CENTRAL ELECTRONICS LIMITED · The tender documents are available for download at . The interested firm may download the documents from the website as mentioned. Details of tender

Tender Number: C‐2(b)/RC/0500/0094/2017

FORMAT NO. : CEL/FR/MMD/03(01)

CENTRAL ELECTRONICS LIMITED

(A Public Sector Enterprise)

Tender document

For the

Supply, Installation, Testing & Commissioning of IP based Video Surveillance System (VSS) at 431 C-Category Suburban Railway Stations of Indian Railway

Tender Number: C-2(b)/RC/0500/0094/2017 Dt. 06.12.2017

Assistant General Manager (Materials)

Materials Management Division

Central Electronics Limited,

4, Industrial Area, Saur Urja Marg, Sahibabad–201010(UP) INDIA

Tel.No. +91‐120‐2895145, Fax No.0091‐120‐2895148 Email: [email protected]

Website: www.celindia.co.in


TENDER DOCUMENT for Tender Number: C‐2(b)/RC/0500/0094/2017 Important Instructions: ‐

1. The following documents/Annexure are part of tender document: a. Document Control sheet Annexure ‘1’

b. General terms & conditions : Annexure ‘A’

c. Special Terms & Condition: Annexure ‘B’

d. Bank Guarantee Annexure ‘E’

e. Agreement for pre‐bid tie‐up Annexure ‘D’

f. Schedule of Rates: Annexure ‘C’

g. Format for submission of Vendor Data Annexure ‘F’

2. Quotations shall be liable to be rejected if there is/are any deviation(s) from the specifications. 3. Any deviations whether technical or commercial stated anywhere in the bid shall not be taken into

account and may render the bid non‐responsible and liable to be rejected.

4. Vendor Data should be submitted in the Format for submission of Vendor Data 5. Bid should be submitted in Single Bid System.


FORMAT NO. : CEL/FR/MMD/03(01)

CENTRAL ELECTRONICS LIMITED

(A Public Sector Enterprise) 4, Industrial Area, Saur Urja Marg, Sahibabad–201010 (UP) INDIA

Tel.No.0091‐120‐2895145 Fax No.0091‐120‐2895148 Email : [email protected], Website: www.celindia.co.in

TENDER NOTICE

Tender Number: C‐2(b)/RC/0500/0094/2017 , Dt. 06.12.2017 Central Electronics Limited invites sealed bid (Technical and Financial) under one bid offline System from

eligiblebidderswhicharevalidforaminimumperiodof90daysfromthedateofopening(i.e.,) for request for

proposal for installation and commissioning of security and surveillance system in eleven blocks/buildings

housing offices of ministry of defence.”

The bids should be quoted separately and put in different sealed envelopes marked “Technical bid”

and “Financial bid” as applicable. These separate bids envelopes are to be put in an outer envelope

which should also be sealed.

Scope of work

Supply, Installation, Testing & Commissioning of IP based Video Surveillance System (VSS) at 431 C-Category Suburban Railway Stations of Indian Railway

Interested parties may view and download the tender document containing the detailed

terms & conditions, free of cost from our website http://www.celindia.co.in Please see Document Control Sheet at Annexure -1.

For Central Electronics Limited

Sd‐

Assistant General Manager (Materials) Materials Management Division


Annexure-1

Document Control Sheet

Tender Reference No. C‐2(b)/RC/0500/0094/2017

Name of Organization Central Electronics Limited

Tender Type (Open/Limited/EOI/Auction/Single) Limited‐ Empanelled & approved Vendor

Tender Category (Services/Goods/works) Goods

Type/Form of Contract (Work/Supply/ Work

Auction/Service/Buy/Empanelment/Sell)

Payment Mode (Online/Offline) Offline

Date of Issue/Publishing 07.12.2017 (16:00 Hours)

Document Download/Sale Start Date 07.11.2017 (16:00 Hours)

Document Download/Sale End Date 14.12.2017 (15:00 Hours)

Bid submission Start Date 07.12.2017 (09:00 Hours)

Last Date and Time for Submission of Bids 14.12.2017 (15:00 Hours)

Date and Time of Opening of Bids 14.12.2017 (15:30 Hours)


General terms & conditions Annexure-A

1. Only CEL / SSG Empanelled and Approved Vendors are eligible to quote in the Tender.

2. Basis of price: The offer should clearly indicate units and rates. Prices should be submitted on FOR SITE

3. Taxes and duties: The taxes and duties are to be clearly mentioned, if any.

4. Delivery schedule. As per Annexure – B

5. Payment terms: As per Annexure – B

6. Performance bank guarantee: As per Annexure – B

7. Price reduction for delayed delivery: As per Annexure – B

8. Inspection: As per Annexure – B

9. Price variation Clause: Not applicable in this tender

10. Validity of offer: As per Annexure – B

11. Any corrections/alterations in the tender/quotation/bid are to be duly signed by the bidder. CEL does not

take any responsibility for delay in receipt or non-receipt or loss of tender(s) in transit

12. Earnest money amount: As per Annexure – B

13. CEL reserves the right to reject any or all tenders/quotations/bids received or accept any or all tenders/quotation/bids wholly or in part. Further, CEL reserves the right to order a lesser quantity without assigning any reason(s) thereof. CEL also reserves the right to cancel any order placed on basis of this tender in case of strike, accident or any other unforeseen contingencies causing stoppage of production at CEL or to modify the order without liability for any compensation and or claim of any description.

14. Submission of Tender: Tender/Quotation/Bid in sealed cover super-scribing the tender notice no., name

of the item and due date should be delivered at the Office of the Asstt. General Manager, Materials

Management Division, Central Electronics Limited, 4, Industrial Area, Saur Urja Marg, Sahibabad –

201010 (U.P), INDIA. Last date of receiving of tenders/quotations is 14/12/17 up to 15:00 hrs IST.

15. Opening of Tenders: Technical Bids/Quotations/tenders will be opened on 14/12/2017 at 15:30 hrs (IST).

16. Technical Clarifications: Bidders desiring any technical clarification may contact Assistant General Manager, MMD, Central Electronics Limited, 4, Industrial Area, Sahibabad – 201010 Phone no. 0120-2895145 Fax: 0120-2895148 email: [email protected] between 1000 hrs to 1600 hrs on any working day upto 12/12/2017. However, the tender submission and opening dates would remain firm

17. In case an order placed by the CEL based on the quotation/bid/tender submitted by the bidder/supplier is not executed by the supplier/bidder, CEL may buy the ordered goods from elsewhere and recover the additional amount that CEL may have to spend in procuring the stores plus 10% to cover the overhead & incidental expenses.

18. Force Majeure: In no event shall either Party have any liability for failure to comply with this Agreement, if such failure results directly from the occurrence of any contingency beyond the reasonable control of the Party, including, without limitation, strike or other labor disturbance, riot, major power failure, war, natural calamities including but not limited to floods, earthquakes, fire, volcanic eruptions, epidemics, National Emergency, interference by any government or governmental agency, embargo, seizure, or enactment or abolition of any law, statute, ordinance, rule, or regulation (each a " Force Majeure Event"). In the event that either Party is unable to perform any of its obligations under this Agreement because of a Force Majeure Event, the Party who has been so affected shall as soon as may be, after coming to know of the Force Majeure Event, inform the other Party and shall take reasonable steps to resume performance as soon as may be after the cessation of the Force Majeure Event. If the period of nonperformance due to a


Force Majeure Event exceeds thirty (30) days, the Party whose ability to perform has been so affected may, by giving written notice, terminate this Agreement.

19. Arbitration: Any disputes, difference controversies/ difference of opinions, breach and violation arising from or related to this agreement/contract/work order etc. between the parties shall be resolved by mutual discussion/reconciliation in good faith. If disputes, difference controversies/difference of opinions, breach and violation arising from or related to this agreement/contract/work order etc. cannot be resolved within 30 days of commencement of reconciliations/ discussions then the matter shall be referred to the Sole arbitrator, nominated by CMD, CEL for this purpose and his decision shall be final and binding on both the parties. There will be no objection to any such appointment on the grounds that the Arbitrator is an employee of CEL and no appeal on any order passed by the Arbitrator for this purpose shall be filed in any Court of Law on such ground.


Annexure-B

Special Terms & Conditions

1. Objective/Purpose:

The Purpose of this inquiry is to obtain bids from empanelled vendors to enable CEL

participation in the Tender details mentioned below:

Customer Tender Details

1.1. Customer Name: Central Railway, Chhatrapati Shivaji Maharaj Terminus, Mumbai

1.2. Tender Name/Title:Supply, Installation, Testing & Commissioning of IP based Video

Surveillance System (VSS) at 431 C‐Category Suburban Railway Stations of Indian

Railway.

1.3. Tender/Enquiry/SLT No.:CR‐SnT‐VSS‐01‐2017‐18

1.4. Enquiry/Tender Dated:02.12.2017 The successful bidder selected through this tender will sign a pre‐bid tie‐up agreement with CEL.CEL

will submit its proposal to customer based on the techno‐commercial obtained from the successful

bidder.

2. Manner for obtaining the Customer Tender Set. The tender documents are available for

download at www.ireps.gov.in. The interested firm may download the documents from the website

as mentioned. Details of tender is already provided above.In case some corrigendum is issued from

the Customer, the same may be obtained from the website as mentioned above. The bidder will have

to accept the terms and conditions of the Corrigendum also.

3. Scope of work: As per the customer tender/enclosed and details referred in this tender.

4. Earnest money deposit (EMD): EMD amount of value ` 25,00,000/‐ (Rupees Twenty Five Lakhs Only) must be submitted through

Demand Draft/RTGS/NEFT/TT/SWIFT/Bank Guarantee favoring Central Electronics Limited. The DD

must be in favour of “Central Electronics Limited”, payable at Delhi with validity for six (06) months.

The EMD amount must be submitted by the bidders along with their bids. No interest shall be payable

on the EMD. In case full order is placed on single vendoe then additional EMD of Rs.25 Lacs shall be

submitted by the party before the placement of PO

The details of CEL’s bank account for RTGS/NEFT of EMD amount are as below:

Beneficiary Name: Central Electronics Limited

Account Number/IBAN: 87761250000014

Beneficiary Bank SWIFT Address/BIC: SYNBINBB161

Beneficiary Bank Name: Syndicate Bank

Beneficiary Bank Address: Sahibabad Branch, CEL Complex, Plot No. 1, Site 4, Sahibabad 201010, U.P.,

INDIA

The EMD (after deduction of bank charges, if any) of unsuccessful bidder will be refunded within one

month of finalization of tender. The earnest money of successful bidder would be converted into

security deposit and would be returned (after deduction of bank charges, if any) to the bidder after

two months of successful completion of order. Bank Guarantee format enclosed.

Photocopy of EMD must be submitted separately.


5. Tender Type: One Bid System Both technical and commercial price must be submitted in the single envelop. All the document must

be signed & stamped.

6. Pre-Qualification Criteria

a) CEL/SSG empanelled Vendors (vendors who have signed the SI‐empanelment agreement with

CEL on or before the submission of the tender/bid/proposal).

b) No deviation certificate has to be submitted by the party mentioning that “ we meet all

Technical & commercial Specifications of the Tender in Toto” and there shall be no deviation.

Party has to submit the aforementioned certificate along with the offer.

7. Exclusivity

There will be an exclusive pre‐bid tie‐up i.e. neither the bidding firm itself nor its sister

concern company (partnership, Pvt. Ltd., Proprietorship, LLP, etc.) or blood relation director

in any other companycan participate with any other PSU or shall not participate in

consortium/Joint venture with any other company for this tender/project.This ties‐up will be

on exclusive basis. In case it is found that the vendor is having its tie‐up with other participant

or participating directly/indirectly into the tender, CEL may take action against the vendor.In

case of volition of above mentioned clause, the bidder shall be immediately de‐empanelled

from CEL, and other legal action will be taken as decided by the CEL. This pre-bid tie-up will

be on exclusive basis, neither CEL nor the successful declared bidders will be able to break this

tie-up once CEL has submitted its proposal to the customer.

8. Document to be submitted by the bidder

a) Power or attorney in favour of the person Signing the documents (On ` 100

Stamp paper)

b) Manufacturer Authorization Form (MAF), as per Customer Tender along with

format enclosed.

c) In case of company memorandum of association and article of association

along with a board resolution authorizing the concern person to sign and

submit the tender shall be annexed with this tender.

d) In case of partnership copy of partnership deed along with certificate of

registration issued by registrar of firms will be required to be submitted along

with the tender/EOI signed by one of the partner. In case the EOI/Tender is

signed by the authorized signatory i.e. other than the partner of the firm an

authorization given by all the partner of the firm needed to be enclosed

additionally.

e) In case of Sole proprietor, the undertaking form the proprietor would be

needed (self‐declaration)

f) Compliances and datasheets for the BOQ for the major items as per customer

tender.

g) Declaration/Undertaking for the exclusive tie‐up; “We hereby declare the

exclusive tie‐up with CEL as per CEL tender Special Terms and Conditions

Exclusive Tie‐up clause” (On ` 100 Stamp paper, Mention CEL tender

Number).

h) The Terms & conditions imposed by customer to CEL in their Purchase

order/Work order will also be applicable on the bidder. The Bidder will have

to submit an undertaking that it will comply and accept all the terms and

conditions as imposed by Customer on CEL. Undertaking letter needed to be

submitted along with the tender. Of the two terms & Conditions i.e. CEL’s

terms & conditions and the Customer terms & condition whenever there is


ambiguity or conflict then the CEL’s terms conditions prevail over the tender

terms & condition.

i) In case the bidder is participating in consortium then:

(a) Proposal can be submitted by a consortium of firms. A company cannot

propose to be member of more than one consortium for submission of

proposal against this EOI. The lead member of the consortium shall be

the company empanelled vendor in CEL/SSG.

(b) For a biding consortium, the Consortium Agreement clearly specifying

the name of the lead member should be enclosed with the bid.

Consortium Agreement executed jointly by member companies of

Consortium on anon‐judicial stamp paper of ` 100/‐ should be duly

signed by the signatory duly authorized by BoD/ MD to sign the

agreement. (consortium Agreement Enclosed)

(c) The pre‐bid agreement will be signed by both the consortium parties.

(d) The PO shall be placed to the Lead Member and both the parties shall

be liable to execute the contract and payment under the contract shall

be released to the lead member on behalf of the consortium.

8.2. Tender acceptance Letter.

8.3. EMD as per tender clause.

8.4. Signed and Stamped Tender Copy : (As remark of acceptance of all tender conditions)

a) CEL Tender Document

b) Customer Tender Document

9. Validity of bid:

As per the customer tender/enclosed and details referred in this tender.

10. Part Order:


11. Conditional Offer:


12. Technical Specification and Scope of Work:


13. Taxes & Duties :


14. Registration office: The prospective bidder either must have registered office in state of work

or should complete the registration process before PO placement.

15. Payment terms and Delivery Schedule:

As per the customer tender/enclosed and details referred in this tender. Payment shall be

released to the vendor after statutory deductions within 15 days after CEL has received its

payment. Payment Terms will be back to back basis as per the customer tender.

16. Performance Bank Guarantee & Security Deposit


17. Acceptance:


18. Guarantee/ Warranty


19. Secrecy Clause:


20. Patent Right:



21. Liquidated Damages (LD):

In the event of delay in affecting the delivery within agreed period, During execution of the

project “LD will be retained on pro-rata basis from running bill @ 1% of the total order value

per week or part thereof subject to maximum of 10%.” However if the LD deducted by the

customer is more, that will be recovered from the vendor. LD will be withheld till the

completion of the Project. Release of withheld LD shall be decided after completion of the

project

22. Risk Purchase:


23. Performance Bank Guarantee (PBG)


24. Contract Performance Bank Guarantee


25. Guaranty/ warranty:


26. Test/Guaranty certificate:


27. Packing:


28. Inspection & Inspection authority:


29. Post Warranty CAMC

As per the customer tender/enclosed and details referred in this tender. The bidder on the

rates quoted in the price bid and the bidder has to fulfill all obligations related to the services

and support during the CAMC period. All rights reserved by the CEL.

30. Maintenance:


31. Service / Work Requirements:


32. Splitting Criteria: The bidder will have to bid for the entire project and L-1 bidder will be

determined on the basis of the price bid for the entire project. CEL reserve the right to award work

to more than one vendor .The L-1 bidder will be awarded contract for 70% of the CEL project

value and balance 30% will be awarded to L-2 bidder provided L-2 bidder matches the L-1 bid

price. The distribution of sites/stations between L1 & L2 bidder will be decided later after

receiving awarded sites/stations list from the end customer. Also, the L-2 will have to match the

make & model proposed by the L-1 bidder. In case L-2 bidder opts out, then L-3 bidder will be

given a chance, as per customer tender/document and so on.

33. Other Important Guidelines :

33.1. CEL will not share the received commercial bid with any other party, while opening the

tender. Only the successful bidder will be informed of being the L1.

33.2. All the techno‐commercial terms will be on back to back basis

33.3. Cost of Bidding: The Bidder shall bear all costs associated with the preparation and

submission of its bid, and the Purchaser will in no case be responsible or liable for

those costs, regardless of the conduct or outcome of the bidding process.

33.4. The Site Survey & the final site measurement for payment will also be the

responsibility of the party and are thereof shall be borne by the party.


33.5. Proper documentation of the project bringing out the details of installation done along

with relevant technical information should be provided after the installation and

commissioning of the system.

33.6. If required extra terms & conditions could be added to the existing terms & condition,

it has to be complied by the firms (bidder/L1 party).

33.7. Watch & ward of the material/installation will be responsible of the contractor till

the handing over of the works to the company after expiry of the maintenance

period.

33.8. Any terms & conditions of general terms contradictory with special terms &

conditions, the general terms & conditions will be superseded by the special terms &

conditions.

33.9. If there is any due against the contactor under any other contract with CEL, CEL

stands authorized to appropriate the amounts payable under this contact against the

same.

33.10. CEL Shall be authorized to have a lieu against the equipment, machinery, raw

materials brought by the contractor at the site for execution of the contract, if some

amount is payable under the contact by the contractor and is not so paid.

33.11. CEL reserves the right to waive minor deviations and add minor modifications if they

do not materially affect the capability of the bidder to perform the contract.

33.12. All the financial terms like, Payment, taxation, LD & other will be on back to back

basis i.e. as above cited tender & Terms & condition received by CEL in its PO/Work

Order form the end customer.

33.13. Price Confidentially: To maintain the price confidentially/secrecy if desired then the

bidder may further give discount on the quoted price to the business division during

the CEL participation in the final tender. This will helpful in maintaining the CEL final

quoted price confidentially in customer tender.

33.14. It will be the responsibility of the contractor to train and educate the ultimate user

for handling and operating the equipment’s free of cost.

33.15. Other Direct Expenses will be deducted from the payment of the vendor. Expenses

like cost incurred by CEL towards EMD/PBG/BG/SD processing and travel related

towards business development, order processing and project execution incurred by

CEL shall be recovered from bidder/vendor/SI from his payments.

33.16. CEL shall not share the received commercial bid with any other party, while opening.

As the price received will be used by CEL to participate in the customer tender.

33.17. Vendor will sign Service Level Agreement (SLA) with CEL. The draft copy of SLA will

be as per the customer tender (in case provided by the customer) or will be provided

by the CEL. Draft copy of SLA is enclosed herewith.

33.18. It will be the sole responsibility of the bidder to provide the following document for

CEL participation in the tender:

a) All Technical Documents & Solution (MAF, Compliances, Data sheets etc.) as

required in the tender.

b) Other standard documents as per Customer tender (as and when required)

c) In case of product demonstration, it will be the bidder responsibility to arrange

the same.

d) Detailed financial bid as per BOQ (Priced)

e) Other needful tender document as per customer tender.

f) It will be the successful bidder responsibility to arrange all the techno‐

commercial document for CEL, so that CEL may participate in the customer

tender/enclosed and details referred in this tender.

33.19. The successful bidder will have to sign the pre‐bid tie‐up Agreement. (Agreement

Enclosed)


33.20. In case ATP is mention in the customer tender or is conducted by the customer at

any stage, it will be on back to back basis and the ATP test will be conducted as per

the customer tender/document or CEL will provide its own ATP procedure.

33.21. In case any term and condition is not mentioned in this tender or customer tender,

then the term & condition of the SI empanelment will be valid.

33.22. The successful bidder will be declared among the bidder on the following basis

a) Higher the margin offered to CEL and lower the project purchase cost/price for

CEL, the bidder will be called the L1 bid.

b) In case a bidder offer Higher Margin and Higher project purchase cost to CEL, it

will not be taken as the L1 bid.

c) Also, in case a bidder offer Lower project margin and lower project Purchase

cost/price, it will not be taken as the L1 bid.

33.23. Additional work may be required to carry out according to the actual site conditions.

Any item/Work , which is not specifically mentioned and not paid by railways but

necessary for making the system functional, shall be deemed to be included in the

scope of the work of the vendor and shall be supplied and installed without any

extra cost to CEL.

L1 Deciding Criteria Table: Logic behind the L1 declaration is tabulated below:

S L No. Project Cost

offered to CEL

CEL Margin

Offered

Resultant Bid Remarks

1. Lower Higher L1 Bid Higher and Lower

Project cost/margin will

be decided by

comparing the Bid

received in CEL for this

Tender.

2. Higher Lower Not‐L1 Bid

3. Lower Lower Not‐L1 Bid

4. Higher Higher Not‐L1 Bid

Note-

01: The Financial Bid format is enclosed.

02: The Project cost offered by Vendor to CEL will be inclusive of the CEL margin.

03. The Price offered by the vendor to CEL as project/tender/solution cost will be the net amount that will be

quoted by the CEL in its financial Bid offered by CEL to Customer.

04. CEL shall place order on successful bidder after reducing the CEL margin percentage i.e. …………………. % of

the basic value ordered given to CEL by the customer for delivery of project/work as per tender condition.

PO/Work order will be issued to the successful bidder for the amount which will be calculated after reducing

CEL Margin form the PO/Work order issued to CEL buy the prospective buy/end user customer.

05: Additional work may be required to carry out according to the actual site conditions


Annexure ‘I’

Financial Bid Format:

Commercial Proposal:

1. Net revenue share to CEL

a. In Figures Rs. …………………………………………….

b. In Words …………………………………………………………………………………………………………

2. Project Cost Offered to CEL Rs. ……………………………………………………………………………… (This

project cost includes the above net revenue share offered)

Note:

1. All the financial terms will be on back to back basis.

2. Currency of Purchase Order: CEL will place purchase order on bidder in INR only.

3. Price quoted should be FOR‐Site

4. The Bidder must have GST registration

5. Taxes: As per the customer tender/enclosed and details referred in this tender.

6. CEL will place PO on successful bidder only if the CEL receives its PO/work order from its

Customer as mentioned in this tender.

7. CEL Net revenue share, offered above, shall remain fixed on the final price at which contract

is awarded by end customer to CEL.


TENDER ACCEPTANCE LETTER

(To be given on Company Letter Head)

Date:

To,

__________________________

__________________________

__________________________

Subject: Acceptance of Terms & Conditions of Tender.

Tender Reference No: ___________________________________________

Name of Tender / Work: -

___________________________________________________________________________________________________

_______________________________________________________________________

Dear Sir,

1. I/ We have obtained the tender document(s) form CEL/ CEL Empanelled OEMS

(Name______________________________________ for the above mentioned ‘Tender/Work’ from the

website(s)/Emailnamely:___________________________________________________________________as

per your enquiry/Tender No_________________________________________________________________

2. I / We hereby certify that I / we have read the entire terms and conditions of the tender

documents from Page No.____ to____ (including all documents like annexure(s), schedule(s), and reference

tender etc.) which form part of the contract agreement and I / we shall abide hereby by the terms / conditions /

clauses contained therein.

3. The corrigendum(s) issued from time to time by your department/ organization too has also been

taken into consideration, while submitting this acceptance letter.

4. I / We hereby unconditionally accept the tender conditions of above mentioned tender

document(s) /corrigendum(s) in its totality / entirety.

5. I / We hereby unconditionally accept all the tender conditions of CEL & ____________________

(Customer Name) tender document /corrigendum(s) in its totality / entirety.

6. In case any provisions of this tender are found violated , then your department/ organization shall

without prejudice to any other right or remedy be at liberty to reject this tender/bid including the forfeiture of

the full said earnest money deposit absolutely.

Yours Faithfully,

(Signature of the Bidder, with Official Seal)


Annexure-E



Annexure ‘D’

AGREEMENT FOR PRE-BID TIE-UP This agreement is made at………………………..….on the............. Day of .................2016 between Central

Electronics Limited, having its registered office at

…………………………………………..……...............................................................which is a public sector

Enterprise, hereinafter referred to as party of the First Part(CEL),which expression shall unless it be repugnant

to the context or meaning thereof be deemed to mean and include its successors.

AND

M/s………………………………………………………………having its registered Office at

……………………………………………………………………………….hereinafter referred to as party of the

Second Part ( Firm Short Name.. XYZ-SI), which expression shall unless it be repugnant to the context or

meaning thereof be deemed to mean and include its successors.

WHEREAS CEL is engaged in the design & development, engineering, production, marketing & maintenance of

wide range of Electronics products like Solar Panels, Railway Electronics Products, Security and Surveillance

System & Strategic Electronics Products for its client.

AND WHEREASCEL has advertised Expression of Interest (EOI) on its website calling offer for the

empanelment of system integrator (SI) for the security & surveillance works/projects. (EOI No. C-

2(b)/EOI/0500/146/2016 Dated: 16/09/2016)

AND WHEREASXYZ-SI, has been empanelled in CEL through the above said EOI, and an agreement is

signed between CEL & XYZ-SI on dated ………………………………

AND WHEREAS XYZ-SI has been declared successful for the pre-bid tie-up for tender__________.

AND WHEREAS as per the said agreement dated ________ parties have agreed to enter into this agreement

NOW, THEREFOR THE PARTIES HERETO AGREE AS FOLLOWS:

1. As a result of this tie-up the proposal shall be submitted by SI to CEL and CEL shall be at liberty to bid

directly for the following tender. XYZ-SI shall put maximum efforts to secure the orders in favour of CEL. a. Tender Name……………………………………………………………………. ……………………………………………………………………………………… b. Tender Number………………………………………………………………….. ………………………………………………………………………………………

2. The following documents shall form and be read and construed as part of this agreement Viz.

• All the correspondence till award of contact i.e. corrigendum, addendum, LOI etc.

• Technical and Financial bids submitted by bidder.

• Tender document copy enclosed.

• SI Empanelment Agreement dated _____________

• LOI & Purchase Order will be issued after the award of the work/supply to CEL.

• LOI will be issued within 07 days of receipt of order by CEL.

.


a. Expression of Interest (EOI) floated by CEL for “Expression of Interest (EoI) For Empanelment

of System Integrator for the Security & Surveillance Works/Projects” Ref: EOI No. C-

2(b)/EOI/0500/146/2016, Dated: 16/09/2016.

b. Tender _______ for which pre-bid agreement is signed.

3. XYZ-SI has agreed to give CEL …………… % net margin share.

4. This tie-up is exclusive and neither CEL nor XYZ-SI or its business affiliates/ assigns/ associate companies

shall enter into any agreement with any other agencies or organizations for the said supplies/work for this tender for which the pre-bid tie-up agreement is signed. In case it was found later by CEL that XYZ-SI or its business affiliates/ associate companies have entered into a tie-up with competitor of CEL for the same tender/project/works/supply then CEL may terminate this agreement or withdraw from the tie-up.In such a case, CEL shall have right to recover liquidated damage @15%of the total share of CEL determined at the rate mentioned in preceding clause (Clause N.03) and will ban form business dealings with CEL.

5. CONFIDENTIALITY:

Both parties along with their employees/ affiliates/ associates working on the specified projects hereto agrees to maintain strict confidentiality of all information of technical or business nature provided to it by the other Party pursuant to this Agreement and other subsequent agreements between the parties. Parties shall not sell, give or disclose and shall take all necessary actions to prevent the disclosure to any third party or person of any such information during the currency of this agreement and two year thereafter. Each Party shall use such confidential information received from the other party only for the purpose of performing its obligations arising under this or any subsequent agreement between the parties.

XYZ-SI shall not disclose about this tie-up and the profit margin under the tie-up.

SI shall indemnify CEL against all third party claims of infringement of patent, royalties, trademark or industrial design, rights arising from use of the goods or any part thereof.

6. VALIDITY:

This agreement shall be valid till the completion of the projects/ work awarded under the tender. During the tenure of this agreement and during any extended period parties hereto shall utilize the services of each other on an exclusive basis as per terms and conditions of this agreement.

7. TERMINATION a) This agreement shall stand terminated in case CEL does not get the PO from the end customer. b) CEL may terminate the agreement in the events mentioned in clause.4 above. c) However, the termination of the agreement in either of the above cases will not absolve XYZ-SI of its

liabilities which may have arisen prior to the termination. CEL shall have the right to get the same executed through a third party at the risk and cost of XYZ-SI. This shall be at the sole discretion of CEL.

8. The distribution of Scope of Work shall be as per Annexure-1 of XYZ-SI agreement dated ________. Transfer/ sub-letting/assigning of this contract is restricted as per the terms of agreement dated _______.

9. Liquidated damage: It will be on back to back basis i.e. related to and equivalent to the LD charged by customer.

10. SI shall be required to register on the GST common portal and tax shall be as per the prevailing rates declared by the government from time to time. SI shall be liable to comply with all statutory applicable laws. All duties/tax/demand which is imposed on CEL shall be deducted from payment or adjusted from security deposit of XYZ-SI.

11. Terms and conditions of PO received pursuant to tender shall be binding on the XYZ-SI on back to back basis. Payment shall be made on back to back basis i.e. when CEL has received payment form ultimate


12. customer, other payment terms as stated in the agreement dated ___ shall be binding on SI.

13. Courts at Delhi shall have exclusive jurisdiction.

IN WITNESSES WHEREOF the respective parties have put their hands on the day and the year first here above mentioned in the presence of following witnesses.

Party of the First Part For CENTRAL ELECTRONICS LIMITED

Firm seal stamp

1. Manager (SSG): a. Signature……………………………

b. Name…………………………………

c. Designation ……………………….

2. Material Management Division (MMD): a. Signature……………………………

b. Name……………………………….

c. Designation ………………………….

3. Finance Division (FAD):

a. Signature ……………………………

b. Name …………………………………

c. Designation ………………………….

Approved by:

General Manager (Marketing)

Party of the Second Part For XYZ-SI

Firm seal stamp

Authorized Signatory a. Signature: ………………………………..

b. Name:………………………………….

c. Designation: …………………………….

1. WITNESS :

a. Signature…………………………………

b. Name……………………………………..

c. Designation ……………………………..

2. WITNESS :

a. Signature …………………………………

b. Name …………………………………….

c. Designation ……………………………..


Annexure-F Format of Vendor’s data

1. Name of vendor

2. Registered Address

Postal Code Company’s Year of

Establishment

Company’s nature of Company’s Legal

business Status

Registration No. Phone:

Fax No. Website:

Name of Proprietor/

CEO/Chairman

Phone/Mobile No.

Email id

3. Factory Address

Phone No.

Fax No.

Email id

4. Delhi/NCR Address (if

any)

Phone No.

Fax No.

Email id

5. Correspondence

Address

6. Name of Contact

Person for this tender

Designation

Date of Birth

Phone/Mobile no.

Fax No.

Email id

7.0 Sales Tax related information

7.1 TIN No.

7.2 L.S.T. No.

7.3 C.S.T. No.

7.4 Sales Tax Exemption

No. (if any) 7.5 GST Number 8.0 Income Tax related information 8.1 PAN No. 8.2 PAN reference no. (in

case PAN applied for)


.

I certify that the information given herein is correct to the best of my knowledge and belief.

Signature of Proprietor/CEO/Chairman Seal of the company/concern

8.3 PAN Status (in case

PAN applied for)

9.0 Excise duty related information

9.1 ECC No.

9.2 Range

9.3 Collectorate

10. Registration No. with

Directorate of

Industries

11. SSI/MSE Reg. No. (if (Please enclose certificate from DIC/NSIC along with Certificate from Small Scale Industrial registered CA with value of plant and machinery) Unit)

12. Is MSE/SSI is ST/SC? Yes / No ( If Yes please enclose relevant certificate as proof)

13.0 Bank related information

13.1 Bank name

13.2 Branch name

13.3 Bank address

13.4 Bank phone no.

13.5 Bank fax no.

13.6 Bank MICR Code (9

digit)

13.7 RTGS-IFC Code

13.8 Account type

13.9 Account no.

13.10 Swift Code

Annexure-C

Tender ScheduleAnnexure=

Chapter V Page 1 of 11

Tender Schedule

Name of work: Provision of additional CCTV video surveillance system at 431 'C' category

stations of 6 divisions on Indian Railways

SCHEDULE A: Supply and Installation of

SN Description of the work Unit Qty Rate (Rs.) Amt

1 Joint survey with representative of S&T

department for cable route plan, VSS equipments installation floor plan with

location, fieled of view of VSS camera at

respective location. Copy of survey report with drawings to be submitted in triplicate.

details in confirming to Clause No. 4.1 of the

Technical specs in Chapter-IV of Tender Doc. (For this item, rates taken notionally as

one paise (Rs. 0.01). Pl. ignore this rate and

fill your rate in the rate column.)

Nos. 431

2 Supply of High Resolution Fixed Box Type IP Colour Camera complete with varifocal

lenses housing, mount and all accessories

required for installation purposes conforming to Clause No. 3.1 (a) of Technical Specs in

Chapter-III of the Tender Doc. (For this

item, rates taken notionally as one paise (Rs.

0.01). Pl. ignore this rate and fill your rate in the rate column.)

Nos. 4741

3 Installation, Testing and Commissioning of Fixed Box Type IP Colour Camera

conforming to Clause No. 4.2 (I)of the

Technical specs in Chapter-IV of Tender

Doc. (For this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore this rate and


Nos. 4741

4 Supply of 4K UHD Fixed Box type camera

complete with varifocal lenses and housing, mounting and all accessories required for

installation purposes conforming to Clause

No. 3.1(b) of Technical Specs in Chapter-III of the Tender Doc. (For this item, rates taken

notionally as one paise (Rs. 0.01). Pl. ignore

this rate and fill your rate in the rate column.)

Nos. 431

5 Installation, testing & commissioning of 4K

fixed camera conforming to Clause No. 4.2 (I) of the Technical specs in Chapter-IV of

Tender Doc. (For this item, rates taken

notionally as one paise (Rs. 0.01). Pl. ignore this rate and fill your rate in the rate column.)

Nos. 431



6 Supply of Software for minimum 18 Nos of VSS Camera channels per stations consisting

of the following requirements:- a)Network

Video management b) Network Video recording c) Graphical user interface Client

Software d) Licensing for various features

conforming to Clause No. 3.2 of Technical Specs in Chapter-III of the Tender Doc. (For

this item, rates taken notionally as one paise

(Rs. 0.01). Pl. ignore this rate and fill your

rate in the rate column.)

Stations 431

7 Supply of Edge device complete with operating software and antivirous

softwareconforming to Clause No. 3.3 of

Technical Specs in Chapter-III of the Tender Doc. (For this item, rates taken notionally as



Nos. 862

8 Installation, Testing & Commissioning of Edge device conforming to Clause No. 4.3

of the Technical specs in Chapter-IV of



Nos. 862

9 Supply of Server Hardware for Network Video Management complete with all

required accessories ,operating software and

antivirous software conforming to Clause

No. 3.4 of Technical Specs in Chapter-III of the Tender Doc. (For this item, rates taken



Nos. 108

10 Installation, Testing & Commissioning of

Server Hardware for Network Video Management with all required accessories,

conforming to Clause No. 4.4 of the




Nos. 108

11 Supply of server Hardware for network video

recording complete with all accessories,

operating software and antivirous

softwareconforming to Clause No. 3.4 of Technical Specs in Chapter-III of the Tender

Doc. (For this item, rates taken notionally as

one paise (Rs. 0.01). Pl. ignore this rate and fill your rate in the rate column.)

Nos. 108



12 Installation, testing and commissioning of server Hardware for network video recording

with all accessories conforming to Clause

No. 4.4 of the Technical specs in Chapter-IV of Tender Doc. (For this item, rates taken



Nos. 108

13 Supply of External storage with all

accessories conforming to Clause No. 3.5 of




Nos. 108

14 Installation, Testing and commissioning of

External storage with all accessories

conforming to Clause No.4.4 (II) of Technical Specs in Chapter-IV of the Tender



Nos. 108

15 Supply of PC Workstation complete with 4K

UHD LED monitor of 24 inch size for

viewing, monitoring and system management including operating software

and antivirous software conforming to

Clause No. 3.6 of Technical Specs in

Chapter-III of the Tender Doc. (For this item, rates taken notionally as one paise (Rs.

0.01). Pl. ignore this rate and fill your rate in

the rate column.)

Nos. 216

16 Installation of PC Workstation conforming to

Clause No. 4.5of the Technical specs in Chapter-IV of Tender Doc. (For this item,

rates taken notionally as one paise (Rs. 0.01).

Pl. ignore this rate and fill your rate in the rate column.)

Nos. 216

17 Supply of 8 port (manageable) with 2 nos.

1000 baseX SM SFP port with optical

module and 6 nos. Ethernet port Layer 2 POE switch with SFP module conforming to

Clause No. 3.7 (a) of Technical Specs in



the rate column.)

Nos. 1724



18 Installation of 8 port switch conforming to

Clause No. 4.6 of the Technical specs in

Chapter-IV of Tender Doc. (For this item, rates taken notionally as one paise (Rs. 0.01).

Pl. ignore this rate and fill your rate in the

rate column.)

Nos. 1724

19 Supply of 24 port Layer 3 managed switch with 8 nos. 1000 baseX SM SFP port with

optical module with all accessories

conforming to Clause No. 3.8 of Technical Specs in Chapter-III of the Tender Doc. (For




Nos. 108

20 Installation of 24 port Layer 3 managed

switch with 8 nos. 1000 baseX SM SFP port

with optical module with all accessories conforming to Clause No. 4.6 of Technical

Specs in Chapter-IV of the Tender Doc. (For

this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore this rate and fill your


Nos. 108

21 Supply of 24 port (manageable) with 4 nos. 1000 baseX SM SFP port with optical

module and 20 nos. Ethernet port Layer 2

POE switch with SFP module conforming to

Clause No. 3.7(b) of Technical Specs in Chapter-III of the Tender Doc. (For this



Nos. 108

22 Installation of 24 port switch conforming to

Clause No. 4.6 of the Technical specs in Chapter-IV of Tender Doc. (For this item,



Nos. 108

23 Supply of 10/100 MBPS single mode media

converter as per RDSO specification No.

RDSO/SPN/TC/103/2013 or latest (For this item, rates taken notionally as one paise (Rs.


the rate column.)

Pair 862

24 Supply of large format display for

monitoring conforming to Clause No. 3.9 of




Nos. 216



25 Installation of large format display

conforming to Clause No. 4.7 of the




Nos. 216

26 Supply of one Table with one chair conforming to Clause No. 3.19 of Technical

Specs in Chapter-III of the Tender Doc. (For



Set 216

27 Supply of 19'', 9U Rack with Glass Door

and all accessories conforming to Clause No. 3.10 of Technical Specs in Chapter-III of the



Nos. 1724

28 Installation of 19'', 9U Rack conforming to

Clause No. 4.8 of the Technical specs in Chapter-IV of Tender Doc. (For this item,



rate column.)

Nos. 1724

29 Supply of 19'' 42U Rack and all accessories

conforming to Clause No. 3.11 of Technical

Specs in Chapter-III of the Tender Doc. (For this item, rates taken notionally as one paise



Nos. 108

30 Installation of 19'' 42U Rack conforming to

Clause No. 4.9 of the Technical specs in

Chapter-IV of Tender Doc. (For this item, rates taken notionally as one paise (Rs. 0.01).


rate column.)

Nos. 108

31 Supply of STP CAT 6 cable with identification marking on cable at regular

interval conforming to Clause No. 3.12 of

Technical Specs in Chapter-III of the Tender

Doc. (For this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore this rate and


Mtr. 525820



32 Supply of Flexible PVC insulated 3-core x

1.5 sq. mm multi strand power cables

provided for each of the display boards shall conform to specification no. IS: 694:1990

reaffirmed 1995 or latest (For this item,

rates taken notionally as one paise (Rs. 0.01). Pl. ignore this rate and fill your rate in the

rate column.)

Mtr 646500

33 Supply of 6 Fiber Core armored single mode optic fiber cable conforming to Clause No.

3.13 of Technical Specs in Chapter-III of the



Mtr 775800

34 Supply of 12 Port OFC Termination rack

mountable LIU. LIU should be provided for terminating the optic fiber cables conforming

to Clause No. 3.20 of Technical Specs in



the rate column.)

Nos. 1724

35 Installation of 12 Port LIU in 19 inch rack as

per installation plan and instruction of site

enginerof railways. (For this item, rates taken


Nos. 1724

36 Laying of CAT-6 cable, OFC and power

cable in PVC pipe / HDPE Pipe or in cable trench conforming to Clause No. 4.10 of the

Technical specs in Chapter-IV of Tender



Mtr 1818820

37 Supply of 25 mm Dia HDPE Pipe (Duct) of

grade PE -80 of Minimum 2.3 MM

thickness.As per ISO 4427:96,IS 4984 and BS 6437 Standard. (For this item, rates taken



Mtr 525820



38 Supply of 32 mm Dia HDPE Pipe (Duct) of

grade PE-80 of Minimum 3 MM

Thickness.As per ISO 4427:96,IS 4984 and

BS 6437 Standard. (For this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore


Mtr 775800

39 Laying of HDPE pipe on Platform shed or wall or in cable trench as per instruction of

site enginer. (For this item, rates taken


Mtr 1301620

40 Supply of 2 KVA On-Line UPS with

isolation transformer suitable for single phase AC input & single phase AC output,





Nos. 431

41 Installation, Testing and commissioning of 2KVA On-Line UPS with isolation

transformer conforming to Clause No. 4.11

of the Technical specs in Chapter-IV of Tender Doc. (For this item, rates taken



Nos. 431

42 Supply of 3KVA On-Line UPS with

isolation transformer suitable for single

phase AC input & single phase AC output, conforming to Clause No. 3.15 of Technical




Nos. 108

43 Installation, Testing and commissioning of

3KVA On-Line UPS with isolation transformer conforming to Clause No. 4.11

of the Technical specs in Chapter-IV of

Tender Doc. (For this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore


Nos. 108



44 Supply of Panic Button arrangement conforming to Clause No. 3.16of Technical




Nos. 1293

45 Installation of Panic Button arrangement

conforming to Clause No. 4.12 of Technical Specs in Chapter-IV of the Tender Doc. (For


(Rs. 0.01). Pl. ignore this rate and fill your rate in the rate column.)

Nos. 1293

46 Supply of Maintenance Free Earth as per

RDSO soecification no : RDSO/SPN/197/2008 and installation


Specs in Chapter-IV of the Tender Doc. (For



Nos. 108

47 Excavation of cable trench as per cable route plan,1.0 mt. deep and 300mm wide


Specs in Chapter-IV of the Tender Doc. (For this item, rates taken notionally as one paise



Mtrs 17240

48 Cutting of all types of roads/platform preparatory to trenching and excavation to

depth of 300mmX300mm wide approx. (For


(Rs. 0.01). Pl. ignore this rate and fill your rate in the rate column.)

Mtrs 17240

49 Excavation of cable trench 1m deep and

300mm wide across the track, for track crossing and refilling . The work shall be

done as per extant practice on C. Rly &

instruction of Rly engineer at

site.conforming to Clause No. 4.15 of Technical Specs in Chapter-IV of the Tender



Mtrs 4310



50 Supply of DWC pipe with one snap fit

coupler and 'O' ring conforming to IS 14930 (part 2 :2001), Non metallic, normal duty,

pliable, without protection against chemical

attack and fire resistant, anti rodent, in 6 meter length of size 120 mm outer dia & 100

mm inner dia. Inspection by RITES. (For this



Mtrs 17240

51 Laying of DWC/RCC pipes along with collars in trenches at places of track and road

crossings, platform cuttings etc As per

instruction of site enginer. (For this item, rates taken notionally as one paise (Rs. 0.01).


rate column.)

Mtrs 17240

52 Pole mounting arrangement includes supply of 3" Dia Medium grade GI pipe and fixing

at platform with concreting for fixing CCTV

camera, hieght as per site requirement with standard concrete foundation as per

instruction of site enginer. (For this item,



Nos. 862

53 Supply of 1 KVA -48 V operated Quasi sine wave inverter conforming to Clause No.

3.17of Technical Specs in Chapter-III of the

Tender Doc. (For this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore


Nos. 431

54 installation, testing and commissioning of 1

KVA -48 V operated Quasi sine wave

inverter conforming to Clause No. 4.16 of Technical Specs in Chapter-IV of the Tender


one paise (Rs. 0.01), pl. ignore this rate and fill your rate in the rate column)

Nos. 431



55 Sysytem Integration for the VSS consisting

of servers, Edge Devices, storage devices, power supply system, Display UPS

&network devices. all required types of

cables, connectors , OFC patch cords, fixing material, Splicing of cables, splicing

termination box ,HDMI cables , support for

cloud connectivity etc for the integration of

equipments followed by Testing & Commisioning of the complete VSS at each

stations duely complying the scope of the

work as described in Para 2.2 and other related clauses in the tender document . (Pl

note: Any other items which are not

specifically catered for in this schedule but essentially required for commissionig and

smooth functioning of system are to be

supplied and included against this item.) (For



Nos. 431

56 Supply of Portable program Maintenance

console for system monitoring conforming to Clause No. 3.18 of Technical Specs in

Chapter-III of the Tender Doc. . (For this



Set 18

57 Air-conditioning arrangement and provision

of electrical points and lighting arrangement in confirming to clause no : 4.17 of technical

specs in Chapter IV of the tender document.

(For this item, rates taken notionally as one

paise (Rs. 0.01). Pl. ignore this rate and fill your rate in the rate column.)

LS 108

58 Engineering work.Any modification essentially required in the monitoring room

for the purpose of installation of VSS

equipments. (For this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore


LS 108

Total



59 Pseudo Item- For this item rate taken is as

advertised cost the total work minus the sum value of the notional amounts of th e above

58 items. Pl. fill the rate for this item as one

paise ONLY (Rs. 0.01) (Note: This item has

been introduced to permit uploading of the

tender schedule on the e-tender portal

without disclosing the estimated rates for

the individual items )

LS 1

Total Schedule- A

SCH B: AMC for 5 Year span

1 Comprehensive Annual Maintenance Contract for Complete System supplied and installed under this tender for Video SurveillanceSystem (VSS) vide schedule ‘A’ above as per terms and conditions as detailed in Annexure-V at Chapter-VI. (Note: For this item, rates taken notionally as one paise (Rs. 0.01). Pl. ignore this rate and fill total AMC cost as your rates in the rate column separately for each year to cover the entire duration for 5 years )

For 1st year LS 1

For 2nd year LS 1

For 3rd year LS 1

For 4th year LS 1

For 5th year LS 1

Total for 5 years duration. LS 1

/ l-\I

{

CONSORTIUM AGREEMENT

This consortium agreement (the "Agreement") is made and executed onDay_ Month 20t7 for the bid for

" f or CEL (CentralElectronics Limited, a company registered under Companies Act, 1956, having itsregistered office at 781, Desh Bandhu Gupta Road, Karol Bagh, New Delhi - 110005(herein after referred to as "Employer"), by and between:

THE COMPANIES/FIRMS/SOLE PROPERIETRESHIPS:registered Office at

after referred to ashaving its

(herein,t)

M/s

AND

a company/firm/proprietorships havingherein after referred to asreoistered office at

(herein after referred to individuallv"consortium")

WHEREAS Employer has .issued(Tender/EOl/RFP)No.

Dated

its

,t)

as PARTY and collectively as

to the said consortium

"PARTIES" and as

the document

for CEL.

ANDWHLRTAS the Employer has been assured by the parties that:

a) has proven technology, design &engineering expertise in supply (SITC) of CCTV System & Security Equipment

has expertise tn

shall be the leoder of thc consortium for thc contract.

fort

b)

c)

d) The PARTIES jointly meet the eligibility criteriaDated

/ r^t .:1.,'

for tender/RFP/EOl Noas per employer.

e) The parties& severallycontract

shall coordinate their resourcesfulfill the requirements of the

for

in such a way that they will jointlyemployer and shall be awarded

execuuon of

" (here in

C

after referred to the'CONTRACT/PROJECT/WORK')"

f) M/s and M/s Ltd.shall be jointly and severally liable for the execution & completion of thisco NTRACT/P ROJ ECT/WO R K"

NOW THEREFORE, the partiesagreement (the 'Agreement") onwitnessed as follows:

have entered into the following consortiurnDay Month 2017 to which the parties

1. The PARTIES, each having its own expertise and each as a separate legalentity, shall join their efforts in order to make the consortiurn successful foraward of the CONTRACT and execution of the PROJECT/WORK.

2. Leader of the Consortium (i.e _) shall be overall responsible for theexecution of the contract, But the Leader and other member of theconsortium will be jointly and severally responsible for the execution of theCONTRACT and shall also be liable jointly and severally for damages (ln caseof successful bidding and Contract award) in accordance with the CONTRACTrerms.

3" However, the leader of this consortium shall be solely responsible for overallcoordination of the scope of work of the PARTIES and of overall execution ofthe CONTARCT. However, each PARTY shall remain responsible towards theother PARTY for project execution and for its actions and deficiencies.

4. The parties undertake to co-operate with each other according to theprinciples of good faith and to refrain from acting in any way that maycontravene good faith and to refrain from acting in any way that rnaycontravene aims and objectives of this agreement and to make reasonableeffort in order to prevent or minimize any possible disadvantage for the otherPARTY The co-operation of the PARTIES under the agreement is on mutuallyexclusive basis.Therefore, no PARTY shall in any wav whether directly orindirectly - coordinate or tie up with any new person, company or firm(whether it is a conrpetitor of the P RTIES or rroL) for tire lurbjcct mottcr ofthis agreement.

f

5. Each PARTY shall bear its costs, incurs for the offer prepared and in case ofaward, each PARW will be fully responsible and liable for the completeperformance of the CONTARCT and this agreement. This includes but is not

limited to the liability of a PARTY under the CONTRACT and under thisagreement and each PARTY's liability for damage from it non-performance,defective faulty or delayed perfonmance whether of a PARTY itself or its sub-

contracts as per the provision of the CONTRACT. Each party shall bear all

related costs, charges and risks as shall be agreed in the CONTRACT'

Any dispute, which may arise at any time out of this agreement and any

subsequent amendment or in connection with the Same shall be

finally/settled under the rules of arbitration of International Chamber of

Commerce (lCC) (only when foreign party is there in consortium)/ lndian

Council of Arbitration (lCA) (in case there is no foreign party in the

consortium) by an arbitration panel to be appointed according to the said

Rules. The venues of the arbitration panel shall be Factory premises of CEL

and the language of the proceeding shall be English.

This Agreement shall become effective upon signature by the'PARTIES and

shall remain in full force and effect until all obligations, liabilities and

warranties undertaken/ given by the PARTIES in connection with the present

agreement have been settled.

The agreement may be terminated by either PARTY with immediate effect by

written notice of 30 days to the other PARTY if:

the other PARTY is declared insolvent or bankrupt or if a liquidator or

receiver is appointed to that PARTY, or if an event happens that has a

6

(

7"

8.

( v{by the emploYer or if the emPloYer

ployer awards the CONTRACT to the

third party other than the PARTIES hereto'

g. Any matter, which is not stipulated in the Consortium agreement, shall be

settled in good faith by discussion among the parties in the spirit ofr.rnderstanding and co-operation, Modification and supplement to thisagreement requires mutual agreement between l-he PARTIES and must be inwrrtrng In order to be efTectlve.

(

i '\trit\:

lO"None of the PARTIES shall have the right to introduce a new party orconsortium member or to assign or in any way transfer any of its righ ts orobligations under this agreement to any other company, firm or personwithout first obtaining the consent in writing of the other PARTIES.

11.The Consortium will nominate/authorise a representative who will have theauthority to conduct all business for and on behalf of any and all the partnersof the Consortium during the bidding process and, in the event theConsortium is awarded the CONTRACT, during CONTRACT execution.

12.|t is agreed to authorize the lead bidder of this consortium agreement tosubmit & sign the techno-commercial proposal (i.e. the technical and thefinancial part of the bid) on the behalf of this consortium.

13.The design of solution and equipment selection will be done by the leadbidder who meets the technical eligibility criteria.

14.The Lead bidder shall be solely responsible for Project Management of works.15"Notices and other communications under this Consortium agreement shall be

in writing and communicated through post, courier, fax, email or any otherrecognized mode of such com munication " All such notices and

communications shall be directed to the address as mentioned in theConsortium agreement.

16.Each PARTY shall be responsible to comply with the applicable laws and rulesof the land for their own personnel and property.

17. PARTTES agree to be fully responsible for the successful execution/performance of the CONTRACT in accordance with the terms of the Contract.In case of any breach of the said CONTRACT by any of the PARTIES of theconsortium, liability shall be borne by the PARTIES jointly and severally.

18.The consortium undertake & declare that:a" We accept all the terms & condition of the tender/EOl/RFP for which

this agreement is signed.b. We jointly qualify the tender eligibility criteria.c. The lead member of the consortium M/s

meeting all the technical eligibility criteria, The consortium jointly is

meeting all the olher ellglbility criteria.d, Tlre rrrerrrber of tlris consorLirrrrr is rtot tttentber of more than one

cungortl Un'l for gubmlsslon ol' pr upu:;u I u g.r i r rr,L Ilt ia tr:trder,

e. We are submitting the consortium agreement as per the tender.

f, We certify that we have proposed Technical solution as per

tend erlEo l/R FP req u i rement of th e wo RK/co NTRACT/P ROJ ECT.

g. We certify the originality of the document submitted by us for theabove said WORI(CONTRACT/PROJ ECT"

h. We undertake to accept the terms & condition of the PO/Work orderthat employer will receive from

IS

(

We certify that We had read and accepted all the terms and condition$of this tender & its corrigendum's (if any) and we had submitted thetender document according to the tender condition & tech nicalrequirement.We also certify that the solution that we have proposed is as per thetender/RFP/EOl and fully capable and in compliance to perform thewo R rvco NTRACT/PROJ ECT

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We unconditionally accept employer's tender's all terms & conditions &will finalize the WORK/CONTRACTi PROJECT as per the tenderrequirement.

Signed on this day of of the year 20L7 by the authorizedrepresentatives of

, Firms Firms Name:

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(Name: -tM/s

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M/s

- Signature:

- Name:

- Designation:

- Date:

- . Signature:

- Name:

- Designation:

- Date:

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SERVICE LEVEL AGREEMENT

. (On Rs 1001- Non - Judicial Stamp Paper)

This agreement is made on _(date) _(Month) of (Year )

between

M/s Central Electronics Linrited (CEL), a Company Registered under theCompanies Act, 1956 and having registered office at 781, D. B. Gupta Road,Karol Bagh, New Delhi-110005 and Corporate office at 4, lndustrial Area,Sahibabad - 201 010 (U.P.) (hereinafter called the CEL)

M/S ------------

And

---, having ifs regisfered office at -------

Order

(hereinafter referred to as "Sysfemlntegrator i.e. Sl" which expression shall unless repugnant to the subject orcontext nteans and includes ifs successors and legalassigns)

"CEL & Sl hereinafter be collectivelv referred to as "Pafties".

WHEREAS CEL is engaged in the design & development, engineering,prod,tction, marketing & maintenance of wide range of Electronics products likeSolar Panels, Railway Electronics Products, Security and Surveillance System &Strategic Electronics Products for its client

ANDWHEREAS M/S (Customer) had awardedwork to CEL for the successful completion of the work thorouqh the POAI/orkOrder Number as under:

l. Customer POA/Vork Order No.

SubjectPO POA//ork

ANDWHEREAS the aim of this Agreement is to provide a basis for closecooperation betweeln the Sl and CEL in order to serve the customer promptly andrnore efficiently for the Post execution period. This agreement perceives thateach party knowing and fulfilling its responsibilities will generate an environmentconducive to the achievement and rnaintenance of taroeted service levels. This

ll Custorner

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agreement shall have all commercial/ technical terms on back to back basis andwill include the responsibility of the sr enristed herein below.

Now therefore the parties agree to the following terms and conditions as regardto the service support against the tender inquiry(_Details of tender as givenbelow ) to the CEL:

CEL Tender NoCEL Tender SubjectCustomer POAffork OrderNo

In Warranty support:i. The system installed by the sr shail have warranty against any

manufacturing or design defect for minimum ofyears from the date of commissioning/ handing over whicheveris later. (commissioning/ handing over certificate is encloseowith this agreement)

ii. Availability of necessary maintenance spares foryears shall be made available and ensured bv the Sl

for trouble free operationsIn case of any complaint/call being received, cEL will fonvardthg same to sl through e-mail/ SMS etc. and sl shall initiatecorrective action upon same within 24 hours of the receipt of thee-mail/sMS. Also it is sl's responsibility is to check and ensurethat the system kFeps'running during the warranty period (i.e.trouble free and error free system)The sl will have to rectify the complaint, to make/ restore thesystem to working position as per the timelines defined incustorner order/tender or cEL proposal/tender/purchase orWork Order.sl would arrange for the visit of its service engrneer,immediately and all cost and the incidentar expenses viz. to &fro train I ai fare, lodging charges & local conveyance forattending the complaint shall be borne by Sr itserf cost of anyactions taken by cEL to expedite the probrem rectification suchas site visits etc. shall be recovered from Sl.In case the Sl fails to make/ restore the system to workingposition within the time frames defined in customer order/tenderor CEL proposal/tender/Purchase or Work Order, CEL may getthe system rectified at risk and cost of sl and the cost will be

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recovered from Sl either by deducting cost equal to the cost ofrectification from the PBG or deduction from pending claims' what so ever and appropriate action for non-compliance etc. asper the agreement will be taken.

vii. The Sl shall be responsible to replace free of cost (includingtransportation and insurance expenses (if any)) whole or anypart of System which under normal and proper use becomedysfunctional within the timelines defined in customerorder/tender or CEL proposal/tender/Purchase or Work Order.

viii. Sl will make routine maintenance of the system. Themaintenance shall include through testing & replacement of anydamaged parts of system, normal and preventive maintenance.The Sl shall submit the quarterly maintenance report (in theformat prescribed by CEL) to CEL within 10 days of the end ofquarter.

ix. During operation and maintenance period of the system, if thereis any loss or damage of any component due tomismanagement/ mishandling or due to any other reasons onaccount of fault of the deputed personnel of Sl what-so-ever, theSl shall be responsible for immediate replacement/rectificationAs required or necessary the damaged component shall berepaired or replaced by new component.

x. After sale service and routine maintenance is utmost importantand in case it is observed by CEl/Customer that the Sl is notproviding the Warnanty/AMC/CAMC Services as per the agreedterms then on receipt of complaint form the customer regardingthe same, CEL may debar Sl from participating in any futuretendering process and may blacklist the Sl. Claims of Sl if anywith the CEL shall be forfeited without assigning any reasonwhatsoever. CEL may also encash the Performance BankGuarantee(PcB) submitted by Sl. Further, in such cases CELmay provide the services to the customer which shall be at therisk and cost of the Sl to be recovered from the Sl by encashingthe PBG or against any claim of the Sl lying with CEL. withoutprejudice to any legal recourse that CEL may take in this regard

Post Warranty support:As per AMC/CAMC defined in customer order/tender or CELproposalitender/Purchase or Work Order issued to the Sl for this Work,

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the Sl will be bound to provide the AMC and CAMC support. Noconcessions shall be allowed in this regard.

Also CEL can undertake the post warranty support either on call basis oron AMC basis and the same shall be binding on the Sl. The support scopeof CEL & Sl would be decided by the CEL and the decision of CEL shallbe final and binding on the Sl.

Hazards:Sl shall ensure that its personnel shall, when working or any site inconnection with the Agreement, comply with all relevant environmental,occupational, health and safety legislation and any other appropriatestandards, policies and procedures notified by CEL or appropriategovernment

Sl shall ensure that its personnel shall, bring all safety equipmentsrequired to work on the site in connection with the Agreement. Sl willendeavor to exceed statutory minimum environmental, occupational healthand safety requirements in accordance with generally accepted bestworking practices and any specific standards or other requirements ofCEL.

Period of Agreement :

This Agreement comes into force automatically upon commissioning or

.handover of the site to customer whichever is later unless communicatedby CEL otherwise. The agreement shall be valid up to the end ofWarranty/AMC/CAMC Period as committed to the end customer by CEL.

Review Procedure:This agreement can be reviewed by CEL and Sl as when need arisesThis review will cover services provided, service levels and procedures.Changes to this agreement shall be carried out in writing after the sameare approved by CEL

Payment Terms:Payment will be made to Sl on back to back basis after CEL has received

Its payment from the customer, andCertificate from customer regarding satisfactory provision ofservices. The format for the certificate is enclosed in

Annexure -

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Any deductions made by the customer from the cEL payment shall befully recovered from the Sl payment.

Dispute resolution:

All the disputes, difference controversies/difference of opinions, breachand violation arising from or related to this agreement between the parlies,then the same shall be resolved by mutual discussion /reconciliations ingood faith. lf Disputes, difference controversies/difference of opinions,breach and violation arising from or related to this agreement cannot beresolved within 30 days of commencement of reconciliations/discussionsthen the matter shall be referred to the sole arbitrator, nominated by CMDCEL for this purpose and his decision shall be final and binding on boththe pafties. The cost of arbitration shall be shared equally between theparties Arbitration and Conciliation Act 1996 as amended from time totime shall be applicable. The arbitration proceedings shall be held at CEL,Sahibabad

Governing Law and Jurisdiction:

Disputes arising from these terms of the agreement will be governed byand construed in accordance with the laws of India and shall be subject tothe Jurisdiction of Courts at Delhi only. ln such a case the CEL shall haveright to witfrnold all money till the final decision of the dispute by the

, Competent Court

Force Majeure

An event of force majeure is an event or circumstance which is beyond thecontrol and without the fault or negligence of the pafty affected and whichby the exercise of reasonable diligence the party affected was unable toprevent provided that event or circumstance is limited to the following.

riot, war, invasion, act of foreign enemies, hostilities (whether war bedeclared or not) acts of terrorism, civil war, rebellion, revolution,insurrection of military or usurped power, requisition or compulsoryacquisition by any governmental or competent authority;ionising radiation or contamination, radio activity from any nuclear fuel orfrom any nuclear waste from the combustion of nuclear fuel, radioactivetoxic explosive or other hazardous properties of any explosive assemblyor nuclear component;

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iii. earthquakes, flood, fire or other physical natural disaster, but excludingweather conditions regardless of severity.

b. Neither party is responsible for any failure to perform its obligationsunder this contract, if it is prevented or delayed in per.forming thoseobligations by an event of force ma1eure.

c. where there is an event of force majeure, the party prevented from ordelayed in performing its obligations under this contract musrimmediately notify the other party giving full particulars of the event offorce majeure and the reasons for the event of force ma1eure preventingthat party from, or delaying that party in performing its obligations underthis contract and that party must use its reasonable efforts to mitigate theeffect of the event of force majeure upon its or their performance of thecontract and to fulfil its or their obligations under the contract.

d. Upon completion of the event of force majeure the party affected mustas soon as reasonably practicable recommence the performance of itsobligations under this contract. Where the parly affected is the Sl, the Slmust provide a revised programme rescheduling the works to minimizethe effects of the prevention or delay caused by the event of forcemaJeure.

e. An event of force majeure does not relieve a party from liability for anobligation which arose before the occurrence of that event

f. The Sl has no entitlement and CEL has no liability for:r. any costs, losses, expenses, damages or the payment of any partof the contract price during an event of force majeure; andii. any delay costs in any way incurred by the Sr due to an event of' force maieure.

Signed and Sealed by(Authorized Sig natory)CEL

Signed and Sealed by(Authorized Sig natory)