Request for Quotation For providing Technology Solution ... · PDF file(O2C) process at BPEC...

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BHARAT PETROLEUM CORPORATION LIMITED

CENTRAL PROCUREMENT ORGANISATION (MKTG)

‘A’ INSTALLATION, SEWREE FORT ROAD

SEWREE (E), MUMBAI - 400 015

Request for Quotation

For providing Technology Solution

pertaining to Accounts Receivable (O2C)

Process in Centralized Shared Services

Centre in BPCL and Consultancy services for

implementing the same

Tender Reference/CRFQ No.: 1000268129

System ID No.: 17949

Due Date: 23.11.2016 at 15.00 Hours IST

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INDEX

SR. NO.

DESCRIPTION PAGE #

1 Notice Inviting Tender

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2 Annexure – I : Terms of Reference 5

3 Annexure – II : Contract Terms & Conditions 9

4 Annexure – III : Instructions to Bidder 24

5 Annexure – IV : Proforma for Price Bid 28

6 Annexure – V : Proforma of Performance Bank Guarantee

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CRFQ – 1000268129 Date: 08.11.2016

Request for Quotation (RFQ) for providing Technology Solution

pertaining to Accounts Receivable (O2C) Process in Centralized Shared

Services Centre in BPCL and Consultancy services for implementing the

same

a) Sequel to the Request for Proposal (RFP) for the subject job vide document ref RFP/CPOM/II/1/2016 dated 24/08/2016, BPCL now seeks commercial bid from vendors whose

proposal has been found acceptable to BPCL, on the terms and conditions contained in this RFQ document.

b) The bidder shall have to necessarily submit their quote for the proposal for the subject job that has been accepted by BPCL. Any change in the proposal at the RFQ stage would make the bid liable to be rejected.

c) BID SECURITY: Bidders shall have to submit an Earnest Money Deposit (EMD) of Rs. 2.50 lakh. Pl. refer clause 8 of Instructions to Bidders (Annexure III) for more details.

d) INTEGRITY PACT (IP): IP is a pact between BPCL (as a purchaser) on one hand and the bidder on the other hand stating that the two parties are committed to each other in regard to ensuring transparency and fair dealings in this procurement activity. In this context:

a. IP signed by the bidder and BPCL at the time of submission of the proposal would continue to hold valid for this RFQ.

b. Bidders may raise disputes/ complaints, if any, with the nominated Independent External Monitor whose name/ address/ contact numbers are as given below:

1. Name of IEM and E-Mail Id Shri Brahm Dutt; [email protected] To be contacted for:

COMPLAINTS ONLY

2. IEM’s Address 1/8 Safdarjung Enclave, New Delhi - 110 029.

3. IEM’s Mobile Number 09871920282

1) Name of Procuring Officer-PO Akhil Gupta To be contacted for:

All Other Clarifications/

Details Regarding This Tender

2) PO’s email ID [email protected]

3) PO’s Office Address BPCL, Central Procurement Organization (Mktg), A-Installation, Sewree-Fort Road, Sewree (E), Mumbai - 400 015

4) PO’s Contact Number 022-2417 6041; +91 98690 59054

e) STRUCTURE OF THE RFQ: It is a TWO-PART-BID E-Tender, having Techno-Commercial Bid and Price Bid. Please visit the website https://bpcleproc.in for online participating in this tender and submitting bid. The E-Tender consists of the following annexures. Bidders have to carefully study the same for easy participation:

Terms of Reference (Annexure - I)

Contract Terms & Conditions (Annexure - II)

Instructions to Bidders (Annexure - III)

Proforma of the Price Bid (Annexure - IV)

mailto:[email protected]

https://bpcleproc.in/

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f) BID SUBMISSION: The Bidders are requested to refer Annexure - III for Bidding Process

for E-Tender and may also consult our service provider M/s. E-Procurement Technologies Ltd. (ETL). Bidders have to necessarily log on to our site https://bpcleproc.in and search for the Tender/ System Id (given on Page-1) for participation and submitting the E-Bid.

g) LAST DATE FOR BID SUBMISSION: Your bid should be submitted online on or before the due date i.e. 23rd November 2016, 15.00 hours IST. Bids/ Offers shall not be permitted in E-Tender System after the tender due date/ time. Hence, no bid can be submitted after the due date and time of submission has elapsed. Vendors are advised in their own interest to

ensure that their bids are submitted in E-Procurement System well before the closing date and time of bid submission. No manual bids/ offers along with electronic bids/ offers shall be permitted. Bids not in the prescribed format, are liable to be rejected.

h) DIGITAL SIGNATURE: The tender documents along with Annexure thereto and Price Bids shall be required to be digitally signed with a Class II B or above digital signature by the authorized signatory. The authorized signatory shall be:

a) Proprietor in case of proprietary concern.

b) Authorized partner in case of partnership firm. c) Director, in case of a Limited Company, duly authorized by its Board of Directors to sign.

If for any reason, the proprietor or the authorized partner or director as the case may be, are unable to digitally sign the document, the said document should be digitally signed by the constituted attorney having full authority to sign the tender document and a scanned copy of such authority letter and also the power of attorney (duly signed in the presence of a Notary public) should be uploaded with the tender. Online submission of the tender under the Digital Signature of the authorized signatory shall be considered as token of having

read, understood and totally accepted all the terms and conditions of this tender.

i) Vendors, on the Black/Holiday List of BPCL / MoP&NG / Oil PSE shall not be considered. BPCL reserves the right to accept or reject any or all the Offers at their sole discretion without assigning any reason whatsoever. BPCL’s decision on any matter shall be Final & any vendor shall not enter into correspondence with BPCL unless asked for. BPCL may call for additional documents if required. BPCL would also consider information already available with them regarding Vendor’s credentials.

j) SUPPORT DESK: In case of any clarification pertaining to E-Procurement Process, the vendor may contact ETL on Contact Numbers and E-Mail Ids, as appended below.

All India : +91 79 4001 6868 [email protected] CPO(M) Office : Satyanarayan Behera (90040 14223) [email protected]

: Shyam Kale (77158 14897) [email protected]

k) For clarifications, if any, please feel free to contact us on any working day between 10:00 am to 4:00 pm:

Sr. Manager, Estimation Cell (CPO-Mktg): Akhil Gupta - 022-2417 6041; M –

98690 59054 ([email protected]) At

OFFICE ADDRESS: BPCL, Central Procurement Organization (Mktg), ‘A’ Installation, Sewree-Fort Road, Sewree (E), Mumbai - 400 015

Thanking you,

Yours faithfully,

For Bharat Petroleum Corporation Ltd.

_______________

Akhil Gupta Sr. Manager, Estimation Cell (CPO-Mktg)






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ANNEXURE – I

TERMS OF REFERENCE

The successful bidder shall have to perform two activities as per his proposal accepted by BPCL. The scope of work includes: A. Provide Technology Solution (Software / Tools / Applications / Database) for managing AR

(O2C) process at BPEC on subscription basis on cloud in India. This RFQ is on the basis of “Software as a Service (Saas)” i.e. BPCL will only enter into contract with the successful

bidder. The successful bidder will be the single point of contact (responsibility and accountability) in implementation of AR related solution in BPCL as well as future support and maintenance. Modifications in BPCL IT system (SAP) (including SAP BI/BO) as a result of implementing the software will be executed by BPCL itself.

B. Provide Consultancy Services for implementing the Technology Solution. It would broadly

include the following activities:

1. As Is Study of the Accounts Receivable Processes: Understand and document the current AR Process (As Is Process). This shall cover all the scenarios relating to sales of materials and services including exports. An in depth assessment of the current process (Order to Cash including matching / reconciliation) is expected in this phase on the following: Master Data Maintenance like Customer Master, Price Master etc. Items pertaining to Credit Management which includes

Setting up credit limits

Review Credit limits Review / Removal of Credit Blocks Any other relevant process

Application of Cash / Collection Management Process Customer account clearing Creation of Credit / Debit Notes & Inter-customer postings

Concessional / C-Forms collection process Accounts receivable closing and reporting activities including MIS

2. Design To Be Process at BPEC

a. Define Shared and Retained processes for BPEC (Business Process Excellence Center, BPCL’s captive Shared Services operations)

b. Define the ‘To Be Process’ for AR (O2C) under BPEC. The designing of ‘To Be Process’ should cover all the scenarios as mentioned below:

Particulars Description

Credit Management Study of current process for setting credit limits and updation in system. Further suggesting improvements in

current process of setting credit limits. Setting up / Review of credit limits using workflows. Capturing of the Bank Guarantees in the system.

Follow ups (both Auto/Manual) in case if the bank guarantee is getting expired for renewal.

Review / Removal of Credit Blocks based on the logic / rules predefined. Credit block is activated on delivery stage

in SAP. The proposed solution shall offer removal of blocks in real time.

Application of Cash / Customer Account Clearing

BPCL handles both cash and credit sales: Major BPCL business is Cash and Carry wherein the

customer deposits the money via NEFT / RTGS in BPCL’s bank account which is reflected in the SAP Customer

Ledger. Invoicing happen post receipt of money.

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In case of credit sales, billing is done to the customer on

regular basis and money is expected to be received based on the payment terms.

Solution should offer auto-matching of invoices against the money received (both as advance and credit sales) by building logic, rules & algorithms etc.

Customer account clearing is defined as matching the debit

/ credit notes / losses booked etc. in the customer ledger.

Creation of Debit / Credit Notes

Posting of Debit / Credit notes in the customer accounts based on the advice received from location / territory / region / HQ through workflow. Debit / Credit notes pertain to: Rate differences Discounts (interface with existing ZCOM –discount

application for I&C, LPG & Lubes) Allied Retail Business (ARB) related activities Petro card related entries Any others

Collection Management Collection management means follow up with the customers for

recovering the dues on time by automatic email / calls / SMS / issuing dunning letters. Daily report on collections to be made (in case of credit sales) & daily overdue reports – informing the role holders about age analysis of customers for dues receivable. Resolve Customer disputes – reconciliation issues / balance confirmation / disputes on values in customer account etc.

Perform inter-customer postings

Transfer of balances / amounts from one account of customer to another account of same customer or from one customer to another customer either in same SBU or any other SBU. Building checks and controls with respect to same.

End User training & documentation including Process notes

Training of the new application / solution to the entire user functions i.e. both BPEC / other than BPEC resources. Complete documentation of the As is process, to be process, system design, final blueprint and validation etc.

Audit & reporting Audit & verification of the transactions for its correctness.

Perform Analytics on customer data

Analytics includes Comprehensive Analytics & intelligent scrutiny of the data in customer account to enable decision making. The analysis to be on all the modules i.e. customer account clearing, credit management, credit block removals etc. Analytics should include dashboard and trend analysis

capabilities configurable at the portfolio, team and enterprise levels. Briefly it should include the following: Analytics should be available by No. of Accounts, No. of

Line Items & other variables in the Accounts Receivables module.

Monitoring of bad-debts, overdue analysis, age-wise

analysis of old items, legal cases.

Forecasting for Cash Flows, potential write-offs & other related reports for forecasting overall health of Accounts Receivables in the company.

Transaction level analysis, credit memos issued, credit-worthiness of the customers, credit blocks released etc

No. of customers who are being followed either by email,

SMS, calls etc. Any other reports which are necessary for analytics of

Accounts Receivable.

Master Data Maintenance like Customer Master,

Pricing Master etc.

Customer master data maintenance includes: Creation of new Customer master

Modification of Existing Customer data (including updation

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of tax codes for concessional sales)

Interface / Integration with existing web based Internal Portal i.e. My Portal

Interface / Integration with existing web based Customer Portal i.e. EFP portal

Pricing Master data maintenance includes:

Updation of Customer / Product pricing on fortnightly / monthly / need basis

Sales Contract Management Uploading of contracts / agreements Ensuring that the terms of the contracts / agreements are

implemented

Closing Activities Performing activities related to closing of Accounts receivables in Financials.

Receive, Account, Monitor & Report C-Forms / Concessional Form status

We have a C-Form application in SAP to monitor C-Form / other concessional forms. The same needs to be integrated with the solution so that workflow / trail are established.

c. Define the roles and responsibilities for the AR process d. Define Project Plan

Provide Roadmap for implementation of AR (O2C) process at BPEC for Pilot and then PAN India Go Live.

Prepare a detailed transition plan

3. System Design a. Understand current IT landscape of BPCL. b. Map the ‘To be process’ and IT systems. c. Workflows design for various sub processes for AR (O2C). d. Prepare blueprint document for system implementation.

e. Integration of Technology Solution offered with the existing Web Based Customer Portal and Mobile Application

4. Design of Organization structure for AR (O2C) process in BPEC a. Define the organization structure including staffing b. Define the competencies required. c. Define the operating and governance model. d. Define the To Be process, SLA’s, KPI’s and policies of BPEC

e. Sharing of best practices adopted worldwide in successful operation of BPEC SSC

5. Validation and Finalization

a. Ensure the entire solution is validated and finalized in consultation with BPCL

6. Implement the Solution a. Preparation of development specifications for changes in BPCL IT systems and

customizing changes in IT system

b. Configuring the Technology Solution offered and interfacing/integrating with BPCL IT

System for handling the new “To be processes” c. Implementing Software Interface and workflow set up within BPCL IT system and/or

the Technology Solution offered. d. Development work for validations/ interfaces, etc. e. Comprehensive testing of the process and the software in test systems and document

the test results. f. Prepare configuration document and end user manuals

g. Role based authorizations set up in BPCL IT systems h. Setting up reporting through Customer portal

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7. Develop Reports a. Advice on the reporting requirements on AR (O2C) process to achieve transformation

in process b. Dashboard for Reporting KPIs c. Reporting on SLA’s d. Defining interfaces and data extraction methods from BPCL IT system to SAP BI for

reporting requirements e. Provide Analytics/Dashboards as listed in the To-Be Design for Analytics on customer

data f. Provide functional & technical guidance on building dashboards/KPI’s in SAP BI/BO

8. Training a. Prepare Training documentation b. Prepare Training Plan c. Functional & System related Training to BPEC resources and users at locations .

d. Knowledge Transfer related to the entire implemented process

9. Support a. Preparation activities & Go Live support b. Post Go live support for BPEC c. Support & resolution for inter-disciplinary issues

10. The entire project is expected to be completed in 40 weeks including initial period of Post Go Live Support from the date of issuance of LOI.

11. Run, Stabilize and hand hold operations with BPEC Delivery heads.

12. Approximate Volumetrics (per annum) in Customer Ledger is provided below:

Particulars No. (In Lakhs)*

Sales Invoices 40.47

Debit / Credit Notes – Including Petrocard / Smart Fleet Card transactions

73.69

Misc. Entries – Inter Customer postings, interest etc. 1.87

* Approximate figures based on Fiscal year 2015-16.

# # # # #

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ANNEXURE – II

CONTRACT TERMS AND CONDITIONS

DEFINITION OF TERMS

In the contract documents as herein defined where the context so admits, the following words and expressions will have following meanings: (a) “The Owner/Company/BPCL” means the Bharat Petroleum Corporation Limited, incorporated in

India having its registered office at 4 & 6, Currimbhoy Road, Ballard Estate, Mumbai - 400 001 or their successors or assigns

(b) “The Consultant” means the person or the persons, firm or Company whose tender has been accepted by the Owner and includes the Consultant’s legal representative, his successor and permitted assigns.

(c) The “Managing Director” shall mean the Chairman and Managing Director of the Bharat Petroleum Corporation Limited or his successor in office designated by the Owner.

(d) The “Officer-in-Charge” shall mean the person designated as such by the Owner and shall include those who are expressly authorized by the Owner to act for and on his behalf for operation of this contract.

(e) The “Work” shall mean the works and/or services to be executed in accordance with the contract or part thereof as the case may be and shall include extra, additional, altered or substituted works and/or services as required for purpose of the contract.

(f) The “Contract Document” means collectively the Tender Document, Terms of Reference, agreed variations, if any, and such other document constituting the tender and acceptance thereof.

(g) The “Contract” shall mean the Agreement between the Owner and the Consultant for the execution of the works including therein all contract documents.

(h) The “Terms of Reference” shall mean the various works to be carried out, reports to be generated and commercial documents to be created in line with the law, as detailed in the tender document

(i) The “Tender” means the tender submitted by the Consultant for acceptance by the Owner.

(j) The “Alteration Order” means an order given in writing by the Officer-in-Charge to effect additions to or deletion from and alterations in the works.

(k) The “Completion Certificate” shall mean the certificate to be issued by the Officer-in-Charge to the Consultant when the works have been completed to his satisfaction.

(l) The “Final Certificate” in relation to a work means the certificate issued by the Officer-in-Charge after the period of liability is over for releasing the retention money/PBG.

(m) The “Period of Liability” in relation to a work means the specified period during which the Consultant stands responsible for rectifying all defects that may appear in the services.

1. SUPPLY OF SOFTWARE AND ITS LICENCING

The consultant shall procure and provide all requisite software and allied facilities needed for implementation of this solution at no extra cost.

The software and allied facilities so procured should be in line with the proposal approved by the Owner against the RFP submitted by the consultant.

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Post Go Live, the Technology Solution should be supported by the bidder during the contractual period.

After the lapse of this contract, BPCL may enter into a separate agreement for the Support & Services of the Technology Solution at mutually agreed terms and conditions.

Support to be provided / arranged by the successful bidder only.

The support (Proactive & Reactive) should be offered through a combination of channels viz. telephonic, remote or onsite support (if situation warrants), at the same SLAs as approved in the response to RFP.

A single point contact – Technical Specialist (TS) should be nominated to ensure proper delivery of the support & services. It is expected that the nominated Technical Specialist has over two years of in-depth experience for the software components being supplied.

2. PERFORMANCE OF DUTIES AND SERVICES BY CONSULTANT

2.1. Consultant shall perform its Services in full accordance with the terms and conditions of the Contract and any applicable local laws and regulations and shall exercise reasonable professional skill, care and diligence in the discharge of said Project work.

Consultant shall in all professional matters act as a faithful advisor to OWNER, and will provide all the expert commercial/technical advice and skills which are normally required for the class of Services for which it is engaged.

Consultant, its staff, employees shall carry out all its responsibilities in accordance with the best professional standards.

Consultant shall prepare and submit documents /reports etc. in due time and in accordance with the Tender Conditions.

2.2. Consultant will maintain for the performance of the Contract, personnel as determined to be responsible for carrying out this job and such persons shall not be replaced or substituted without written approval of OWNER.

3. PRIORITY OF WORKS

OWNER reserves the right to fix up priorities which will be conveyed by Officer-in-charge and the Consultant shall plan and execute work accordingly.

4. INTELLECTUAL PROPERTY RIGHTS

Accessibility to the documents of Owner shall be provided to the Consultant for performing the necessary activities as per requirement. The Consultant should maintain secrecy and should not divulge any information to any person/Organization in India or abroad.

5. REPORT / PRESENTATION

The Consultant will submit copies of report, analysis from time to time as required during execution of the work for comments of OWNER. The scope of work involves giving presentation to Senior Management of OWNER as required for understanding of various activities and strategies to be finalized at different stages of the work.

6. SIGNING OF THE CONTRACT

The successful bidder shall be required to execute an agreement within a period of 10 days of the receipt by him of the notification of acceptance of tender. The payment will not be processed till the time the agreement is executed.

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7. MODIFICATION

Any modification of or addition to the contract shall not be binding unless made in writing and agreed by both the parties

8. RECTIFICATION PERIOD

All services shall be rendered strictly in accordance with the terms and conditions stated in the Contract.

No deviation from such conditions shall be made without OWNER’S agreement in writing which must be obtained before any work against the order is commenced. All services rendered by Consultant pursuant to the Contract (irrespective of whether any information has been furnished, reviewed or approved by OWNER) are guaranteed to be of the best quality of their respective kinds.

9. INTERPRETATION OF CONTRACT DOCUMENT

9.1. Except if and to the extent otherwise provided by the Contract, the provisions of the Contract Terms and Conditions shall prevail over those of any other documents forming part of the contract. Several documents forming the contract are to be taken as mutually explanatory. Should there be any discrepancy, inconsistency, error or omission in the contract or any of the matter may be referred to Officer-in-Charge, who shall give his decisions and issue to the Consultant instructions directing in what manner the work is to be carried out. The decision of the Officer-in-Charge shall be final and conclusive and the Consultant shall carry out work in accordance with this decision.

9.2. Singular and Plural: In these contract documents unless otherwise stated specifically, the singular shall include the plural and vice-versa wherever the context so requires. Words indicating persons shall include relevant incorporated companies/ registered as associations/ body of individual/ firm or partnership.

9.3. Notwithstanding the sub-division of the documents into these separate sections and volumes every part of each shall be deemed to be supplementary to and complementary of every other part and shall be read with and into the contract so far as it may be practicable to do so.

9.4. Wherever it is mentioned in the Terms of Reference that the Consultant shall perform certain work or provide certain facilities, it is understood that the Consultant shall do so at his own cost.

10. PERFORMANCE SECURITY DEPOSIT/RETENTION MONEY:

To ensure performance of the contract and due discharge of the contractual obligations, the successful consultant will have to provide security deposit of 10% of the contract value. This Security deposit may be furnished in the form of an Account payee Demand Draft payable to BPCL or Bank Guarantee in the format prescribed as Annexure V. The consultant shall have the option to adjust any Earnest Money Deposit- (EMD) if paid by demand draft towards security deposit if he so desires or otherwise if submitted by way of bank guarantee the validity of the same to be extended suitably as advised by BPCL. In the case of security deposit submitted in the form of Bank guarantee, the Bank Guarantee shall be valid and remain in force till the contractual completion period and with a claim period of six months thereafter. In case the successful consultant is not furnishing the performance security deposit as referred above on award of the job, the same shall be deducted from each running account bills at the rate of 10% of bill value till overall security deposit of 10% as mentioned above is collected. The security deposit will be retained till the successful completion of the work. This retention money/Bank

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guarantee held shall be released after the expiry of the contract period provided that any delay, lack of performance, breach of agreement and/or any default under this contract appearing during that period are corrected by the consultant.

All compensation or other sums of money payable by the consultant to the Owner under terms of this contract may be deducted from his security deposit/retention money or from any sums which may be or may become due to the consultant by the Owner on any account whatsoever. In the event of his security deposit/retention money being reduced by reasons of any such deductions, the consultant shall within ten days thereafter make good any sum or sums, which may have been deducted from his security Deposit/retention money. No interest shall be payable by the Owner from sum deposited as security deposit/retention money.

The security deposit shall be held by the Owner, as security for the due performance of the consultant’s obligations under the contract, provided that nothing herein stated shall make it incumbent upon the Owner to utilize the security deposit/retention money in preference to any other remedy which the Owner may have, nor shall be construed as confining the claims of the Owner against the contractor to the quantum of the Security Deposit/retention money.

The Bank guarantee if submitted shall be from any Indian scheduled bank or an international bank of repute having a branch in India or a corresponding banking relationship with an Indian scheduled bank. The security deposit/retention money shall be in Indian Rupee in the case of domestic bidders and in US Dollars in the case of foreign bidders.

11. FORFEITURE OF SECURITY DEPOSIT

Whenever any claim against the Consultant for the payment of a sum of money arises out of or under the contract, the Owner shall be entitled to recover such sum by appropriating in part or whole, security deposit of the Consultant, forming whole or part of such security being insufficient or if no security has been taken from the Consultant then the balance or the total sum recoverable, as the case may be, shall be deducted from any sum then due or which at any time thereafter may become due to the Consultant. The Consultant shall pay to the owner on demand any balance remaining due.

12. ACTION WHEN WHOLE OF SECURITY DEPOSIT IS FORFEITED: In any case in which, under any clause

or clauses of this contract, the Consultant shall have forfeited the whole of his security deposit (whether submitted in the form of PBG or paid in one sum or deducted by installment) or have committed a breach of any of the terms contained in this contract and has failed to rectify the same within 30 days of receipt of notice such breach or defect by the owner, shall have power to adopt any of the following courses as he may deem best suited to his interest.

12.1. To rescind the contract (of which rescission notice in writing to the Consultant under the hand of the owner shall be conclusive evidence) in which case the security deposit of the Consultant shall stand forfeited and be absolutely at the disposal of the Owner.

12.2. To measure up the work of the Consultant and to take such part thereof as shall be unexecuted out of his hand to give it to another Consultant to complete in which case any expenses which may be incurred in excess of the sum which would have been paid to the original Consultant, if the whole work had been executed by him (of the amount of which excess, the certificate in writing of the Officer-in-Charge shall be final and conclusive) shall be borne and paid by the original Consultant and may be deducted from any money due to him by the Owner under the contract or otherwise or from his security deposit or from the proceeds of sale thereof, of a sufficient part thereof.

In the event of any of the above course being adopted by the Owner, the Consultant shall

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have no claim to compensation for any loss sustained by him by reason of his entered into any agreements or made any advances on account of or with a view to the execution of the work of the performance of the contract. In case the Consultant shall not be entitled to recover or be paid any sum for any work actually performed under this contract unless the Officer-in- Charge will certify in writing the performance of such work and the value payable in respect thereof and he shall only be entitled to be paid the value so certified.

13. PROJECT MANAGEMENT

The project management will be the responsibility of the Officer-in-Charge, who will be nominated by the Owner. The Officer -in-Charge may also authorize his representatives to perform his duties and functions.

14. CONSULTANT’S TEAM

14.1. Consultant shall nominate a qualified and experienced person as its Team Leader who will be the contact person between the owner and Consultant for the performance of the Contract. Consultant shall notify the owner in writing prior to the appointment of a new Team Leader.

14.2. Owner shall be at liberty to object to any nomination and to require Consultant to remove Consultant's representative for good causes. Consultant shall replace immediately such person by competent substitute at no extra cost to the owner.

14.3. Consultant’s Representative shall be entitled to act on behalf of Consultant with respect to any decisions to be made under the Contract.

15. RETIRED/RESIGNED COMPANY OFFICER:

No Officer of the Owner is allowed to work as a Consultant for a period of two years after his retirement/resignation from the employment of the Owner without the previous permission of the Owner. The contract, if awarded, is liable to be cancelled if either the Consultant or any of his employees is found at any time to be such a person, who had not obtained the permission of the Owner as aforesaid before submission of tender, or engagement in the Consultant’s service as the case may be.

16. FIRM PRICE

The prices quoted by the Consultant should be firm and not subject to any price escalation. 17. REIMBURSEMENT OF OUT OF POCKET EXPENSES

Out of Pocket expenses (OPEs) shall be quoted subject to a maximum of 10% of the total basic cost of consultancy services.

Mumbai shall be the base location for the performance of this contract.

No travelling and/or lodging and/or out-of-pocket expense shall be payable for carrying out site visit/ attending office in Mumbai (including MMR). For trips outside the aforementioned city/region, the out of pocket expenses (economy air fare, rail fare, boarding & lodging, local conveyance etc.) shall be reimbursed by OWNER, at actuals against documentary evidence, as follows:

a. Travelling Expenses: Air Travel by economy class by the cheapest airline available or Rail travel by – IInd A.C. will be provided by owner. If owner is unable to provide the same, actual expenses will be reimbursed against documentary evidence. Local Conveyance - at actuals by Taxi, subject to submission of bill.

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b. Accommodation facility and food charges: Accommodation and food facility will be provided by owner. If owner is unable to provide the same then actual expenses for 3 star hotel accommodation will be reimbursed against documentary evidence towards accommodation and food.

c. Reimbursement of out of pocket expenses will also be made for such Site Visits on Owner’s request, as required.

18. NO COMPENSATION FOR ALTERATION IN OR RESTRICTION OF WORK

If at any time from the commencement of the work the owner shall for any reasons whatsoever, not require the whole or part thereof as specified in the tender to be carried out, the Officer-in-Charge shall give notice in writing of the fact to the Consultant, who shall have no claim to any payment or compensation whatsoever on account of any profit or advantage which he might have derived from the execution of the work in full, but which he did not derive in consequence of the full amount of the work not having been carried out, neither shall he have any claim for compensation by reason of any alterations having been made in the original Terms of Reference and instructions which shall involve any curtailment of the work as originally contemplated.

19. CONSULTANT TO OBTAIN HIS OWN INFORMATION:

The consultant in fixing rate shall for all purposes whatsoever be deemed to have himself independently obtained all necessary information for the purpose of preparing his tender. The consultant shall be deemed to have examined the Contract Documents, to have generally obtained his own information in all matters whatsoever that might affect the carrying out the works at the scheduled rates and to have satisfied himself to the sufficiency to his tender. Any error description of quantity or omission there from shall not vitiate the contract or release the Consultant from executing the work comprised in the contract according to Terms of Reference at the scheduled rates. He is deemed to have known the scope, nature and magnitude of the works and the requirements of materials (Technological solution) and manpower involved etc. and as to what all works he has to complete in accordance with the contract documents whatever be the defects, omissions or errors that may be found in the Contract Documents. He is deemed to have acquainted himself as to his liability for payment of Government taxes and other charges. Any neglect or failure on the part of the Consultant in obtaining necessary and reliable information upon the foregoing or any other matters affecting the contract shall not relieve him from any risk or liabilities or the entire responsibility from completion of the works at the scheduled rates and time in strict accordance with the contract documents.

20. OWNER NOT BOUND BY PERSONAL REPRESENTATION

The Consultant shall not be entitled to any increase / or variation on the scheduled rates or any other right or claim whatsoever by reason of any representations, explanations, statements or alleged representation, promise or guarantee given or called to have been given to him by any person.

21. TAXES AND DUTIES

21.1. Consultant shall pay any and all taxes including service tax, duties, levies etc. which are payable in relation to the performance of the Contract. The quoted price shall be inclusive of all such taxes and duties as applicable on the due date of the tender.

21.2. Any statutory variation in taxes and duties within Contractual Completion period shall be payable by OWNER. In case of introduction of GST, the same shall be payable provided any benefit on account of GST accruing to the consultant should be passed on to the owner.

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21.3. OWNER shall deduct tax at source at applicable rates, as required by law.

22. CENVAT / VAT CREDIT

Bidders shall provide cenvatable invoice to enable OWNER to obtain cenvat credit of Indian Service Tax paid as per Indian Service Tax rules.

23. PAYMENT TERMS

The Company, in consideration of the consultant carrying out and completing the respective phase of said work at the Company’s said site, to the satisfaction of the Company, shall pay the consultant as per the said schedule of Rates, subject to deductions, retentions and abatements, if any to be made therefrom in accordance with the provisions of this Agreement. Payment shall be made within 30 days from the date of receipt and acceptance of the bills. The payment milestone shall be as under:

a) 30% of Consultancy Cost at the time of Validation of Implementation blueprint by BPCL

b) 30% of Consultancy Cost at the time of Pan India Go Live.

c) 30% of Consultancy Cost after completion of one month from Go Live

d) 10% of Consultancy Cost after completion of three months from Pan India Go Live

e) All payments pertaining to softwares and cloud facilities will be made on monthly basis once they have been procured for the company starting from the ‘system design’ stage.

Payments would be released by BPEC, KHARGHAR through NEFT.

No advance payment shall be made.

24. CONTRACT PERIOD

Period of contract will be 5 years.

25. EXTENSION OF TIME

If the Consultant shall desire an extension of the time for completion of the work on the grounds of his having been unavoidably hindered in its execution or on any other grounds, he shall apply in writing to the Officer-in-Charge within two weeks of the date of hindrance on account of which he desires such extension as aforesaid, and the Officer-in-Charge shall if in his opinion (which shall be final), reasonable grounds have been shown thereof, authorize such extension of time as may in his opinion be necessary or proper. In the event of extension of Time of the contract, if granted, the Consultant shall be required to suitably extend the period of Bank Guarantee if submitted, towards security Deposit/retention money suitably.

26. PRICE REDUCTION CLAUSE

26.1. In case the Consultant fails to complete the whole work within the stipulated period for reasons attributable to him, he shall be liable to reduce his price by 0.5% of the value of contract per week and or part thereof of the delay subject to a maximum of 5% of the value of the contract. The owner shall be at liberty to adjust or deduct the said amount of price reduction from any amount due to the Consultant including Security Deposit.

26.2. The owner shall be at liberty to deduct or retain from any amount payable to the Consultant periodically, the proportionate or full amount of price reduction as the case may be for the delay periodically caused by the Consultant.

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27. PENALTY SCHEDULE

Post GO LIVE, the Service Level Agreement (SLA) already decided in the accepted proposal for Technology solution support and cloud service uptime, shall be adhered to failing which penalty shall be imposed as under:

S. No. Uptime Penalty Rate

1 98 – 99% 1% of monthly bill value for the respective category of service



4 90 and below 10% of monthly bill value for the respective category of service

28. SUM PAYABLE BY WAY OF COMPENSATION TO BE CONSIDERED AS REASONABLE COMPENSATION

WITHOUT REFERENCE TO ACTUAL LOSS

All sums payable by way of compensation under any of the conditions shall be considered as reasonable compensation without reference to the actual loss or damage, which shall have been sustained by the Owner.

29. TERMINATION/OFFLOADING

29.1. The Consultant fully understands that timely completion of the work as per the schedule is of paramount necessity as otherwise it would lead to adversely affecting the schedules of other works/project with resultant financial and other losses to the Company/owner. In view of this, the Consultant unconditionally agrees and binds himself to be liable for all the consequences for non-completion of the work within the stipulated time.

29.2. In case a situation is brought about by the Consultant warranting termination/off-loading of the whole or any part of the work for any reason whatsoever, the Company/owner shall have the liberty and right to entrust/engage/award the work so terminated/off loaded at the risk and cost of the Consultant to any other agency/Consultant by adopting any mode of inviting tenders, i.e. open/limited/ single party/negotiation basis etc. in order to ensure completion of the work as per the schedule or at the quickest possible time. Prior to engaging any third party BPCL shall give 30 days notice to the consultant to complete or rectify the fault. However such period will attract price reduction as per clause 26.1

30. LIABILITIES

30.1. Without prejudice to any express provision in the contract, Consultant shall be solely responsible for any delay, lack of performance, breach of agreement and/or any default under this contract.

30.2. Consultant shall remain liable for any damages due to its gross negligence within the next 12 months after the issuance of the provisional acceptance certificate of the contract.

30.3. The amount of liability will be limited to the total value of the contract.

30.4. Notwithstanding any other provisions, except only in cases of willful misconduct, gross negligence, criminal acts, IPR infringement and breach of confidentiality obligations, neither the Consultant nor OWNER shall be liable to each other, in Contract, tort or otherwise, for any consequential loss or damage, loss of use, loss of production, or loss of profits or interest costs.

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31. PROFESSIONAL LIABILITY

The Consultant is expected to carry out its assignment with due diligence and in accordance with prevailing standards of the profession.

32. INDUSTRIAL AND INTELLECTUAL PROPERTY

32.1. In order to perform the services, Consultant must obtain at its sole account, the necessary assignments, permits and authorizations from the titleholder of the corresponding patents, models, trademarks, names or other protected rights and shall keep the owner harmless and indemnify the owner from and against claims, proceedings, damages, costs and expenses (including but not limited to legal costs) for and/or on account of infringements of said patents, models, trademarks names or other protected rights.

32.2. All documents, report, information, data etc. collected and prepared by Consultant in connection with the scope of work submitted to the owner will be property of the owner.

32.3. All information, data, report, etc. residing in the cloud in connection with the scope of work submitted to the owner will be the property of the owner. It should be handed over to the Owner as and when demanded by the owner.

32.4. Consultant shall not be entitled either directly or indirectly to make use of the documents, reports given by the owner for carrying out of any services with any third parties.

32.5. Consultant shall not without the prior written consent of the owner be entitled to publish studies or descriptive article with or without illustrations or data in respect of or in connection with the performance of services.

33. LIENS:

33.1. If, at any time, there should be evidence or any lien or claim for which the Owner might have become liable and which is chargeable to the consultant, the Owner shall have the right to retain out of any payment then due or thereafter to become due an amount sufficient to completely indemnify the owner against such lien or claim and if such lien or claim be valid the Owner may pay and discharge the same and deduct the amount so paid from any money which may be or may become due and payable to the Consultant. If any lien or claim remain unsettled after all payments are made, the consultant shall refund or pay to the Owner all moneys that the latter may be compelled to pay in discharging such lien or claim including all costs and reasonable expenses.

33.2. Consultant will not disclose details of the work to any person or persons except those engaged in its performance, and only to the extent required for the particular portion of the work being done. Consultant will not give any items concerning details of the work to the press or a news disseminating agency without prior written approval from Owner.

34. OWNER MAY DO PART OF WORK:

Upon failure of the consultant to comply with any instructions given in accordance with the provisions of the contract, the owner has the alternative right, instead of assuming charge for entire work to place additional manpower, technological solutions on such parts of the work, as the owner may designate or also engage another consultant to carry out the work. In such cases, the owner shall deduct from the amount which otherwise might become due to the consultant, the cost of such work and materials with ten percent added to cover all departmental charges and should the total amount thereof exceed the amount due to the consultant, the consultant shall pay the difference to the owner. However, the maximum aggregate liability under this clause shall be limited to total contract value.

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35. CONFLICT OF INTEREST

35.1. The consultant shall not receive any remuneration in connection with the assignment except as provided in the contract. The consultant and its affiliates shall not engage in consulting or other activities that conflict with the interest of the employer under the contract.

35.2. OWNER policy requires that consultants provide professional, objective, and impartial advice and at all times hold the client’s interests paramount, without any consideration for future work, and that in providing advice they avoid conflicts with other assignments and their own corporate interests. Consultants shall not be hired for any assignment that would be in conflict with their prior or current obligations to other clients, or that may place them in a position of being unable to carry out the assignment in the best interest of OWNER.

35.3. Consultants have an obligation to disclose any situation of actual or potential conflict that impacts their capacity to serve the best interest of their Client, or that may reasonably be perceived as having this effect. Failure to disclose said situations may lead to the disqualification of the Consultant or the termination of its Contract.

36. CONFIDENTIALITY

36.1. OWNER and the Consultant agree to keep confidential (i) the terms and conditions of the Contract (ii) any data/ information related to the Contract which is not in public domain and which may have a material effect on the Contract, and (iii) any opinion, advice, statement, experts' views, documents, technical particulars, etc., provided by OWNER to the Consultant and vice versa. Further, the Consultant and OWNER agree that none of the foregoing matters may be disclosed or referred to publicly or to any third party not concerned with the Contract excluding the Government of India, OWNER or it’s authorized assigns or any such other body which has the authority to ask for such information under the law) except in accordance with the written authority of the other Party.

36.2. The provisions of the clause shall continue to be in force after the termination or completion of Services under the Contract and shall expire after 24 months from termination or completion of service

37. SUBLETTING AGREEMENT

The Consultant shall not sublet or assign the work or any part thereof to another party without the written consent of the company and no such subletting or assignment shall relieve the Consultant from the full and entire responsibility of his obligation under this Agreement.

38. SUSPENSION OF WORKS: The Consultant shall, if ordered in writing by the Officer-in-Charge or his representative, temporarily suspend the works or any part thereof for such period and such time as so ordered and shall not, after receiving such written order, proceed with the work therein ordered to be suspended, until he shall have received a written order to proceed therewith. The Consultant shall not be entitled to claim/ compensation for any loss or damage sustained by him by reason of temporary suspension of the works aforesaid. An extension of time for completion, corresponding with the delay caused by any such suspension of the works as aforesaid will be granted to the Consultant, should he apply for the same, provided that suspension was not consequent to any default or failure on the part of the Consultant.

39. CANCELLATION

The Company shall at any and all times during the period stipulated for the work, has the right forthwith to cancel this agreement by giving written notice thereof to the Consultant and in such

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case the Consultant shall be paid for such part of the work as has been executed by him up to the date of cancellation, on the basis of schedule of rates as per Purchase order/Contract and shall be reimbursed by the Company for the cost and expenses incurred by him but which would now be wasted as a direct consequence of the cancellation of the Agreement.

40. FORCE MAJEURE

Any delays in or failure of the performance of either party hereto shall not constitute default here under or give rise to any claims for damages, if any, to the extent such delays or failure of performance is caused by occurrences such as Acts of God or the public enemy expropriation or confiscation of facilities by Govt./authorities, compliances with any order or request of any Government authorities, acts of war, rebellion or sabotage or fires, floods, explosions, riots or strikes. The Consultant shall keep records of the circumstances referred to above and bring these to the notice of Officer-in-Charge in writing immediately on such occurrences.

41. ARBITRATION:

41.1. Any dispute or difference of any nature whatsoever, any claim, cross-claim, counter-claim or set off of BPCL / Bidders against omission or on account of any of the parties hereto arising out of or in relation to this Contract shall be referred to the Sole Arbitration of Director (Marketing) / Director (HR) / Director (R) of BPCL as the case may be or to some officer of BPCL who may be nominated by them.

41.2. In the event the Arbitrator being unable or refusing to act for any reason whatsoever, the said Directors of BPCL shall designate another person to act as an Arbitrator in accordance with the terms of the said Contract/Agreement. The Arbitrator newly appointed shall be entitled to proceed with the reference from the point at which it was left by his predecessor.

41.3. It is known to the parties herein that the Arbitrator appointed hereunder is an employee of the Corporation and may be Shareholder of the Corporation.

41.4. The award of the Arbitrator so appointed shall be final, conclusive and binding on all the parties to the contract and the law applicable to arbitration proceedings will be the Arbitration and Conciliation Act, 1996 or any other enactment in replacement thereof.

41.5. The language of the proceedings will be in English and the place of proceedings will be Mumbai.

41.6. The parties hereby agree that the Courts in the city of Mumbai alone shall have jurisdiction to entertain any application or other proceedings in respect of anything arising under this Agreement and any Award or Awards made by the Sole Arbitrator hereunder shall be filed, if required, in the concerned Courts in the City of Mumbai alone.

42. OPERATION OF CONTRACT

42.1. Law Governing:

Regardless of the place of contracting, place of performance or otherwise, this Agreement, and all amendments, modifications, alterations, or supplements, thereto shall be governed by the laws of India and respective state laws for the nature, validity and interpretation thereof.

42.2. Jurisdiction:

The Consultant shall be governed by the Laws in force in INDIA. The Consultant hereby submits to the jurisdiction of the Courts situated at Mumbai, for the purpose of actions and proceedings arising out of the contract and the courts at Mumbai, only will have jurisdiction to hear and decide such actions and proceedings.

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42.3. Non-Waiver of Default:

Any failure by the Owner or Consultant at any time, or from time to time, to enforce or require the strict keeping and performance of any of the terms or conditions of this agreement, or to exercise a right hereunder, shall not constitute a waiver of such terms, conditions or rights, and shall not affect or impair same, or the right of the Owner or the Consultant, as the case may be at any time to avail itself of same.

43. NOTICES

43.1. Any notice given by one party to the other pursuant to the CONTRACT shall be sent in writing or by fax, telex/cable confirmed in writing.

43.2. A notice shall be effective when delivered or on the notice’s effective date, whichever is later.

44. HOLIDAY LISTING:

(a) The following expressions used in this clause shall have the meaning indicated against each of these, unless the context otherwise requires:

Agency: “Party/Contractor/Supplier/Bidders/Consultant/Bidder/Licensor” in the context of these guidelines is indicated as ‘Agency’; “Party/ Contractor/Supplier/Bidders/ Consultant/bidders/Licensor” shall mean and include a public limited company or a private limited company, a joint venture, Consortium, HUF, a firm whether registered or not, an individual, co-operative society or an association or a group of persons engaged in any commerce, trade, industry etc.

Appellate Authority: “Appellate Authority” shall mean the concerned functional Director of BPCL or any other authority nominated by the C & MD. The Appellate authority shall be higher than the “Competent Authority”.

Competent Authority: “Competent Authority” shall mean the authority, who is competent to take final decision for Banning of business dealings with Agencies, in accordance with these guidelines:

The Competent Authority for a Procurement Department which is initiating the Holiday Listing process should be the Regional head (or) SBU / Entity head as the case may be relevant to the said Procurement Department, but not below the level of General Manager

Corporation: “Corporation” means Bharat Petroleum Corporation Ltd. with its Registered Office at Bharat Bhavan-I, 4&6 Currimbhoy Road, Ballard Estate, Mumbai-400001.

Corrupt Practice: “Corrupt Practice” means the offering, giving, receiving or soliciting, directly or indirectly, anything of value to improperly influence the actions in selection process or in contract execution. Corrupt Practice” also includes any omission for misrepresentation that may mislead or attempt to mislead so that financial or other benefit may be obtained or an obligation avoided.

Fraudulent Practice: “Fraudulent Practice” means and include any act or omission committed by a agency or with his connivance or by his agent by misrepresenting/ submitting false documents and/ or false information or concealment of facts or to deceive in order to influence a selection process or during execution of contract/ order;

Collusive Practice : “Collusive Practice” amongst bidders (prior to or after bid submission)” means a scheme or arrangement designed to establish bid prices at artificial non-competitive levels and to deprive the Employer of the benefits of free and open competition.

Coercive Practice: “Coercive practice” means impairing or harming or threatening to impair

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or harm directly or indirectly, any agency or its property to influence the improperly actions of an agency, obstruction of any investigation or auditing of a procurement process.

Officer-in-Charge: “Officer –in-Charge (OIC)” or “Engineer-in-Charge (EIC)” shall mean the person (s) designated to act for and on behalf of BPCL for the execution of the work as per requirement of the concerned department.

Malpractice : Malpractice means any Corrupt Practice, Fraudulent Practice, Collusive Practice or Coercive practice as defined herein;

Misconduct : “Misconduct” means any act or omission by the Agency, making it liable for action for Holiday Listing as per these guidelines

Nodal Department: “Nodal Department” means the Department primarily assigned with the role of overseeing the Holiday Listing Process to ensure adherence to guidelines, maintaining, updating and publishing the list of Agencies with whom BPCL has decided to ban business dealings and shall be the Corporate Finance Department.

Bidders De-listment Committee: “Bidders De-listment Committee” relevant to the procurement department which initiates the holiday listing process would the same as the Bidders enlistment Committee as per DR&A of the concerned SBU/Entity.

(b) An Agency may be placed in Holiday List for any one or more of the following circumstances for the period mentioned herein: i. In the context of its dealings with the Corporation:

S. No Reasons for holiday listing Period of holiday listing

1 Indulged in malpractices resulting in financial loss to the Corporation 15years

2 Submitted fake, false or forged documents / certificates 3years

3 Has substituted materials in lieu of materials supplied by BPCL or has not

returned or has unauthorized disposed off

materials/documents/drawings/tools or plants or equipment supplied by

BPCL

15years

4 Has deliberately violated and circumvented the provisions of labour

laws/regulations/rules, safety norms, environmental norms or other

statutory requirements

3years

5 Has deliberately indulged in construction and erection of defective works

or supply of defective materials

3years

6 has not cleared BPCLs previous dues if applicable 1year

7 Has committed breach of contract or has abandoned the contract 3years

8 Poor performance of the Agency in one or several contracts 1year

9 Has not honoured the fax of award/letter of award/ Contract/ Purchase

order after the same is issued by BPCL

1year

10 Withdraws/revises the bid upwards after becoming the L1 bidder 1year

11 Has parted with, leaked or provided confidential/ proprietary

information of BPCL to any third party without the prior consent of BPCL

15years

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ii. Following additional grounds can also be reasons for Holiday Listing of an agency:

S. No Reasons for holiday listing Period of holiday listing

1 If the Agency is or has become bankrupt , OR is being dissolved OR has

resolved to be wound up OR if proceedings for winding up or dissolution

has been instituted against the Agency

3years

2 Any other ground, including transgression of Integrity Pact, which, in the

opinion of the Corporation, makes it undesirable to deal with the Agency;

In the case of transgression of Integrity Pact, the same should be

substantiated by the verdict of the Independent External Monitor

3years

iii. In cases where Holiday Listing is proposed based on advice from the Administrative Ministry, no

show cause or formal decision by competent authority will be required. The Nodal Department will directly intimate the Agency that they have been placed in Holiday Listing by BPCL based on the Ministry’s advice

(c) Provision for Appeal • An agency aggrieved with the decision of the Competent Authority shall have the option of filing

an appeal against the decision of the Competent Authority within a maximum of 15 days from the date of receipt of intimation of holiday listing.

• Any appeal filed after expiry of the above period shall not be considered by the Appellate Authority;

• On receipt of the Appeal from the Agency, the Appellate Authority, if it so desires, may call for comments from the Competent Authority;

• After receipt of the comments from the Competent Authority, the Appellate Authority, if it so desires, may also give an opportunity for personal hearing, to the Appellant Agency;

• After examining the facts of the case and documents available on record and considering the submissions of the Appellant Agency, the Appellate Authority may pass appropriate order by which the Appellate Authority may either :

i. Uphold the decision of Competent authority with or without any variation/lesser period of Holiday Listing; OR

ii. Annul the order of the Competent Authority. • No Appeal is permitted in case an Agency is placed in Holiday List by BPCL, based on Ministry’s

advice.

(d) Effect of Holiday Listing • No enquiry/bid/tender shall be entertained with an Agency as long as the ‘Agency’ name

appears in the Holiday list. • If an ‘Agency’ is put on the Holiday list during tendering:

i. If an‘ Agency’ is put on Holiday List after issue of the enquiry/bid/tender but before opening of the un-priced bid, the un-priced bid of the ‘Agency’ shall not be opened and BG/EMD, if submitted by the ‘Agency’ shall be returned. If an ‘Agency’ is put on Holiday List after un-priced bid opening but before price bid opening, the price bid of the ‘Agency’ shall not be opened and BG/EMD submitted by the ‘Agency’ shall be returned .

ii. If an ‘Agency’ is put on Holiday List after opening of price bid but before finalization of the tender, the offer of the ‘Agency’ shall be ignored and will not be further evaluated and the BG/EMD if any submitted by the ‘Agency’ shall be returned, The ‘Agency’ will not be considered for issue of order even if the ‘Agency’ is the lowest(L1). In such situation next lowest shall be considered as L1;

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iii. If contract with the ‘Agency’ concerned is in operation, (including cases where contract has already been awarded before decision of holiday listing) normally order for Holiday Listing from business dealings cannot affect the contract, because contract is a legal document and unless the same is terminated in terms of the contract, unilateral termination will amount to breach and will have civil consequences.

(e) Revocation of suspension order “A Holiday Listing order may, on a review during its currency of operation, be revoked by the competent authority if it is of the opinion that the disability already suffered is adequate in the circumstances of the case, and the Agency has taken appropriate action to avoid recurrence. “

The entire guidelines and procedures for Holiday Listing are available in BPCL website and they can be accessed @ http://bharatpetroleum.in/pdf/holidaylistingpolicyfinal.pdf.

# # # # #

http://bharatpetroleum.in/pdf/holidaylistingpolicyfinal.pdf

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ANNEXURE – III

INSTRUCTIONS TO BIDDERS 1. Interested parties may download the tender from BPCL website

(http://www.bharatpetroleum.in) or the CPP portal (http://eprocure.gov.in) or from the e-tendering website (https://bpcleproc.in) and participate in the tender as per the instructions given therein, on or before the due date of the tender. The tender available on the BPCL website and the CPP portal can be downloaded for reading purpose only. For participation in the tender, please fill up the tender online on the e-tender system available on https://bpcleproc.in.

2. Corrigendum/ Amendment, if any, shall be notified on the site https://bpcleproc.in. In case any Corrigendum/ Amendment is issued after the submission of the bid, then such vendors who have submitted their bids, shall be intimated about the Corrigendum/ Amendment by a system-generated email. It shall be assumed that the information contained therein has been taken into account by the vendor. They have the choice of making changes

in their bid before the due date and time.

3. To maintain secrecy and security of bids and the data exchanged, the system operates with

the “Digitally signed Certificate” from buyer as well as seller. Data exchanged in the system shall have double encryption which is enabled by a “Digitally signed Certificate”. This ensures maximum possible security and the bids can be viewed only after the tender opening by BPCL / Service provider / participating vendors.

4. As a pre-requisite for participation in the tender, vendors are required to obtain a valid Digital Certificate of Class IIB and above (having both signing and encryption certificates) as per Indian IT Act from the Licensed Certifying Authorities operating under the Root Certifying Authority of India (RCIA), Controller of Certifying Authorities (CCA). The cost of obtaining the digital certificate shall be borne by the vendor.

5. In case any vendor so desires, he may contact our e-procurement service provider M/s. E-

Procurement Technologies Ltd., Ahmedabad (Contact no. Tel: +91 79 4001 6868) for obtaining the Digital Signature Certificate.

6. Directions for submitting online offers, electronically, against e-procurement tenders directly

through internet:

(i) Vendors are advised to log on to the website (https://bpcleproc.in) and arrange to register themselves at the earliest.

(ii) The system time (IST) that will be displayed on e-Procurement web page shall be the time considered for determining the expiry of due date and time of the tender and no other time shall be taken into cognizance.

(iii) Bidders are advised in their own interest to ensure that their bids are submitted in e-Procurement system well before the closing date and time of bid. If the bidder intends

to change/revise the bid already entered, he may do so any number of times till the due date and time of submission deadline. However, no bid can be modified after the deadline

for submission of bids.

(iv) Bids / Offers shall not be permitted in e-procurement system after the due date / time of tender. Hence, no bid can be submitted after the due date and time of submission has elapsed.

(v) No manual bids/offers along with electronic bids/offers shall be permitted.

7. The entire tender document along with Annexure, Bid Qualification Criteria (if any), Techno-commercial and other Details, Price Bid as well as all the uploaded documents shall form the part of the tender. Offers should strictly be in accordance with the tender terms & conditions and our specifications. Tenderers are requested to carefully study all the documents/ annexure and understand the conditions, specifications etc, before submitting the tender and quoting


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rates. In case of doubt, written clarifications should be obtained, but this shall not be a

justification for request for extension of due date for submission of bids. 8. Earnest Money Deposit (EMD)

a) The bidder shall submit an interest-free Earnest Money Deposit of Rs. 2.5 lakh (Rupees Two lakh and Fifty thousand only) by crossed account payee Demand Draft drawn on any nationalised/ scheduled bank in favour of “BHARAT PETROLEUM CORPORATION LTD” payable at Mumbai.

b) EMD should be submitted in physical form in a sealed cover addressed to Senior Manager, CEC (CPO-M) - , boldly super-scribed on the outer cover –

CRFQ number Item Closing date/Time Name of the tenderer

It should be dropped in the tender box or sent by Registered Post/Courier to the following

address so as to reach on or before the due date & time of the tender:

Central Procurement Organization (Marketing), ‘A’ Installation, Sewree Fort Road, Sewree, Mumbai-400015

BPCL will not be responsible for non-receipt of instrument(s) due to postal delay/loss in

transit etc.

c) Cheques, cash, Money Orders, Fixed deposit Receipts, Bank guarantees etc. towards EMD are not acceptable. Similarly, request for adjustment against any previously deposited EMD/Pending Dues/Bills/Security Deposits of other contracts etc. will not be accepted towards EMD.

d) Bid received without the EMD is liable to be rejected.

e) Units registered with National Small Industries Corporation (NSIC) and/or Micro or Small

Enterprises (MSE) are exempted from payment of EMD, subject to :

The unit being registered with NSIC for the item tendered. Registration certificate being valid as on date of quotation.

Such bidders must upload a photocopy of valid NSIC Registration Certificate/ Review certificate duly attested by a gazetted officer/notorised, (photocopy of application for registration as NSIC or for renewal will not be acceptable) and/or a valid MSE registration with any notified body specified by Ministry of Micro, Small and Medium Enterprises, failing which such bid will be treated as bid received without EMD and liable to be rejected.

f) Registration with DGS&D will not entitle the bidder to claim exemption from payment of EMD.

g) EMD is liable to be forfeited (in addition to “Holiday Listing” as applicable in line with clause 43 of Contract Terms and Conditions) in the event of:

i. Withdrawal of offers during the validity period of the offer.

ii. Non-acceptance of LOI/order, if and when placed.

iii. Any unilateral revision in the offer made by the bidder during the validity of the offer.

h) EMD shall be refunded to all the unsuccessful bidders after finalization of order on the successful bidder.

i) EMD shall be refunded to the successful bidder upon submission of the entire amount of performance security deposit.

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9. Bidders are required to complete the following process online on or before the due date of

closing of the tender:

A. Techno-Commercial bid

a. Accept the contents of the following annexure barring deviations notified in the form provided for this purpose:

(i) Contract Terms and Conditions - Annexure II

b. Accept the contents of the following annexures in toto by clicking on the button provided on the screen below each one of them:

(i) Terms of Reference - Annexure I (ii) Instructions to bidders - Annexure III

c. Upload the proposal that has been approved by BPCL, to meet the Terms of Reference. d. Upload the other documents, if applicable. e. Submit the EMD [if applicable] in physical form or upload a copy of NSIC/MSE

Registration Document (all the pages of the EM-II Certificate [Part – II Memorandum]) issued by appropriate authority, as proof of exemption thereof

B. Price bid Fill in the price bid online as per the proforma given in Annexure IV.

10. If the vendor intends to change/ revise the bid already submitted, they shall have to withdraw their bid already submitted, change/ revise the bid and submit once again. However, if the vendor is not able to complete the submission of the changed/ revised bid within due date & time, the system would consider it as no bid has been received from the vendor against the tender and consequently the vendor will be out of contention. The process of change/ revise may do so any number of times till the due date and time of submission deadline. However,

no bid can be modified after the deadline for submission of bids. Once the entire process of online bid submission is complete, bidders will get an auto mail from the system stating they have successfully submitted their bid in the following tender with tender details.

11. No responsibility will be taken by BPCL and/or the e-procurement service provider for any

delay due to connectivity and availability of website. They shall not have any liability to bidders for any interruption or delay in access to the site irrespective of the cause. Vendors

are advised to start filling up the tenders much before the due date/ time so that sufficient time is available with him/ her to get acquaint with all the steps and seek help if they so require. It should be noted that the bids become viewable only after opening of the bids on/ after the due date/ time. Please be reassured that your bid will be viewable only to you and nobody else (including E-Tendering Service Provider as well as BPCL Officials) till the tender is opened. BPCL and/or the E-Procurement Service Provider shall not be responsible for any

direct or indirect loss or damages and or consequential damages, arising out of the bidding process including but not limited to systems problems, inability to use the system, loss of electronic information etc. No claims on this account shall be entertained.

12. ACCEPTANCE OF BIDS BY THE CORPORATION:

For qualifying in the techno-commercial bid,

a. BPCL should have received the EMD submitted by the bidder or proof of exemption there

from b. Bidder should not have been debarred or holiday listed by BPCL and/or Oil PSEs and/or

MOP&NG for a period that is not over as on the due date of this tender c. Bidder should have submitted the bid for the same proposal that has been approved by

BPCL d. Bidder should have completed the entire bidding process and the deviations mentioned by

him should be acceptable to the corporation

Price bid of only those vendors would be opened who qualify in the Techno-commercial bid. Price bid shall be evaluated on the overall lowest cost basis.

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13. BPCL reserves the right to accept any offer in whole or part or reject any or all offers without

assigning any reason. We are also not bound to accept the lowest Bid. Corporation reserves the right to reject any offer which in the opinion of the Corporation is below the normal cost of Containers based on the current cost of inputs.

14. No counter terms and conditions shall be acceptable to us.

15. It shall be understood that every endeavor has been made to avoid error which can materially affect the basis of Tender and the successful Vendor shall take upon himself and provide for risk of any error which may subsequently be discovered and shall make no subsequent claim on account thereof. No advantage is to be taken either by the Corporation or the Vendor of any clerical error or mistake may occur in the general specification, schedules and plans.

16. If any of the information submitted by the tenderer is found to be incorrect at any time including the contract period, BPCL reserves the right to reject the tender/ terminate the contract and reserves all rights and remedies available.

17. Vendors are advised not to enclose unwanted and unasked documents with the tender. Any such documents if received shall not be considered.

18. A tender may not be considered, if BPCL is unable to evaluate that offer for want of any Information.

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ANNEXURE – IV

PROFORMA OF PRICE BID (To Be Submitted Online)

Price Bid 1 : Type of License

Sr No

Type of license

Qty (A)

Unit Monthly

subscription fee

VAT IN %

VAT Amount

Service tax in %

Service tax

Amount (in Rs)

Unit Rate (B)

Total Amount (in Rs)

A X B

A X B

A X B

Total: D

Software license fee to be filled in Price Bid final form Sr no 3 Monthly Software License Fee here from the total obtained in this form.

1. Quantity of licenses to be specified as approved in the proposal by BPCL.

2. All software subscription fee to be quoted on monthly basis.

3. License fee for all supporting software’s shall also be specified in this form.

4. Payment shall be made as per the actual licenses procured by BPCL.

5. In cases where the bidder quotes a wrong VAT rate, for releasing the final order, the

following methodology will be followed:

A. In case the actual VAT rate applicable for the state is lower than the quoted VAT

rate, the actual VAT rate will be added to the quoted basic rates. The final cash

outflow will reduce to the extent of the revised VAT.

B. In case the actual VAT rate applicable for the state is more than the quoted VAT

rate, the basic rates quoted will be reduced proportionately, keeping the final cash

outflow the same as the overall quoted amount.

NOTES:

Only cells highlighted in blue have to be filled by the bidder

Cells highlighted in brown are calculated fields

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Price bid final

Sr. No.

Particulars Qty (A)

Unit Basic Rate

(B)

Basic Total ( C )

VAT % on Basic Rate

(D)

Vat Amount

(E)

Service Tax %

(F)

Service Tax

amount (G)

Unit Rate (H)

Total Amount

1 Consultation Fees (Note i) 1 Lumpsum

Bidder to Quote A x B

Bidder to Quote D% x B

Bidder to Quote F% x B B+E+G H x A

3

Monthly Software License Fee (Note iii) 60 Months

Total (D) from Price Bid 1: Type of License A x B

Bidder to Quote as Zero Zero

Bidder to Quote as Zero Zero B H x A

4 Cloud Facilities (Note iv) 60 Months




5 Extended GO LIVE support (Note v) 3 Week




6 Software development fees (Note vi) 100 Manday




Total of Above (A11)

Price bid - Maximum Out of Pocket Expenses (Note ii)

Sr. No

. Particulars

Qty (A)

Unit Basic Rate

(B)

Basic Total ( C )

VAT % on Basic Rate

(D)

Vat Amount

(E)

Service Tax %

(F)

Service Tax

amount

(G)

Unit Rate (H)

Total Amount

2

Maximum Out of Pocket Expenses (Note ii)

10 %

10% of Basic rate of Sr no 1 of Price Bid

Final (Auto calculated field)

B Bidder to

Quote D% x B

Bidder to Quote

F% x B B+E+G H x A

TOTAL OF ABOVE (A12)

GRANDTOTAL A11 + A12

Note I : Consultation Fees for implemention of AR solution including Post Go Live Support.Please refer Clause B of TERMS

OF REFERENCE.

Note ii This is a calculated field equivalent to 10% of the basic cost of consultancy fees quoted by the bidder.Please refer

clause 17 of contract terms and conditions.

Note iii Software license fee : In the basic rate of subject cell Total D of Price Bid 1 : Type of License of the tender

document should be filled. In case the bidder quotes any other amount in this cell then the Total D of Price Bid 1 : Type

of License shall be used for the purpose of evaluation.Please note that VAT and service tax to be quoted as Zero for this

line item.In case the bidder quotes any other amount, VAT and service tax rate shall be considered as zero.

Note iv Cloud facilites will be based on monthly subscription

Note v Weekly rate applicable in case the Go Live Support is extended beyond the period agreed in the proposal.

Note vi Development means customization / modification within the Solution to meet BPCL's requirements

POST GO LIVE support.

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ANNEXURE – V

Proforma of Performance Bank Guarantee (On Non-judicial paper for appropriate value)

To, Bharat Petroleum Corporation Limited --------------------------------- --------------------------------

Dear Sir, In consideration of the Bharat Petroleum Corporation Limited, (hereinafter called ‘the Company’ which expression shall include its successors and assigns) having awarded to M/s. (Name) ……….

(Constitution)………….. (address) ……….(hereinafter referred to as “The vendor” which expression shall wherever the subject or context so permits include its successors and assigns) a supply contract in terms interalia, of the Company’s Purchase order No…….. dated ………. and the General

and Special Purchase Conditions of the Company and upon the condition of vendor’s furnishing security for the performance of the vendor’s obligations and/or discharge of the vendor’s liability under and / or in connection with the said supply contract upto a sum of Rs.(in figures)…………..Rs(in words)…………………………only amounting to 10% (ten percent) of the total contract value.

We, (Name)…………..(constitution) ……………(hereinafter called “the Bank” which expression shall

include its successors and assigns) hereby jointly and severally undertake and guarantee to pay to the Company in -----(Currency) forthwith on demand in writing and without protest or demur of any and all moneys any wise payable by the Vendor to the Company under in respect of or in connection with the said supply contract inclusive of all the Company’s losses and expenses and other moneys anywise payable in respect to the above as specified in any notice of demand made by the Company to the Bank with reference to this Guarantee upto an aggregate limit of Rs(in

figures)…………Rs(in words)……………………….only.

AND the Bank hereby agrees with the Company that

i. This Guarantee/undertaking shall be a continuing guarantee and shall remain valid and

irrevocable for all claims of the Company and liabilities of the vendor arising upto and until midnight of …………………………………..

This date shall be 6 months from the last date of guarantee period.

ii. This Guarantee / Undertaking shall be in addition to any other guarantee or security of whatsoever that the Company may now or at any time otherwise have in relation to the vendor’s obligation/liabilities under and /or connection with the said supply contract, and the Company shall have full authority to take recourse to or reinforce this security in preference to the other security(ies) at its sole discretion, and no failure on the part of the Company in enforcing or requiring enforcement of any other security shall have the effect

of releasing the Bank from its liability hereunder.

iii. The Company shall be at liability without reference to the Bank and without effecting the

full liability of the Bank hereunder to take any other security in respect of the vendor’s obligations and /or liabilities under or in connection with the said supply contract and to vary the terms vis a vis the vendor of the said supply contract or to grant time and / or indulgence to the vendor or to reduce or to increase or otherwise vary the prices of the total contract value or to release or to forbear from enforcement all or any of the obligations of the vendor under the said supply contract and / or the remedies of the Company under any other security(ies) now or hereafter held by the Company and no

such dealing(s), variation(s), reduction(s), increase(s) or the indulgence(s) or arrangement(s) with the vendor or release or forbearance whatsoever shall have the effect

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of releasing the Bank from its full liability to the Company hereunder or of prejudicing

rights of the Company against the Bank.

iv. This Guarantee /Undertaking shall not be determined by the liquidation or winding up or

dissolution or change of constitution or insolvency of the vendor but shall in all respects and for all purposes be binding and operative until payment of all moneys payable to the Company in terms hereof.

v. The Bank hereby waives all rights at any time inconsistent with the terms of the Guarantee/ Undertaking and the obligations of the Bank in terms hereof shall not be anywise affected or suspended by reason of any dispute or disputes having been raised by the vendor (whether or not pending before any Arbitrator, officer, Tribunal or Court) or any denial of liability by the vendor or any other order of communication whatsoever by

the vendor stopping or preventing or purporting to stop or prevent any payment by the Bank to the Company in terms hereof.

vi. The amount stated in any notice of demand addressed by the Company to the Guarantor as liable to be paid to the Company by the vendor or as suffered or incurred by the

Company on account of any losses or damages of costs, charges and or expenses shall as between the Bank and the Company be conclusive of the amount so liable to be paid to the Company or suffered or incurred by the Company, as the case may be and payable by the Guarantor to Company in terms hereof.

Yours faithfully,

(Signature) NAME & DESIGNATION

NAME OF THE BANK

NOTES:

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