …………………….. (Name & Title) For ……………………. (Signature) …………………….. (Name & Title) For ……………………. (Signature) …………………….. (Name & Title) Witnesses: 1. 2. ……………………………………… (Executants) (To be executed by all the Members of the Consortium) 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. ▪ Also, wherever required, the Bidder should submit for verification the extract of the charter documents and documents such as a board or shareholders’ resolution/ power of attorney in Page 52 of 88favour of the person executing this Power of Attorney for the delegation of power hereunder on behalf of the Bidder. ▪ 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 Bidders 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 Apostille certificate. Page 53 of 88APPENDIX-IV Net Worth of the Bidder (Refer 2.2.3 (a) and 2.2.5 (a and b)) (in Rs.) Bidder Type and Name (Name of Registration Number/ Net Worth Associate if the Net Worth is Incorporation number (Rs. Crore) considered for Associate) of bidder (Associate if the Net Worth is considered for the Associate) Single entity Bidder / Lead Member of Consortium Name of the audit firm: Seal of the audit firm: Instructions: 1. Net Worth shall mean (Subscribed and Paid-up Equity + Reserves) less (Revaluation reserves + miscellaneous expenditure not written off + reserves not available for distribution to equity shareholders). 2. The Net Worth provided shall be for the latest completed financial year, preceding the bidding. In case the Bid Due Date falls within 3 (three) months of the close of the latest financial year, please refer to Clause 2.2.16 of the RFP. 3. The Bidder shall provide an auditor’s certificate specifying the Net worth of the Bidder and also specifying the methodology adopted for calculating such Net Worth in accordance with Clause 2.2.5 (b) of the RFP. In the event that credit is being taken for the experience of an Associate, as defined in Clause 2.2.1, Bidders should also provide a certificate in the format below: Page 54 of 88Certificate from the Statutory Auditor/ Company Secretary regarding Associate$ Based on the authenticated record of the Company, this is to certify that more than 50% (fifty per cent) of the subscribed and paid up voting equity of ................................ (name of the Bidder/ Consortium Member/ Associate) is held, directly or indirectly£, by ............................ (name of Associate/ Bidder/ Consortium Member). By virtue of the aforesaid shareholding, the latter exercises control over the former, who is an Associate in terms of Clause 2.2.1 of the RFP. A brief description of the said equity held, directly or indirectly, is given below: {Describe the shareholding of the Bidder/ Consortium Member and the Associate. In the event the Associate is under common control with the Bidder/ Consortium Member, the relationship may be suitably described and similarly certified herein.} Name of the audit firm: (Signature, name and designation of: the authorised signatory). Seal of the audit firm: Date: $ In the event that the Bidder/ Consortium Member exercises control over an Associate by operation of law, this certificate may be suitably modified and copies of the relevant law may be enclosed and referred to. £ In the case of indirect shareholding, the intervening companies in the chain of ownership should also be Associates i.e., the shareholding in each such company should be more than 50% in order to establish that the chain of “control” is not broken. Page 55 of 88APPENDIX-V Format for Technical Bid (Refer Clause 2.2.5 (d)) To Date: ……………………………………. ……………………………………… …………………………………….. Tel: Fax: Sub: “Bid for Qualification: **** Project” Dear Sir, 1. With reference to your RFP document dated [***], I/we, having examined the Bidding Documents and understood their contents, hereby submit my/our Bid for the aforesaid Project. The Bid is unconditional and unqualified. 2. I/We hereby submit our Technical Bid, details of which have been provided in Annex I of this Appendix V. 3. I/We agree to keep this offer valid for 180 (one hundred and eighty) days from the Bid Due Date specified in the RFP. 4. I/We agree and undertake to abide by all the terms and conditions of the RFP document. In witness thereof, I/we submit this Bid under and in accordance with the terms of the RFP document. Yours faithfully, Date: (Signature of the Authorised signatory) Place: (Name and designation of the of the Authorised signatory) Name and seal of Bidder/Lead Member Page 56 of 88ANNEX-I Technical Bid I/We (Name of the Bidder) hereby submit our Technical Bid, as follows: Technical Bid Committed Value Addition (%) Committed Capacity (GWh) Committed Value Committed Capacity Contract Weight Quarter Weight Addition (%) (GWh) Year Year 1 1 5 5 2 5 5 3 5 5 4 5 5 Year 2 1 4 4 2 4 4 3 4 4 4 4 4 Year 3 1 3 3 2 3 3 3 3 3 4 3 3 Year 4 1 2 2 2 2 2 3 2 2 4 2 2 Year 5 1 1 1 2 1 1 3 1 1 4 1 1 Weight For and on behalf of……………………………. (Signature, name and designation of the authorised signatory) Page 57 of 88APPENDIX-VI Format for Financial Bid (Refer Clause 2.2.5 (d)) To Date: ……………………………………. ……………………………………… …………………………………….. Tel: Fax: Sub: “Bid for Qualification: **** Project” Dear Sir, 1. With reference to your RFP document dated [***], I/we, having examined the Bidding Documents and understood their contents, hereby submit my/our Bid for the aforesaid Project. The Bid is unconditional and unqualified. 2. I/We hereby submit our Price Bid and quote the Subsidy for the Project as Rs. [***] /kWh. 3. I/We agree to keep this offer valid for 180 (one hundred and eighty) days from the Bid Due Date specified in the RFP. 4. I/We agree and undertake to abide by all the terms and conditions of the RFP document. In witness thereof, I/we submit this Bid under and in accordance with the terms of the RFP document. Yours faithfully, Date: (Signature of the Authorised signatory) Place: (Name and designation of the of the Authorised signatory) Name and seal of Bidder/Lead Member B.G. No. Dated: Page 58 of 88APPENDIX-VII Bank Guarantee for Bid Security (Refer Clause 2.2.6) 1. In consideration of you, ………………………..……, having its office at………………………..……, (hereinafter referred to as the “Government”, which expression shall unless it be repugnant to the subject or context thereof include its, successors and assigns) having agreed to receive the Bid of [name of the Bidder] a [individual / LLP / fund / private entity / public entity / other international entity as registered under applicable law] and having its registered office at ………………………..…… (and acting on behalf of its Consortium) (hereinafter referred to as the “Bidder” which expression shall unless it be repugnant to the subject or context thereof include its/their executors, administrators, successors and assigns), for the ………………………….. project (hereinafter referred to as “the Project”) pursuant to the RFP document dated …………… issued in respect of the Project and other related documents including without limitation the draft Programme Agreement (hereinafter collectively referred to as “Bidding Documents”), we (Name of the Bank) having our registered office at ……………………… and one of its branches at ………………………..…… (hereinafter referred to as the “Bank”), at the request of the Bidder, do hereby in terms of Clause 1.2.2 of the RFP document, irrevocably, unconditionally and without reservation guarantee the due and faithful fulfilment and compliance of the terms and conditions of the Bidding Documents (including the RFP document) by the said Bidder and unconditionally and irrevocably undertake to pay forthwith to the Government an amount of Rs. 10,00,00,000 (Rupees ten crore only) (hereinafter referred to as the “Guarantee”) as our primary obligation without any demur, reservation, recourse, contest or protest and without reference to the Bidder if the Bidder shall fail to fulfil or comply with all or any of the terms and conditions contained in the said Bidding Documents. 2. Any such written demand made by the Government stating that the Bidder is in default of the due and faithful fulfilment and compliance with the terms and conditions contained in the Bidding Documents shall be final, conclusive and binding on the Bank. 3. We, the Bank, do hereby unconditionally undertake to pay the amounts due and payable under this Guarantee without any demur, reservation, recourse, contest or protest and without any reference to the Bidder or any other person and irrespective of whether the claim of the Government is disputed by the Bidder or not, merely on the first demand from the Government stating that the amount claimed is due to the Government by reason of failure of the Bidder to fulfil and comply with the terms and conditions contained in the Bidding Documents including failure of the said Bidder to keep its Bid open during the Bid validity period as set forth in the said Bidding Documents for any reason whatsoever. Any such demand made on the Bank shall be conclusive as regards amount due and payable by the Bank under this Guarantee. However, our liability under this Guarantee shall be restricted to an amount not exceeding Rs. ………… (Rupees only). 4. This Guarantee shall be irrevocable and remain in full force for a period of 270 (two hundred and seventy) days from the Bid Due Date inclusive of a claim period of 60 (sixty) days or for such extended period as may be mutually agreed between the Government and the Bidder, and agreed to by the Bank, and shall continue to be enforceable till all amounts under this Guarantee have been paid. Page 59 of 885. We, the Bank, further agree that the Government shall be the sole judge to decide as to whether the Bidder is in default of due and faithful fulfilment and compliance with the terms and conditions contained in the Bidding Documents including, inter alia, the failure of the Bidder to keep its Bid open during the Bid validity period set forth in the said Bidding Documents, and the decision of the Government that the Bidder is in default as aforesaid shall be final and binding on us, notwithstanding any differences between the Government and the Bidder or any dispute pending before any Court, Tribunal, Arbitrator or any other authority. 6. The Guarantee shall not be affected by any change in the constitution or winding up of the Bidder or the Bank or any absorption, merger or amalgamation of the Bidder or the Bank with any other person. 7. In order to give full effect to this Guarantee, the Government shall be entitled to treat the Bank as the principal debtor. The Government shall have the fullest liberty without affecting in any way the liability of the Bank under this Guarantee from time to time to vary any of the terms and conditions contained in the said Bidding Documents or to extend time for submission of the Bids or the Bid validity period or the period for conveying acceptance of Letter of Award by the Bidder or the period for fulfilment and compliance with all or any of the terms and conditions contained in the said Bidding Documents by the said Bidder or to postpone for any time and from time to time any of the powers exercisable by it against the said Bidder and either to enforce or forbear from enforcing any of the terms and conditions contained in the said Bidding Documents or the securities available to the Government, and the Bank shall not be released from its liability under these presents by any exercise by the Government of the liberty with reference to the matters aforesaid or by reason of time being given to the said Bidder or any other forbearance, act or omission on the part of the Government or any indulgence by the Government to the said Bidder or any other matter or thing whatsoever which under the law relating to sureties would but for this provision have the effect of releasing the Bank from its such liability. 8. Any notice by way of request, demand or otherwise hereunder shall be sufficiently given or made if addressed to the Bank and sent by courier or by registered mail to the Bank at the address set forth herein. 9. We undertake to make the payment on receipt of your notice of claim on us addressed to [name of Bank along with branch address] and delivered at our above branch which shall be deemed to have been duly authorised to receive the said notice of claim. 10. It shall not be necessary for the Government to proceed against the said Bidder before proceeding against the Bank and the guarantee herein contained shall be enforceable against the Bank, notwithstanding any other security which the Government may have obtained from the said Bidder or any other person and which shall, at the time when proceedings are taken against the Bank hereunder, be outstanding or unrealised. 11. We, the Bank, further undertake not to revoke this Guarantee during its currency except with the previous express consent of the Government in writing. 12. The Bank declares that it has power to issue this Guarantee and discharge the obligations contemplated herein, the undersigned is duly authorised and has full power to execute this Guarantee for and on behalf of the Bank. 13. For the avoidance of doubt, the Bank’s liability under this Guarantee shall be restricted to Rs. Page 60 of 88……… crore (Rupees ………………………. crore). The Bank shall be liable to pay the said amount or any part thereof only if the Government serves a written claim on the Bank in accordance with paragraph 9 hereof, on or before [(indicate date falling 270 days after the Bid Due Date)]. Signed and Delivered by ........................................ Bank By the hand of Mr./Ms ……………………., its ................................ and authorised official. (Signature of the Authorised Signatory) (Official Seal) Page 61 of 88APPENDIX- VIII Instructions for Online Submission General Guidelines for E-Procurement under Central Public Procurement Portal Please go through the Guidelines on eProcurement under Instructions related to CPPP on https://eprocure.gov.in/cppp/sites/default/files/guidelines/cppp_guidelines.pdf, for complete general guidelines for eProcurement under Central Public Procurement Portal. ***** Page 62 of 88APPENDIX- IX GFR Order Page 63 of 88Page 64 of 88Page 65 of 88Page 66 of 88Page 67 of 88Page 68 of 88Page 69 of 88Page 70 of 88Page 71 of 88Page 72 of 88Page 73 of 88Page 74 of 88Page 75 of 88APPENDIX-X Joint Bidding Agreement (Refer Clause 2.2.10 (g)) (To be executed on Stamp paper of appropriate value) THIS JOINT BIDDING AGREEMENT is entered into on this ……………. day of ……………. 20…… AMONGST 1. ……………., a (individual / LLP / fund / private entity / public entity / other international entity) incorporated under applicable law and 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. ……………., a (individual / LLP / fund / private entity / public entity / other international entity) incorporated under applicable law and 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. {……………. (individual / LLP / fund / private entity / public entity / other international entity) incorporated under applicable law and having its registered office at (hereinafter referred to as the “XXXX Part” which expression shall, unless repugnant to the context include its successors and permitted assigns)}10 The above-mentioned parties of the FIRST, SECOND, {THIRD} PART is collectively referred to as the “Parties” and each is individually referred to as a “Party” WHEREAS, (A) The Government of India “GoI” through the Ministry of Heavy Industries, for the Programme for Advanced Chemistry Cell Manufacturing and having its principal offices at [***] (hereinafter referred to as the “Government” which expression shall, unless repugnant to the context or meaning thereof, include its successors and assigns) has invited applications (the “Applications”) by its Request for Proposal No………..dated …….. (the “RFP”) for short- listing/selection of Bidders for the Project (the “Project”). (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 RFP document and other Bid documents in respect of the Project, and 10 Please note that details of all the Members of the Consortium are required to be included in the Jt. Bidding Agreement. Page 76 of 88(C) It is a necessary condition under the RFP 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 RFP. 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. 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 as the Selected Bidder and is awarded the Project, it shall incorporate a special purpose vehicle (the “SPV”) under the Indian Companies Act, 2013 for entering into a Programme Agreement with the Government and for performing all its obligations as the Beneficiary Firm in terms of the Programme Agreement for the Project. 4. Role of the Parties The Parties hereby undertake to perform the roles that the 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 Programme Agreement when all the obligations of the SPV shall become effective. 5. Joint and Several Liability 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 RFP and the Programme Agreement, till such time as the Appointed Date for the Project is achieved under and in accordance with the Programme 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: {XXXX Party:} Page 77 of 886.2 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 5th (fifth) anniversary of the Appointed Date, be held by the Party of the First Part whose qualification under the qualification criteria has been reckoned for the purposes of qualification and short listing of Bidders for the Project in terms of the RFP. 6.3 The Parties undertake that they shall comply with all equity lock-in requirements set forth in the Programme Agreement. 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, concession, grant, license or other governmental authorisation, approval, judgment, 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 fulfillment of its obligations under this Agreement. Page 78 of 888. Termination This Agreement shall be effective from the date hereof and shall continue in full force and effect until the Appointed Date of the Project is achieved under and in accordance with the Programme Agreement, in case the Project is awarded to the Consortium. However, in case the Consortium is either not prequalified for the Project or does not get selected for award of the Project, the Agreement will stand terminated in case the Bidder is not shortlisted or upon return of the Bid Security by the Government 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 Government. Page 79 of 88IN 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) (Name) (Designation) (Address) (Signature) (Name) (Designation) (Address) SIGNED, SEALED AND DELIVERED SIGNED, SEALED AND DELIVERED For and on behalf of XXXX PART (Signature) (Name) (Designation) (Address) (Signature) (Name) (Designation) (Address) In the presence of: 1. 2. Page 80 of 88Notes: 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. Page 81 of 88APPENDIX- XI Format for Letter of Award (Refer Clause 2.30.3) To Date: ……………………………………. ……………………………………… …………………………………….. Tel: Fax: Sub: Issuance of Letter of Award (the “LOA”) - Request for Proposal (“RFP”) for setting up an Advanced Chemistry Cell manufacturing facility for Grid Scale Stationary Storage applications with domestic value-addition of minimum 25% (twenty-five percent) within 2 (two) years from the Appointed Date at the Mother Unit level and minimum 1 (one) GWh capacity with minimum 40% (forty percent) Value Addition within 5 (five) years from the Appointed Date, overall at the mother unit level in case of an integrated unit, or at the project level, through indigenous manufacturers, in a hub and spoke structure, in conformity with the Technical Bid (“Project”). Dear Sir, Pursuant to the conclusion of the Bid evaluation process, we are pleased to inform you that the Bid of [***] is declared as the Selected Bidder for implementing the Project having quoted a Subsidy of INR [***] in their Financial Bid dated [***]. As per Clause 2.30.3 of the RFP, we are issuing this LOA and the same is subject to the following conditions: 1. That [insert name of Bidder] unconditionally accepts the LOA and shall record on the duplicate copy of the LOA, “Accepted Unconditionally”, under the signature of the Authorised Signatory of [insert name of Bidder] and return such copy to the Government within 7 (seven) days of issue of this LOA, together with a written confirmation stating whether the Project will be implemented through a Brownfield Project . 2. That [insert name of Bidder] shall achieve completion of various activities as stipulated in the RFP including but not limited to: (a) Where [insert name of Bidder] proposed to implement the Project through a special purpose vehicle (“SPV”), incorporate and designate such SPV for execution of the Programme Agreement and implementation of the Project within [***] days from the date of this LOA. (b) Within [***] days of the receipt of the LOA, execute the Tripartite Agreement through itself or through the SPV, as applicable. (c) Within [***] days of the receipt of the duplicate copy of this LOA by the Authority, procure execution of the Programme Agreement through itself or through the SPV, as applicable. The Government may exercise its rights under the RFP, including rights available under Clause 2.23.5 thereof, in the event [insert name of Bidder] fails to comply with its obligations as specified in the RFP. Page 82 of 88Yours faithfully, Date: (Signature of the Authorised signatory of the Government) (Name and designation of the of the Authorised signatory of the Government) Place: Page 83 of 88APPENDIX- XII Details of the Bank Account Details of the bank account for transferring cost of the RFP process: Bank Account Number : 5184863459 Account/ Beneficiary Name: : IFCI-PLI-ACC Bank Name : Central Bank of India Bank Branch Address : G-11,12, Ground Floor, Shakuntala Building, 59, Nehru Place, New Delhi- 110019 9 Digit (MICR) Code Number of the Bank & Branch : 110016051 Account Type : Savings Account Bank and Branch Code/ BSR Code : 1410 IFSC Code (Indian Financial System Code) : CBIN0281410 SWIFT Code : CBININBBCFC Page 84 of 88APPENDIX- XIII Integrity Pact Subject: Integrity compliance to be furnished in relation to production linked incentive scheme. (To be signed by the authorised representative of the Bidder duly depicting the designation and submitted on the letterhead of the Bidder along- with the authorisation to do so) 1. Whereas, the Bidder namely (name of the Bidder with address) has submitted a Bid under the National Programme on Advanced Chemistry Cell Battery Storage (“Programme”) to Ministry of Heavy Industries, Government of India (“Government”) seeking Subsidy for manufacturing Advanced Chemistry Cell 2. Now, therefore, the Bidder including its officers / representatives commits and undertakes that it will take all measures necessary to prevent corruption. It commits to observe the following principles during its association/ engagement with the Government or its agencies or its consultants engaged with the process of appraisal and verification of the Bid, for the approval of the Bid and disbursement of Subsidy under the Programme. - The Bidder will not directly or through any other person or firm, offer, promise or give to any of the Government’s officer(s) or consultant or agency representative (appraisal or / and verification agency appointed by the Government to handle the Bid) involved in the process of dealing with the Bid or to any third person any material or other benefit which it is not legally entitled to in order to obtain in exchange any advantage of any kind whatsoever before or during or after the process of the Bid for grant of approval or disbursement of Subsidy under the Programme. - The Bidder will not commit any offence under the applicable laws. Further, the Bidder will not use improperly, for purposes of competition or personal gain, or pass on to others, any information or document provided by the Government. - The Bidder shall disclose the name and address of the duly authorised agents / representatives who will be dealing with the Government or its agencies and the remuneration of these agents or representatives shall not include any hidden amount or component to get the work done in undue manner or causing inducement of whatsoever nature whether in cash or kind to influence the normal process or practice of work. - The Bidder will not offer any illicit gratification to obtain unfair advantage. - The Bidder will not collude with other parties to impair transparency and fairness. - The Bidder will not give any advantage to anyone in exchange for unprofessional behaviour. 3. The Bidder declares that no pervious transgressions occurred in the last 3 (three) years with any other company in any country conforming to the anti-corruption approach or with any other public sector enterprise/ Central or State Government or its any instrumentality in India. 4. The Bidder agrees that if it is found that the Bidder has made any incorrect statement on this subject, the Bid of the Bidder will be closed or rejected and the Government reserves the right Page 85 of 88to initiate legal action of whatsoever nature. In case if the Government has disbursed the Subsidy under the Programme, the amount disbursed to the Bidder shall be recoverable along with interest calculated at 3 (three) years SBI MCLR prevailing on the date of disbursement, compounded annually besides blacklisting of the Bidder and initiation of legal action of whatsoever nature at the discretion of the Government. The contents of the above undertaking have been gone through and after understanding the same is being executed / given on………day of .............. (month / year). Signature (Name & designation with address) Page 86 of 88APPENDIX- XIV Draft Programme Agreement [Attached separately] Page 87 of 88APPENDIX- XV Draft Tripartite Agreement [Attached separately] Page 88 of 88