Request for Proposal
(RFP)
Appointment of Service
Provider for Filing
Form 60 &TDS Reconciliation
and Related Activities
for
IDBI BANK LIMITED
Appointment of Service Provider for filing Form 60 & TDS Reconciliation and Related Activities for IDBI Bank Limited
2
Disclaimer
The information contained in this Request for Proposal document
(“RFP”) or information provided subsequently to Bidders or applicants
whether verbally or in documentary form by or on behalf of IDBI Bank
Ltd. (“IDBI Bank” or "Bank"), is provided to the Bidder(s) on the terms
and conditions set out in this RFP document and all other terms and
conditions subject to which such information is provided.
This RFP document is not an agreement and is neither an offer nor
invitation to offer. This RFP is to invite proposals from applicants who are
qualified to submit the bids (hereinafter individually and collectively
referred to as “Bidder/Service Provider” or “Bidders/Service
Providers” respectively). The purpose of this RFP is to provide the
Bidders with information and to assist them in formulation of their
proposals (Bids). This RFP does not claim to contain all the information
which each Bidder may require. Each Bidder may, at its own costs
without any right to claim reimbursement, conduct its own independent
investigations and analysis and may like to check the accuracy,
reliability and completeness of the information in this RFP and wherever
felt necessary obtain independent advice. IDBI Bank makes no
representation or warranty and shall incur no liability under any law,
statute, rules or regulations as to the accuracy, reliability or
completeness of this RFP. IDBI Bank may in its absolute discretion, but
without being under any obligation to do so and without prejudice to its
rights, update, amend or supplement the information in this RFP.
The information contained in the RFP document is selective and is
subject to updating, expansion, revision and amendment. IDBI Bank
does not undertake to provide any Bidder with access to any additional
information or to update the information in the RFP document or to
Appointment of Service Provider for filing Form 60 & TDS Reconciliation and Related Activities for IDBI Bank Limited
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correct any inaccuracies, if any, therein, which may become apparent.
IDBI Bank reserves the right of discretion to change, modify, add to or
alter any or all of the provisions of this RFP and/or the bidding process,
without assigning any reasons whatsoever. Such change will be
published on the Bank's website. Any information contained in this RFP
document will be superseded by any later written information on the
same subject made available by IDBI Bank at its website.
Information provided in this RFP is on a wide range of matters, some of
which may depend upon interpretation of law. The information given is
not intended to be an exhaustive account of statutory requirements and
should not be regarded as a complete or authoritative statement of law.
IDBI Bank does not own any responsibility for the accuracy or otherwise
for any interpretation or opinion on law expressed herein. Further, IDBI
Bank also does not accept liability of any nature whether resulting from
negligence or otherwise howsoever caused arising from reliance of any
Bidder upon the statements contained in this RFP.
IDBI Bank in its absolute discretion, but without being under any
obligation to do so, update, amend or supplement the information in this
RFP. IDBI Bank reserves the right to reject any or all the expression of
interest/proposals received in response to this RFP document at any
stage without assigning any reason whatsoever. The decision of IDBI
Bank shall be final, conclusive and binding on all the parties.
All information about IDBI Bank and the proposed assignment furnished to
the Bidders by IDBI Bank in the context of the proposed assignment referred
in this RFP document is to be considered as “Confidential Information” and
is to be kept strictly confidential.
Appointment of Service Provider for filing Form 60 & TDS Reconciliation and Related Activities for IDBI Bank Limited
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IDBI Bank reserves the right to reject any or all the expression of interest
/proposals /Bids received in response to this RFP at any stage without
assigning any reason whatsoever and without being liable for any
loss/injury that Bidder might suffer due to such reason. The decision of
IDBI Bank shall be final, conclusive and binding on all the
Bidders/parties directly or indirectly connected with the bidding process.
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Table of Contents
S.
No.
Description Page No.
1 Request For Proposal 9-14
2 Eligibility Criteria for the Bidder 15-17
3 Instructions to bidders 18-40
4 Scope of Work 41-46
5 Definitions and Terms & Conditions 47-81
6 Annexure-I- Offer Covering Letter 82-84
7 Annexure-II- Eligibility Criteria for Bidders 85-87
8 Annexure-III- Details of Bidder 88-90
9 Annexure-IV- Bank Details 91
10 Annexure-V- Scope of Work for reporting of Form 60 and TDS
Reconciliation and Related Activities
92-94
11 Annexure-VI– Format for Commercial bid 95
12 Annexure-VII– Template for pre- bid queries 96
13 Annexure-VIII- Format for Undertaking 97-98
14 Annexure-IX- Agreement/Contract 99-102
15 Annexure-X- Performance Security Details 103
16 Annexure-XI- Deed of Guarantee for Performance of Contract 104-109
17 Annexure-XII- Format for Deed of Indemnity 110-115
18 Annexure-XIII- Format for Non-disclosure Agreement 116-121
19 Annexure-XIV- Format of Power of Attorney for signing of bid 122-123
20 Annexure-XV – checklist of Technical Bid (Envelope 1) 124-125
21 Annexure-XVI- Format for Unconditional Acceptance of Terms &
Conditions of the RFP
126
22 Annexure-XVII- Format for Pre – Contract Integrity Pact 127-139
23 Annexure-XVIII- Format for Information Security Certificate 140
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IDBI BANK LTD
Central Processing Unit, Plot no. 39/40/41, IDBI Annex Building,
Belapur, Navi Mumbai 400614
TENDER NOTICE
Appointment of Service Provider for Reporting of Form 60 & TDS
Reconciliation and Related Activities for IDBI Bank Limited
Tender ref:– IDBI BANK/CPU-CTDS/2020 – 01 dated January
29,2020
Sealed tenders are invited for filing Form 60 & TDS Reconciliation
and Related Activities. Tenders are to be submitted before 3.00
PM on February 20, 2020. For further details & format, please
visit the Bank’s website at www.idbibank.in.
Sd/
Deputy General Manager
CPU- CTDS Cell
Appointment of Service Provider for filing Form 60 & TDS Reconciliation and Related Activities for IDBI Bank Limited
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Document Control Sheet
Name of the Company IDBI Bank Ltd.
CIN L65190MH2004GOI148838
Bid Ref No IDBI BANK/CPU-CTDS/2020 – 01 dated
January 29,2020
Date of commencement of
issue of tender document
January 29 ,2020
Application Fee of the RFP
(Non Refundable)- to be
downloaded from
www.idbibank.in
Rs.10000/-
EMD (Earnest Money
Deposit) Amount
Rs.5,00,000/-
Pre-Bid queries to be mailed
by
February 04, 2020 3:00 PM
Pre-bid meeting with Bidder
on queries raised
February 06, 2020 4:00 PM
Last Date and Time for
receipt of Bids (Technical &
commercial)
February 20, 2020 3:00 PM
Date and Time of opening of
Bids. Eligibility and technical
bid evaluation will be done at
a later date.
February 20, 2020 4:00 PM
Schedule for Conducting of
Commercial Bid opening
Date & Time will be intimated to the
shortlisted bidders
Address for Communication ,
pre-bid meeting , Opening of
bids
Dy.General Manager,
Central Processing Unit, TDS Dept, 3 rd
Floor, Plot no. 39/40/41, IDBI Annex
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Building, Belapur, Navi Mumbai 400614
Email id:
Contact no. 022-66700742 / 735/504
The Bid prepared by the Service Provider, as well as all correspondence and
documents relating to the Bid exchanged by the Service Provider and IDBI
Bank with supporting documents and printed literature shall be in English
only.
Note: (i) This tender document is the property of IDBI Bank Ltd. and is not
transferable.
(ii) If a holiday is declared on the dates mentioned above, the bids shall be
received /opened on the next working day at the same time specified above
and at the same venue unless communicated otherwise.
(iii) This RFP document has 140 pages.
(iv) No queries will be entertained after the date and time mentioned in this
schedule, therefore.
IDBI Bank Ltd.
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SECTION - I
Request for Proposal
1.1 Background & Purpose of RFP
1.1.1 IDBI Bank Limited, a company incorporated and registered under
Companies Act, 1956 (1 of 1956) and a Company within the meaning
of Section 2 (20) of the Companies Act, 2013 and a Banking company
within the meaning of section 5 (c) of the Banking Regulation Act,
1949 (10 of 1949) with Corporate Identity Number (CIN) –
L65190MH2004GOI148838). IDBI Bank is also a Scheduled Bank as
notified by the Reserve Bank of India under the Reserve Bank of India
Act, 1934. The Bank is engaged in providing finance to industries and
conducting banking business.
1.1.2 IDBI Bank currently has a branch network of around 1892 branches.
Tax Deducted at Source (TDS) reconciliation and Form 60 related
activities are centralized under single TAN in IDBI Bank at Mumbai.
1.1.3 IDBI Bank intends to select a service provider having proven expertise
& competence in the field of TDS reconciliation and related activities
for TDS from interest on deposits covered under section 194A & 195
of the Income Tax Act, 1961, TDS on aggregate cash payment of more
than Rs.1 Crore to a person in Financial Year under section 194N of
Income Tax Act (effective September 01, 2019) and data validating,
reporting of Form 60 with regard to declaration and furnishing in
Form 61 format to Income Tax Department as specified in Rule 114 B
of the Income Tax Act 1961periodically and all other related activities.
1.1.4 IDBI Bank currently has 3.50 Lakhs (approx.) TDS customers
including the one which submits relevant exemption
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certificates/declaration. Further, IDBI Bank reports around 7 Lakhs
entries in half yearly reporting of Form 60 to Income Tax Dept. It may
be noted that this is only an indicative number and may vary in view
of expanding network and/or business focus periodically.
1.1.5 IDBI Bank, therefore, invites Bids from service providers having
proven expertise & competence in the field to provide end-to-end
services of TDS reconciliation, remittance, query resolutions, liaison
with Income Tax Department, identification of reportable data, data
validation and reporting of form 60 details to Income Tax Department
periodically for the period of five years (5 Years) and related activities
as mentioned in the Scope of Work under outsourced model.
The invitation for sealed bids (Technical and Financial) in lines of the
RFP should be submitted as per timelines indicated in document
control sheet to
Dy. General Manager,
Central Processing Unit, CTDS CELL, 3 rd Floor,
Plot no. 39/40/41, IDBI Annex Building,
Belapur, Navi Mumbai 400614
Telephone- 022-66700504/742/752
Shri Praveen Singh ([email protected] )
1.1.6 All costs and expenses (whether in terms of time or money) incurred
by the Bidder in any way associated with or incidental to the
preparation and submission of responses/Bids, including but not
limited to attendance at meetings, discussions, demonstrations, etc.
and providing any additional information required by IDBI Bank, will
be borne entirely and exclusively by the Bidder. IDBI Bank shall in no
case be held responsible or liable for such costs, regardless of the
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conduct or outcome of the bid process including but not limited to
cancellation/abandonment/annulment of the bidding process.
1.1.7 The RFP application fee shall be submitted separately for each Bid
and shall not be transferred or assigned. If the same is done, Bid shall
liable to be summarily rejected by IDBI Bank. Any decision of IDBI
Bank in this regard shall be final, conclusive and binding on the
Bidder.
1.1.8 The Bidder is expected to examine all instructions, forms, terms and
specifications contained in the RFP. Bid shall be deemed to have been
made by the Bidder after careful study and examination of this RFP
with full understanding of its implications. Each Bidder should, at its
own costs without any right to claim reimbursement, conduct its own
investigations, analysis and should check the accuracy, reliability and
completeness of the information in this RFP and wherever felt
necessary obtain independent advice. The Bid should be precise,
complete and in the prescribed format, as per the requirement of this
RFP. Failure to furnish all information required by this RFP or non-
submission of a Bid in accordance with this RFP in each and every
respect will be at the Bidder’s risk and may result in rejection of the
Bid for which IDBI Bank shall not be held liable or responsible. Any
decision taken by IDBI Bank as to completeness of the Bid or rejection
of any/all Bid(s) shall be final, conclusive and binding upon the
Bidder(s) and shall not be question/challenged by the Bidder(s).
1.1.9 The RFP document is intended solely for the information of the party
to whom it is issued. Each recipient of the RFP (prospective Bidder)
may notify IDBI Bank of any error, fault, omission, or discrepancy
found in this RFP document as pre-bid query on or before the last
date of submission of pre-bid query.
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1.1.10Prospective Bidder, if required, may seek any clarification in relation
to this RFP in writing or by way of an E-mail to
[email protected] and [email protected] and praveen
[email protected]. The queries / clarification from the prospective
Bidder must be received by the Bank in the above email before the
timelines as indicated in document control sheet. IDBI Bank will hold
pre-bid meeting as indicated in the Document control Sheet for
addressing queries / clarification about this RFP. Queries /
clarification received after the defined date will not be entertained.
1.1.11IDBI Bank reserves the sole right to amend/modify the RFP and/or to
include any addendum to this RFP. The Bidders shall not claim as a
right for requiring IDBI Bank to do the aforesaid.
1.1.12At any time before the deadline for submission of Bids, IDBI Bank
may, for any reason whatsoever, whether at its own initiative or in
response to a clarification requested by prospective Bidders, modify
this RFP and all such modifications shall be final, conclusive and
binding on all the prospective Bidders and shall not be questioned/
challenged by the Bidder(s).
1.1.13The amendments/addendum made to this RFP shall be brought to
the notice of all/made accessible to all prospective Bidders through
IDBI Bank’s website and all such amendments shall be binding on
them. The addendums will not be published through any
advertisements in newspaper or any other media. Prospective Bidders
shall visit the Bank’s website for any changes/ developments in
relation to this render document. If required, in order to allow
prospective Bidders reasonable time to take into account, the
amendment/addendum, in preparing their Bids, IDBI Bank at its sole
discretion reserves the right (but shall not be bound) to extend the
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deadline for the submission of Bids. However, no request from the
Bidder, shall be binding on IDBI Bank for the same. The decision of
IDBI Bank shall be final, conclusive and binding on all the Bidder(s)
and shall not be questioned/ challenged by the Bidder(s).
1.1.14Notwithstanding the above, IDBI Bank in its sole discretion, may
amend /modify the RFP after the deadline for submission of Bids and
in such an event IDBI Bank shall extend the deadline so fixed for
submission of Bids. However, no request from the Bidder, shall be
binding on IDBI Bank for the same. The decision of IDBI Bank shall
be final, conclusive and binding on all the Bidder(s) and shall not be
questioned/ challenged by the Bidder(s).
1.1.15The RFP document is not recommendation, offer or invitation to enter
into a contract, agreement or any other arrangement, in respect of the
Services to be rendered/ Scope of Work to be performed herein. The
provision of the Services is subject to observance of selection process
and appropriate documentation being agreed between the Bank and
Successful Bidder(s) as identified by IDBI Bank, after completion of
the selection process as detailed in this RFP.
The RFP may be downloaded from IDBI Bank’s official website
www.idbibank.in and the prescribed amount towards the application
fee of bid should be paid (by Demand Draft/ Pay Order from any
scheduled commercial bank in favour of ‘IDBI Bank Limited’, payable
at Mumbai), along with the Bid response/documents. Bids without
the payment of amount towards the application fee of this RFP shall
be summarily rejected.
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The application fee of this RFP is non-refundable. For avoidance of
doubts, it is clarified that the amount so paid towards the fee of RFP
is not earnest money/security deposit and shall not be adjusted
against any amounts paid/payable by the Bidder.
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Section II
Eligibility Criteria for the Bidder
2.1 The Bidder submitting the Bid should be Proprietor / Partnership firm
/LLP/ Company incorporated in India and should have a minimum
turnover of Rs. 50 Lakhs with positive net worth and net profit for
each of the previous 3 financial years as per the audited financial
statement i.e. FY 2016-17, 2017-18,2018-19.
2.2 The Bidder should be Proprietor/ Partnership Firm/ LLP/ Company
incorporated in India with minimum five years of existence and must
be engaged with at least one scheduled commercial banks/ Financial
Institutions/NBFCs (with minimum 1000 Branches) for minimum
three years in the field of end to end TDS reconciliation, remittance
and reporting related activities The Bidder should submit the
documentary evidence of the same as part of its Bid.
2.3 The Bidder should be managing minimum 3 Lakhs customers per
quarter per scheduled commercial banks / Financial
Institution/NBFC (where TDS is applicable) for TDS from deposits/
cash withdrawal and other exemptions and PAN related activities.
2.4 The bidder should also have minimum 2 years of experience for
reporting of form 60 to the Income Tax Authorities. In this regard, the
Bidder should submit the documentary evidence of the same as part
of its Bid.
2.5 The Bidder should have managed and reported at least 50 Lakhs TDS
transactions annually.
2.6 The bidder should have employed at least 20 full time operational staff
exclusively involved in the form 60 and TDS reconciliation and related
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activities, as on 31st March 2019. The Bidder should have trained
/experienced personnel for deployment to carry out end to end TDS
related activity for the Bank. Sub-
contracting/outsourcing/consortium of any work is not allowed.
Bidder shall provide self-certification on its letterhead at the time of
submission of Bid.
2.7 The Bidder should not be blacklisted by any Govt. /Govt. Agency
/Bank(s)/Financial Institutions in India or overseas in the last three
years. In this regard, the Bidder shall substantiate with the existing
relevant certificate of engagement also self-certified certification on
letterhead.
2.8 The Bidder should have proper licenses from Labour authority, under
the Labour Law and other required licenses and documents to carry
out this activity. Bidder should provide all documents to IDBI Bank as
and when required. In this regard, the Bidder shall provide a self
certification on its letter head.
2.9 Bidder should comply with all applicable Union, State and local laws,
ordinance, regulations in performing its obligations including the
procurement of licenses, permissions, certificates etc. In this regard,
the Bidder shall provide certified documents along with self-
certification on its letterhead at the time of submission of Bid.
2.10 The Bidder must comply with all above-mentioned criteria. Non-
compliance of any of the criteria will entail rejection of the Bid
summarily. Photocopies of relevant documents/certificates should be
submitted as proof in support of the claims made. IDBI Bank reserves
the right to verify/evaluate the claims made by the Bidder
independently. Any decision of IDBI Bank in this regard shall be final,
conclusive and binding upon the Bidder.
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2.11 Non-compliance of any of the criteria or information provided by the
Bidder is found and/or proved to be incorrect or misleading, such bid
shall be rejected/disqualified.
Note: All eligibility requirements mentioned above should be complied by the
Bidders as applicable and relevant support documents should be submitted
for the fulfillment of eligibility criteria failing which the Bids may be
summarily rejected. Non-compliance of any of the criteria can entail
rejection of the offer. Photocopies of relevant documents / certificates should
be submitted as proof in support of the claims made for each of the above-
mentioned criteria and as and when the Bank decides, originals / certified
copies should be shown for verification purpose. The Bank reserves the right
to verify / evaluate the claims made by the Bidder independently. Any
deliberate misrepresentation will entail rejection of the offer ab-initio.
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SECTION –III
Instructions to the Bidder
3.1 Procedure for Submission of Bids
The Bid prepared by Bidder, as well as all correspondence and
documents relating to the Bid exchanged by the Bidder and IDBI
Bank, shall be in English only. The Bank will follow a two stage
bidding process. The Bidders shall submit their Bids in two parts
i.e. technical (the Technical Bid) and commercial (the
Commercial Bid), in separately sealed envelopes. The envelope of
Technical Bid should also be super scribed as the “BID for
reporting of Form 60 & TDS reconciliation and related
activities-TECHNICAL BID”. Envelope containing Commercial Bid
should be super scribed as “BID for reporting of Form 60 & TDS
reconciliation and related activities-COMMERCIAL BID’’. No
indications pertaining to price or financial or commercial terms are
to be made on the envelopes.
3.1.1 Both the covers i.e. Technical Bid and Commercial Bid shall be put in
a single cover super scribing the words:
“Appointment of service provider for reporting of Form 60 & TDS
reconciliation and related activities” For IDBI Bank Limited
Tender refer no. - IDBI BANK/CPU-CTDS/2020 – 01 dated
January 29,2020.
<< Name of Bidder >>
<<Authorized representative name and details >>
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and addressed to :
The Deputy General Manager (CTDS Cell),
3rd Floor, Central Processing Unit,
Plot no. 39/40/41, IDBI Annex Building,
Belapur, Navi Mumbai 400614
Tender applications should be dropped in Tender box kept for the
purpose on 3rd floor of above office in person on or as per schedule
indicated in the Document Control Sheet for the purpose. Bids
received by India Post/ Courier will not be accepted. Any
Bid/Tenders received by IDBI Bank after the deadline for
submission of Bid/tenders prescribed by IDBI Bank will be
summarily rejected.
3.1.2 In the event of the specified date for the submission of Bids being
declared a holiday for IDBI Bank, the Bids may be submitted up to
the appointed time on the next working day, unless otherwise
specified by IDBI Bank.
3.1.3 Any deficiency in documentation may result in the outright
rejection of the Bid and IDBI Bank shall not be liable for the same
in any manner whatsoever. Any decision in this regard by IDBI
Bank shall be final, conclusive and binding on the Bidders and
shall not be questioned / challenged by the Bidders.
3.1.4 IDBI Bank may, at its own discretion, extend the period for
submission of Bids by amending this RFP. However, no request for
extension of time from the Bidders shall be binding upon IDBI
Bank. Any decision in this regard by IDBI Bank shall be final,
conclusive and binding on the Bidders and shall not be questioned
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/ challenged by the Bidders.
3.1.5 The envelopes shall indicate the name and address of the Bidder to
enable the Bid to be returned unopened in case it is declared "late".
Any Bid received by IDBI Bank after the time prescribed by IDBI
Bank for receipt of Bids, will be rejected and returned unopened to
the Bidder. Any decision in this regard by IDBI Bank shall be final,
conclusive and binding on the Bidder and shall not be questioned
/ challenged by the Bidders.
3.1.6 The Bidders shall submit their Bids strictly in accordance with the
terms and conditions of this RFP document. Incomplete bids and
conditional Bids not confirming the conditions given in this RFP
document, is liable for rejection forthwith. Any decision of IDBI
Bank in this regard shall be final, conclusive and binding on the
Bidders.
3.1.7 The Bids containing alterations will not be considered.
Unauthenticated alterations will not be accepted and bid will be
liable for rejection.
3.2 ENVELOPE-I (Technical Bid)
The Technical Bid should be completed and complied with in all
respects and contains all information asked for, except prices. The
Technical Bid should include all documents/items as specified herein.
The Technical Bid should not contain any price related information. It
is mandatory to submit technical details in the prescribed formats,
duly signed by the authorized signatory and other details duly filled in
along with the following:-
3.2.1 Covering letter of Offer as per Annexure I;
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3.2.2 A demand draft / pay order for the EMD amount in the manner
specified here in.
3.2.3 A demand draft / pay order for the application fee of RFP in the
manner specified here in.
3.2.4 Audited Balance Sheet & Profit & Loss A/c Statement for the
Financial Years 2016-17, 2017-18, 2018-19
3.2.5 Supporting document/copies in support of Bidder’s eligibility as per
eligibility criteria given in Annexure II:
3.2.6 Details of the Bidder as per Annexure III;
3.2. 7 Bank details of the Bidder as per Annexure IV;
3.2.8 Duly signed copy of scope of work of reporting of Form 60 & TDS
reconciliation and related activities as per Annexure V along with
acceptance status by Bidder as specified therein.
3.2.9 Undertaking as per Annexure VIII.
3.2.10 Non-Disclosure Agreement (for successful bidder) as per Annexure
XIII.
3.2. 11 Format of Power of Attorney for signing of bid as per Annexure XIV.
3.2.12 Copy of RFP document along with corrigendum(if any releases) with
Seal & Signature of authorized signatory on each page.
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3.2.13 Self-declaration stating that the Bidder has not been blacklisted by
Govt./Govt. Agency/Bank(s)/Financial Institutions in India or
overseas in the last three years duly signed by its authorized
signatory. The declaration should be part of Offer letter- Annexure
I. The offer letter should be printed on the letter head of the Bidder.
3.2.14 Copy of all permissions, consents, approvals and license from all
authorities, both regulatory/statutory and non-regulatory, for
executing the Service(s).
3.2.15 Letter permitting and authorizing IDBI Bank and its officials to visit
and inspect its premises before/after opening of the Bids.
3.2.16 Any other document/information prescribed in the RFP to be
submitted as part of the Bid (Refer checklist of technical Bid as per
Annexure XV)
3.3 ENVELOPE-II (Commercial Bid):
3.3.1 The Commercial Bid as per Annexure VI should give all relevant price
information and should not contradict the Technical Bid in any
manner. The quoted prices shall be inclusive of all excluding GST. If
any tax is levied by virtue of law in force after awarding of the
Contract, it will be borne by the Bidder and IDBI Bank shall not incur
any liability. In case IDBI Bank is required to pay such taxes/dues for
restoration of services, it shall have the right to deduct the same from
the amount payable to the Service Provider/ Successful Bidder.
3.3.2 Commercial Bids in which the prices that are not quoted as
mentioned herein will be summarily rejected. A Bid submitted with
an adjustable price quotation will be treated as non-responsive and
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will be rejected forthwith. Any decision of IDBI Bank in this regard
shall be final, conclusive and binding on Bidders.
3.3.3 Final prices decided between the Successful Bidder and IDBI Bank
shall remain fixed during the entire Contract period and no increase
of rates will be allowed under any circumstances. However, in case
of reduction of prices due to technological obsolescence/change of
product model or such other similar reasons, the Bidder shall pass
on the price benefit to IDBI Bank. Nevertheless, it shall always be
the duty of the Bidder to use the best industry practices and latest
technology while performing the Services under the Contract.
3.3.4 Technical & Commercial Bids must be submitted at the same time,
giving full particulars in separate sealed envelopes at IDBI Bank’s
address specified in document control sheet. The Bids have to be
submitted in the form of printed document(s) only. The Bids
submitted by any other means/media shall not be entertained.
3.4 Bid Currency
Bids are to be quoted in Indian Rupee [INR] only.
3.5 Bid Security [Earnest Money Deposit (EMD)]
3.5.1 The Bidder shall furnish, as part of its Bid, a bid security/ earnest
money deposit (EMD) as mentioned in document control sheet by way
of the prescribed amount towards the application fee of bid should be
paid (by Demand Draft/ Pay Order from any scheduled commercial
bank in favour of ‘IDBI Bank Limited’, payable at Mumbai), along
with the Bid response/documents. Bids without the payment of
amount towards the application fee of this RFP shall be summarily
rejected.
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It is clarified that the bid security will not bear any interest
whatsoever. Any Bid not secured by EMD as mentioned above, shall
be summarily rejected forthwith by IDBI Bank, without any further
correspondence, as non-responsive. Any decision of IDBI Bank in this
regard shall be final, conclusive, and binding on the Bidder.
If any bidder qualifies under MSME category, having NSIC
registration and Udyog Aadhar Memorandum, specific to the scope of
this RFP, then, on submission of requisite certificates, the cost of Bid
document and payment of EMD are exempt.
3.5.2 The EMD of the Successful Bidder(s) will be returned within 90 days
from date of signing of the Contract and submission of performance
guarantee and other guarantee(s)/security in the form and manner
satisfactory to IDBI Bank, within the stipulated time. It is clarified
that no interest shall be payable by IDBI Bank on the EMD.
3.5.3 The EMD of the Unsuccessful Bidders’ will be discharged or returned
to the Unsuccessful Bidder through NEFT/RTGS or any other mode
as may be decided by IDBI Bank as promptly as possible but not later
than ninety (90) from the date of declaration of successful Bidder. No
interest will be payable on EMD.
3.5.4 The EMD will be forfeited:
a) If the Bidder withdraws it’s Bid during the Bid Validity Period.
Or
b) If the Bidder makes any statement or encloses any form which
turns out to be false, incorrect and/or misleading at any time
prior to signing of Contract and/or conceals or suppresses
material information. Or
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c) If any effort is made by a Bidder to influence IDBI Bank in its
decision on Bid evaluation, comparison or Contract award
decisions
d) In the case of the Successful Bidder, if the Successful Bidder
evades/avoids/refuses/delays/fails:
i. To sign the Contract in the form and manner to the
satisfaction of IDBI Bank. Or
ii. To furnish performance security in the form and manner
to the satisfaction of IDBI Bank.
Notwithstanding anything contained in the RFP, any
decision in this regard by IDBI Bank shall be final,
conclusive and binding on the Bidders and shall not be
questioned/challenged by the Bidders
3.5.5 Any decision as to compliance of the terms and conditions of this RFP
document and on rejection of any tender document or any part
thereof shall be at the sole discretion of IDBI Bank and shall be final,
conclusive and binding on the Bidder(s).
3.6 Validity of Bids
3.6.1 Bids should be valid for 180 (one hundred eighty) days from the last
date of submission (Bid Validity Period). A Bid valid for a shorter
period may be rejected by Bank as non-responsive, without any
correspondence. Any decision in this regard by Bank shall be final,
conclusive and binding on the Bidders.
3.6.2 In exceptional circumstances, Bank may solicit the Bidders' consent
to an extension of the Bid Validity Period. The request and the
responses thereto shall be made in writing. The refusal of the
request for extension of the Bid Validity Period shall not forfeit or
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affect the validity of the EMD. A Bidder granting the request will not
be permitted to modify its Bid. Extension of Bid Validity Period by
the Bidder should be unconditional and irrevocable. The Bid
Security provided shall also be suitably extended by the Bidder.
3.6.3 The Bidder should also submit a copy of this RFP along with
Corrigendum, if any, duly signed and stamped by its authorized
signatory as acceptance of all terms and conditions including scope
of work etc. mentioned in the RFP. The copies of the Bid shall be
type written and shall be signed by a person or persons duly
authorized by the Bidder to bind the Contract on the Bidder. The
letter of authorization/ board resolution (certified true copy) shall
accompany the Bid. The person or persons signing the Bid shall put
his/her initial on all the pages of the Bid.
3.6.4 There may be a pre bid meeting with the Bidders on the stipulated
date and time to address any queries in connection with the RFP
document. It is essential that all clarifications/queries be submitted
to IDBI Bank before the date and time specified on document
control sheet and in the format given as per Annexure VII.
3.6.5 A Bidder may modify or withdraw its Bid after its submission,
provided that written notice of the modification or withdrawal is
received by IDBI Bank prior to the closing date and time prescribed
for submission of Bids. No Bid can be modified or withdrawn by the
Bidder, subsequent to the closing date and time for submission of
the Bid.
3.6.6 No Bid may be withdrawn in the interval between the deadline for
submission of Bids and the expiry of Bid Validity Period.
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Withdrawal of a Bid during this interval may result in the Bidder’s
forfeiture of its EMD.
3.6.7 The Bidders shall submit their Bids strictly in accordance with the
terms and conditions of this RFP document. Any Bidder, who
stipulates conditions contrary to the conditions given in this RFP
document, is liable for rejection forthwith. Any decision of IDBI
Bank in this regard shall be final, conclusive and binding on the
Bidders.
3.6.8 Technical Bid will be opened on the stipulated date mentioned in
document control sheet unless specified otherwise. The Commercial
Bids of Bidders will not be opened who are technically disqualified
and will not be taken up for further process and no
discussions/interface will be granted to such Bidders. Any decision
of IDBI Bank in this regard shall be final, conclusive and binding on
the Bidders.
3.6.9 IDBI Bank will scrutinize the Bids to determine completeness,
accurateness and whether items are quoted as per the schedule etc.
IDBI Bank may, at its discretion, waive any minor non-conformity
or any minor irregularity in the Bid. This shall be final, conclusive
and binding on all Bidders and IDBI Bank reserves the right for
such waivers.
3.6.10The Bid prepared by the Bidder, as well as all correspondence and
documents relating to the Bid exchanged by the Bidder and IDBI
Bank and supporting documents and printed literature shall be in
English. In case any supporting document is submitted in language
other than English, then certified translation copy shall also be
attached.
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3.6.11. There should be no hand-written material, corrections or alterations
in the Bid. Technical details must be completely filled up. The Bid
form and the documents attached to it shall not be detached or
removed one from the other and no alteration(s) or mutilation(s) (other
than filling in all the blank spaces) shall be made in any of the Bid
documents attached thereto. Any alterations or changes to the entries
in the attached documents shall be made by a separate covering
letter, in the absence of which it shall be rejected forthwith. Any
decision in this regard by IDBI Bank shall be final, conclusive and
binding on the Bidder.
3.6.12IDBI Bank will not entertain any enquiries from the Bidders on the
status of the Bid nor allow any price reductions post Bid opening. No
Bidder shall contact IDBI Bank on any matter relating to its Bid, from
the time of Bid opening to the time the Contract is awarded. Any effort
by a Bidder to influence IDBI Bank in its decision on Bid evaluation,
comparison or Contract award decisions may result in the rejection of
the Bidder’s Bid forthwith and forfeiture of EMD. Any decision of IDBI
Bank in this regard shall be final, conclusive and binding on the
Bidder.
3.6.13The Bank reserves the right to accept or reject any Bid/offer received
in part or in full, and to cancel the Bidding process and reject all Bids
at any time prior to award of Contract, without thereby incurring any
liability to the affected Bidder or Bidders or any obligation to inform
the affected Bidder or Bidders of the grounds for the Bank’s action.
IDBI Bank shall not be bound to give any reasons or explain the
rationale for its actions/decisions to annul or abandon or cancel the
bid process. IDBI Bank further reserves the right to re-issue/re-
commence the Bid or circulate new RFP altogether on the subject
matter or any activity or part thereof concerning thereto.
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3.7 Bid Opening and Evaluation
3.7.1 The Bank will open the Bids, in presence of the representatives of
Bidders who choose to attend, at the time and date mentioned in
document control sheet in this RFP document, unless otherwise
specified by IDBI Bank.
3.7.2 The representatives of the Bidder, who are present at that time, shall
sign and enter his/her name along with contact number in the Bid
opening register evidencing their attendance. In the event of the
specified date of Bid opening being declared a holiday for Bank, the
Bids shall be opened at the specified time and place on next working
day, unless otherwise notified by the Bank.
3.7.3 Bids that are rejected during the Bid opening process shall not be
considered for further evaluation, irrespective of the circumstances.
3.7.4 In the first stage, only the Technical Bids will be opened in presence of
the Bidder(s) representatives and Bank officials, same will be
evaluated by the Bank at a later date. The Bidders will be shortlisted
on the basis of fulfilling the eligibility criteria and scope of work as
detailed in this RFP. Thereafter, they will be subjected to technical
evaluation.
3.7.5 The proposals will be assessed based on the techno-commercial
evaluation as referred in the below section.
3.7.6 Bidders receiving a minimum of 60% marks under technical
evaluation (as per the matrix defined in clause no 3.8.8 of the RFP)
would be declared as technically qualified. However, In case there are
only two or less than two Bidder with a score above 60%, then only
the top 3 Bidders (subject to technical score not less than 50%) may
be considered for further evaluation.
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3.7.7 The Commercial Bids of only those Bidders, which are technically
qualified, will be opened by Bank.
3.8 Technical Evaluation
3.8.1 The Bids will be evaluated on the basis of information/documents
submitted by the Bidders.
3.8.2 The Bank at its discretion may call upon the Bidders to make a
presentation regarding its technical capabilities, systems and
procedures employed towards execution of the Services. The
presentation of proposed solution/services will be at Bidder’s cost at
Bank’s premises, the address of which will be communicated prior
to such presentation.
3.8.3 As a part of evaluation process of Technical Bids, the Bank may
inspect the Bidder’s premises. The Bank, at its sole discretion, may
engage technical consultants for the purpose.
3.8.4 The Technical Bid should necessarily contain all Technical
details and other terms and condition of RFP
3.8.5 Bidder's proposal should conform to the contents and format of the
technical bid listed out in Annexure - II in the RFP.
3.8.6 Proposals not conforming to the specifications may be rejected
summarily. Any incomplete or ambiguous terms/conditions will
disqualify the offer.
3.8.7 The Technical Bid / Scope of the Work submitted by the Bidder will
be evaluated based on the terms and conditions of the RFP.
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Detailed technical evaluation will include, technical information
submitted as per format (Annexure II) and scrutiny of bidders
details (as mentioned in Annexure III), proposed service
experience/ expertise demonstration of proposed solution/set up
and site visits etc. The Bidder will demonstrate/substantiate all or a
few of the claims made in the Technical Bid to the satisfaction of
the IDBI Bank, the capability to support all the required
functionalities at their cost in their office/in any other premises
where the said service is in use. The Bidder should use their own
tools/utilities/simulators to demonstrate the features laid in the
RFP/evaluation criteria.
3.8.8 The various parameters for technical evaluation and their scores are
given in the table below.
S.
No
Particulars Maxim
um Marks
Scoring Mechanism
1
Years of experience in the
business of TDS
reconciliation and related
activities as on 31st March
2019
20
3 - 5 years 5 marks
>5 - 7 years 10 marks
>7 – 10 years 15 marks
>10 years 20 marks
2
Relevant experience in
providing end to end TDS
reconciliation, remittance
and reporting services to
scheduled commercial Banks
/ Financial institutions
/NBFCs (with minimum
15
1 Banks /
FIs/NBFC
5 marks
2 – 3 Banks /
FIs/NBFC
10 marks
4 and more
Bank / FIs
15 marks
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S.
No
Particulars Maxim
um Marks
Scoring Mechanism
1000 branches) as on 31st
March 2019
3
No. of TDS customers
handled per quarter (lakhs)
15
3 - 4 Lakhs 05 marks
>4 – 5 Lakhs 10 marks
More than 5 Lakhs
15 marks
4
No. of reporting entries
handled/ reported of form 60
15
7-10 Lakhs 5 marks
> 10 – 15 Lakhs 10 marks
More than 15
Lakhs
15 marks
5
Manpower pan-India
exclusively involved in the
form 60 and TDS
reconciliation and related
activities
10
20-40 5 marks
Above 40 10 marks
6
Experience in–providing
services for TDS on Cash
Withdrawal u/s 194N (to
scheduled commercial Banks
/Financial
institutions/NBFCs
(numbers)
15
1
Bank/FI/NBFC
5 marks
2 – 4
Bank/FI/NBFC
10 marks
5 and more
Bank/FI/NBFC
15 marks
7 Site Visit/ Presentation/
Proof of Concept 10
Total Technical marks (T) 100
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Note:
1 The Bidders scoring a minimum of 60 marks based on the detailed
evaluation in Technical Proposal Evaluation would be qualified and short
listed for next Phase – Techno-Commercial Bid. In case no. of bidders
who scores 60 and above, is less than three then the top two bidders will
be considered for the further evaluation (subject to a minimum score of
50). In case of bidders not scoring the minimum score, IDBI Bank, at its
sole discretion, may scrap the RFP.
2 All certifications need to be on the letter heads of the Bidders/Clients of
the Bidders wherever applicable.
3 Site Visit / Presentation on the approach and current experience will be
assessed a part of the technical evaluation carrying a maximum of 10
marks. The objective agenda of the Site visit / presentation will be
intimated to the bidder during technical evaluation.
3.9 Opening of Commercial Bid
3.9.1 The sealed envelopes containing the Commercial Bids of only
technically qualified bidders shall be opened by the Bank.
3.9.2 IDBI Bank is not bound to accept the lowest or any Bid and has the
right to reject any or all Bids without assigning any reason
whatsoever. IDBI Bank also reserves the right to re-issue / re-
commence the Bid process. Any decision in this regard by IDBI Bank
shall be final, conclusive, and binding on the Bidders.
3.9.3 Bids not satisfying the procedure prescribed in the tender document
will be treated as invalid and rejected summarily.
3.10. Final Evaluation
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3.10.1. The evaluation of the response to this RFP will be done on a 60-40
Techno-commercial Evaluation Method.
3.10.2. A comprehensive “Score (S)” will be arrived at after considering the
commercial quote and the marks obtained in technical evaluation
with relative weights of 40% for commercials and 60% for technical.
The Bidder with the highest score will be declared successful.
However, IDBI Bank, at its sole discretion, may award the
Contract to next highest scorer or any other Bidder, which shall
not be questioned by any of the Bidder.
3.10.3. Computation Methodology for arriving at “Successful Quote”:
A Score (S) will be calculated for all qualified bidders using the following
formula:
Clow- The lowest commercial bid.
C - Commercial quote of the bidder.
T - The marks obtained by the bidder out of 100 marks as per the
technical evaluation.
S.
N Bidder
Technical
Score - (T)
Commercial Quote in Rs. (C)
CS =(Clow/ C)*40
TS = T
*.60
Score(S) (Out of 100)
1 Bidder1 55 Not eligible for the commercial evaluation process.
2 Bidder 2 60 500 34 36 70
3 Bidder 3 70 425 40 42 82
4 Bidder 4 65 600 28.33 39 67.33
Commercial Score (CS) = Clow x 40
C
Technical score (TS) = T x 60
100
Final score (S) = CS + TS
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5 Bidder 5 65 425 40 39 79
6 Bidder 6 70 500 34 42 76
In the above example, Bidder 3, with the highest score becomes the
successful TC1 bidder.
3.10.4 Bank reserves the right to negotiate the price with the finally
successful bidder before awarding the contract.
3.10.5 IDBI Bank's decision in respect to evaluation methodology will be
final and binding and no claims whatsoever in this respect will be
entertained.
3.10.6 Bank reserves the right to modify / amend the evaluation process at
any time during the Bid process, without assigning any reason,
whatsoever, and without any requirement of intimating the Bidders of
any such change. Any time during the process of evaluation Bank
may seek specific clarifications from any or all Bidders.
3.10.7 Bank also reserves the right to re-issue / re-commence / cancel the
Bid/Bid process. Any decision in this regard by IDBI Bank shall be
final, conclusive and binding on the Bidders.
3.10.8 Based on the final scoring, if two bidders scored highest points then
the TC1/ successful bidder will be identified based on the highest
score in Technical evaluation. In case if the bidders score the
technical
3.11 Completeness of Bids
IDBI Bank will examine the Bids to determine whether Bids are complete in
all respects, whether complies to all the terms & conditions and technical
specifications and for any computational errors, whether required sureties
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have been furnished, whether the documents have been properly signed,
and whether the Bids are generally in order.
3.12 Rejection of non-responsive Bids
A Bid determined as non-responsive will be rejected forthwith by IDBI Bank
and may not subsequently be made responsive by the Bidder by correction
of the non-conformity. Any decision in this regard by IDBI Bank shall be
final, conclusive and binding on the Bidders and shall not be questioned/
challenged by the Bidders.
3.13 Clarifications of Bids
To assist in the scrutiny, evaluation and comparison of Bids, IDBI Bank
may, at its sole discretion, ask some or all Bidders for clarification of their
Bids. The request for such clarifications and the response will necessarily be
in writing and no change in the price or substance of the Bid shall be
sought, offered or permitted. Any decision of IDBI Bank in this regard shall
be final, conclusive and binding on the Bidder(s). The clarification of Bids
need to be submitted as per the format to be given by the Bank.
3.14 Waivers
IDBI Bank may temporarily or otherwise waive any minor informality or
infirmity or non-conformity or irregularity in a Bid, which at the sole
discretion of IDBI Bank, does not constitute a material deviation.
3.15 Rectifications of Errors
IDBI Bank reserves the right to adjust arithmetical or other errors in a Bid,
in the manner in which IDBI Bank considers appropriate or deem fit. Any
adjustments so made by IDBI Bank shall be stated to the Bidder, if IDBI
Bank makes an offer to accept its Bid. The final decision as to any error
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manifest or otherwise shall be at the sole discretion of IDBI Bank and be
final, conclusive and binding on the Bidder.
3.16 Evaluation and comparison of Bids
3.16.1 Preliminary check
3.16.1.1 The RFP document will not be construed as any contract or
arrangement which may result from the issue of this RFP
document or any investigation or review carried out by any Bidder.
The Bidder acknowledges by submitting their response to this RFP
document that it has not relied on any information, representation,
or warranty given in this RFP document.
3.16.1.2 The Bids will be examined by the IDBI Bank to determine whether
they are complete in all respects. A Bid determined as not
substantially responsive will be rejected. The IDBI Bank may, at its
discretion waive any minor non-conformity or irregularity in a Bid
which does not constitute a material deviation.
3.16.1.3 After preliminary examinations and / or opening of the Technical
Bids, some or all of the Bidders may be asked for additional
clarification/documents/ presentation /demo of the
solution/services offered by them.
3.16.1.4 The proposals will be evaluated in two stages. In the first stage, i.e.
Technical Evaluation of the Bidders will be done. In the second
stage, the commercials bids will be opened.
3.16.1.5 Each Bidder acknowledges and accepts that IDBI Bank may, in its
absolute discretion, apply whatever criteria it deems appropriate in
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the selection of Successful Bidder not limited to those selection
criteria set out in this RFP document and each Bidder shall not
question or challenge the action taken by IDBI Bank.
3.18 Performance Security
3.18.1 The Successful Bidder shall furnish the performance security within
15 days of the receipt of acceptance by Bank, as per the format in
Annexure X and Annexure XI.
3.18.2 The value of the performance security will be Rs.20 lakhs (Rupees
Twenty Lakhs only). The performance security shall be denominated
in Indian Rupees and shall be in the form of a Bank Guarantee issued
by an Indian scheduled commercial Bank and directly forwarded by
the issuing Bank to IDBI Bank. Alternatively, the Successful Bidder
can provide security in form of Fixed Deposit for same amount &
period with the Bank and with a lien marked in favour of the Bank.
3.18.3 The proceeds of the performance security shall be payable to Bank as
compensation for any loss or damage resulting from the Successful
Bidder's failure to complete its obligations under and in accordance
with the RFP/ Contract.
3.18.4 In case performance guarantee amount reduces from the initial
deposit due to penal deductions, etc., it shall be made up/replenished
back to the initial amount deposited within 15 days of such penal
deductions, etc. being effected.
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3.18.5 As the Contract is for tenure of five years, the Successful Bidder shall
provide performance Bank guarantee for a period of five years and 12
months (claim period) from the date of award of Contract.
3.18.6 Performance Guarantee will be discharged by IDBI Bank and
returned to the Successful Bidder after 30 days from the successful
completion of the Contract.
3.18.7 Failure of the Successful Bidder to comply with the requirement of
the performance Bank guarantee shall constitute sufficient grounds
for the annulment of the award and forfeiture of the EMD, in which
event Bank may award the Contract to the next best evaluated Bidder
or call for new bids. Any decision in this regard by Bank shall be final,
conclusive and binding on the Bidder.
3.19 Integrity Pact
3.19.1IDBI Bank has implemented Integrity Pact (IP) and has appointed
Independent External Monitors (IEMs) for the IP in consultation with
Central Vigilance Commission to avoid all forms of corruption by
following a system that is fair, transparent and free from any influence
/ prejudice dealings prior to, during and subsequent to the currency of
the Contract to be entered into for the purpose of this RFP. The Bidder
is required to submit duly executed pre-contract Integrity Pact in line
with Annexure XVII as a pre-requisite condition while submitting the
bid.
3.19.2The Name and Contact details of the Independent External Monitor
(IEM) nominated by the Bank are as under:
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Shri S. Srinivasan,
IAS (Retd.)
Contact no. 9483536100,
Email : [email protected]
Shri Ajaikumar,
Ex-CMD Corporation Bank
Contact no. 9619272893,
Email : [email protected]
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SECTION - IV
Scope of Work
4.1 Scope of work
4.1.1 The detailed scope of work and requirements are given below. These
details/ requirements have been given under separate
headings/sections only for the purpose of better understanding and it
is to be clearly understood that, as mentioned elsewhere in this RFP
document, IDBI Bank intends to outsource the TDS reconciliation
and related activities for TDS from interest on deposits covered
under section 194A & 195 of the Income Tax Act, 1961 and TDS
on aggregate cash payment of more than Rs.1 Crore to a person
in Financial Year under section 194N of Income Tax Act, 1961 (
effective September 01,2019) and data validating, reporting of
Form 60 in Form 61 format to Income tax dept periodically.
All costs and expenses associated with the delivery of services as per
the scope of RFP should be borne by the Bidder. The Bidder should
have owned/ licensed set up for reporting of Form 60 and TDS
reconciliation, remittance and other related activities of IDBI Bank.
4.1.2 The Successful Bidder should ensure that all the requirements should
be available within a month from the date of signing the Contract. The
non-availability of the functionality will attract penalties, as may be
decided by IDBI Bank, and may also entail termination of Contract.
4.1.3 The costs and expenses for
installing/upgrading/operating/integrating the successful bidder’s
application/ software with IDBI Bank’s existing systems are to be
borne by the Service Provider/ successful Bidder.
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4.1.4 The successful Bidder should undertake operational activities related
to form 60 reporting, TDS reconciliation and related activities for
previous years including five inactive decentralized TANs for which the
data on income tax portal/ TRACES is available, which involves post
filing of e- TDS returns/ statements/ Pan related changes for both
structural and un-structural format for the customers.
4.1.5 Turn Around Time (TAT) for services shall be as per Bank’s /
Statutory requirements. The Successful Bidder should provide data
analytical reports such as the number of forms received for
processing, Forms processed/rejected with reasons thereon, number
of entries reported, details of exempted customers etc. and adherence
of TAT or reasons for non-adherence etc.
4.1.6 Successful Bidder is to support/assist in carrying out necessary
customization/ changes to meet IDBI Bank’s and regulatory/statutory
requirements during the currency of the Contract without any
additional cost.
4.1.7 The Successful Bidder should provide round the clock reliable support
for facilitating IDBI Bank to handle income tax and customer
issues/related matters in respect of form 60 and TDS.
4.1.8 The process should be agreed through exchange of knowledge for
carrying the activities as per the scope of work and should be
documented.
4.1.9 The employees (on roll and off-roll) shall not be allowed to carry
mobile phones and storage devices of any kind into the floor area
designated for IDBI Bank's form 60 and TDS reconciliation and related
activities. No Storage devices in the computers and laptops which are
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used for IDBI Bank’s work are permitted, without IDBI Bank’s prior
written permission.
4.1.10The services to be provided in terms of this RFP and/or Contract are
to be performed by the Service Provider on an ongoing (continuous)
basis.
4.1.11The services to be provided in terms of this RFP cover all the branches
of IDBI Bank located pan-India.
4.1.12The agreed services are to be provided on-site from IDBI Bank’s
premises from Mumbai / Navi Mumbai. However, in case the Bank’s
premise is relocated due to unavoidable reasons then the service
provider has to provide the services from that location anywhere in
India.
4.1.13 The Successful Bidder shall reinforce the existing deployment in
wake of compliance /change of statutory requirements, at the behest
of the Bank.
4.1.14The Successful Bidder shall provide end to end solution with regard to
TDS compliance viz. reconciling, remittance, filing and processing of
TDS returns/statements (including correction returns) which shall
mainly include following activities:
a) Verification of authenticity of PAN of the customer after opening an
account / updating the records.
b) Timely updation of Form 15G/ 15H submitted by the customers.
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c) Extending TDS exemption to the customers based on Nil / lower
tax deduction certificate submitted by the customers.
d) Extending TDS exemption claimed by the customer under other
provisions of the Income-tax Act, 1961 after ensuring correctness
of the same as per Income tax provisions/notifications. Update the
Bank on revised requirements, if any, in this regard.
e) Extending benefit of DTAA to the non-resident customers as per
extant guidelines issued by CBDT
f) Refund of TDS after verifying the genuineness and legal modalities.
g) Recovery of TDS in case of manual interest paid or as per
requirement/obligation.
h) Ensure proper deduction of tax at source and also timely
remittance of TDS to the government account as per statutory
requirement.
i) Ensure reconciliation of intermediary office/ suspense accounts
related to TDS
j) Ensure correctness of PAN of the deductees before filing of return
to avoid short deduction u/s 206 AA of the Income-tax Act, 1961
on account of wrong PAN.
k) Ensure timely filing of TDS returns and issue of TDS Certificates to
the customers.
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l) Attending to operational queries (including draft reply ) raised by
the customers/branches/Tax Authorities on form 60 and TDS.
m) Filing of correction returns for updation of PAN of the customers or
for any other reasons as per the requirement of IDBI Bank.
n) Analyzing the justification report of TDS returns processed by the
TRACES and provides brief report of actionable on the same.
Coordinating with TRACES, Ghaziabad on intimation u/s 200A
and 154 of the Income-tax Act, 1961 and ensuring that the
defaults are rectified at the earliest. To take up the matter with
TRACES, Ghaziabad on the matters which cannot be rectified by
filing correction returns. If required they may obtain support of
IDBI Bank’s official.
o) Proper maintenance of records of the following:
i) E-TDS returns along with supporting for both original
and corrections returns filed with TRACES/any other
authority prescribed by the Income Tax Department.
ii) Copy of form 16 A.
iii) Communication with branches / Income Tax
Department.
iv) Form 15G/ 15H / 15CA /15CB /DTAA-TRC /
Exemption certificate / etc., submitted by the
customers.
v) Justification report received from Income Tax
Department along with analysis.
vi) Any other document / information in connection with
filing and processing of form 60 and TDS returns and
all related activities.
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p) Prepare reply to the queries/communication/notices received from
Income Tax Authorities in connection with TDS /Form 60 and
consultation to the bank from time to time on ascertaining the TDS
applicability of the customers.
q) Attending the matters before Income Tax Authorities along with
Taxation Officials regarding TDS.
r) Co-ordination and follow up with TRACES official for any technical
issues.
s) Advising the Bank on the corrective measures on recurring issues
arising from TDS and/or form 60.
t) Any other compliance on TDS and / or form 60.
u) Any other matters pertaining to CPU related to income tax dept
may be required to address in view of changes / modifications in
tax laws / regulations / other statutory requirements.
v) Arranging 15CA/15CB certification under IT Act regarding
payments made by CPU to visa/ master card/ any other overseas
agency.
w) Identifying the reportable data from the form 60 dump provided
based on the name, constitution, and/or type of the customer.
x) Validating the data as per the utility of income tax dept.
y) Any other document / information in connection with filing and
reporting of processing of form 60.
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SECTION – V
Definitions and Terms & Conditions of RFP/Contract
5.1 Definitions
This RFP is not an offer by IDBI Bank, but an invitation to offer for Bidder
responses. No contractual obligation on behalf of IDBI Bank, whatsoever,
shall arise from the RFP process unless and until a formal contract is signed
and executed by duly authorized officers of IDBI Bank and the Successful
Bidder. The Bidder shall also confirm unconditional Acceptance of Terms &
Conditions of the RFP on its letter head in the specified format (Annexure
XVI).
5.1.1 In this RFP/ Contract, the following terms shall have the following
meanings and shall be interpreted accordingly:
5.1.2 “Applicable Law” means with respect to any person all laws, statutes,
treaties, rules, regulations, determinations, orders, notifications,
writs, processes, decrees, injunctions, judgments or awards of an
arbitrator, a court or any other governmental authorities and all
governmental authorizations binding upon or applicable to such
person or to any of its property or assets.
5.1.3 “Acceptance of Bid” means the letter/fax or any memorandum
communicating to the Bidder the acceptance of its Bid.
5.1.4 “Site” means the place in which the operations/Service(s) are to be
carried out or places approved by IDBI Bank for the purposes of the
Contract together with any other places designated in the Contract as
forming part of the Site.
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5.1.5 “Good/Best Industry Practice” means the exercise of degree of skill,
diligence, and prudence which is expected from a highly skilled
experienced and internationally recognized and reputed service
provider engaged in the same type of undertaking engaged in similar
activity under similar circumstances and acting generally in
accordance with the prevailing laws, rules, regulations codes, and
industry standards.
5.1.6 "The Contract" means the agreement to be entered into between IDBI
Bank and the Successful Bidder as recorded in the contract form duly
signed by the parties (in the form set out in Annexure IX), including
all annexure, schedules, exhibits, supplements, appendices,
amendments, revisions, notations and modifications thereof , as
indicated/spelt out in this RFP.
5.1.7 “Bidder" means and includes any person/firm/company who
has/have participated in the bidding process.
5.1.8 “Successful Bidder" or “Service Provider” means any person(s) whose
Bid has been accepted by IDBI Bank and to whom work has been
awarded and shall include its authorized representatives, successors
and permitted assigns.
5.1.9 "IDBI Bank/Bank" means IDBI Bank Limited including its successors
and assigns.
5.1.10 "The Contract Price" means the price/compensation, payable to the
Successful Bidder under and in accordance with the Contract, for the
due performance and observance of its contractual obligations under
and in accordance with the Contract.
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5.1.11 "Confidential Information" means, (i) intellectual property
information and information relating to Intellectual Property Rights;
(ii) technical or business information or material not covered in (i); (iii)
proprietary or internal information related to the current, future and
proposed products or service(s) of the Bank including, financial
information, process/flow charts, business models, designs, drawings,
data information related to products and service(s), procurement
requirements, purchasing, customers, investors, employees, business
and contractual relationships, business forecasts, business plans and
strategies, information the Parties provide regarding third parties; (iv)
information disclosed pursuant to the Contract and (v) all such other
information which by its nature or the circumstances of its disclosure
is confidential.
5.1.12 “Intellectual Property Rights” means any patent, copyright,
trademark, trade name, design, trade secret, permit, service marks,
brands, propriety information, knowledge, technology, licenses,
databases, computer programs, software, know how or other form of
intellectual property right, title, benefits or interest whether arising
before or after the execution of this Contract and the right to
ownership and registration of these rights.
5.1.13 “Parties” means the IDBI Bank and the Successful Bidder and
“Party” means either of the Parties.
5.1.14 “Service(s)” means services required to be performed by the Bidder
under the Contract, as specified in Scope of Work in compliance with
the Service Level Requirements.
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5.1.15 “Service Level Requirements” means the level of service and other
performance criteria which will apply to the Service(s) and the Bidder
undertakes to perform as per scope of work and as per Annexure
numbers V, VI, VII and VIII or as may be agreed between the parties.
5.1.16 Customer identified based on the customer ID/CIF.c
5.2 Interpretation
In this RFP/ in the Contract, unless a contrary intention is evident:
5.2.1 Time is the essence in the performance of the Parties’ respective
obligations, if any time period specified herein is extended, such time
shall also be of the essence.
5.2.2 The clauses/headings are for convenient reference(s) only and do not
forms part of this RFP/ the Contract;
5.2.3 Unless otherwise specified, a reference to a clause number is a
reference to all of its sub-clauses;
5.2.4 Unless otherwise specified, a reference to a clause, sub-clause or
section is a reference to a clause, sub-clause or section of this RFP/
the Contract including any amendments or modifications to the same
from time to time;
5.2.5 A word in the singular includes plural and a word in the plural
includes singular;
5.2.6 A word implying a gender includes any other gender;
5.2.7 A reference to a person includes a body corporate also;
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5.2.8 A reference to legislation includes legislation repealing, replacing or
amending that legislation;
5.2.9 Where a word or phrase is given a particular meaning, it includes the
appropriate grammatical forms of that word or phrase, which have
corresponding meanings;
5.2.10Reasonability and materiality of "doubt" and "controversy" shall be at
the sole discretion of IDBI Bank.
5.2.11The words not expressly defined herein shall have meanings ascribed
to them in the General Clauses Act, 1897 or such other relevant
applicable law as amended from time to time.
In case of a difference of opinion on the part of the Bidder in
comprehending and /or interpreting any clause/provision of this RFP
after submission of the Bid, the interpretation by IDBI Bank and
decision of IDBI Bank in this behalf shall be final, conclusive and
binding on the Bidder(s).
5.3 Bidder Responsibility:
5.3.1 If the scope of work includes equipment products/services/software
and/or support by other companies or individuals, the Successful
Bidder shall be responsible for its delivery, installation and
maintenance and uninterrupted operations. The Bidder must ensure
that they possess the necessary expertise for executing the Scope of
Work and the requisite permission/license for the
equipment/software/manpower. It will be the responsibility of the
Bidder to enter into inter-se agreement with such other service
provider(s) so as to ensure uninterrupted operations.
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5.3.2 The Successful Bidder should have all necessary licenses,
permissions, consents, no objections, approvals as required under law
for performing the Services.
5.3.3 The Successful Bidder must build adequate safeguards to ensure that
the information/documents/ records/assets of the Bank are
maintained in a way that the same are safe and there is no co-
mingling of similar information with other organizations to which it
may be providing services.
5.3.4 The Successful Bidder shall ensure preservation of all
documents/data in accordance with all legal and regulatory
obligations.
5.3.5 The Successful Bidder must ensure and confirm due
diligence/KYC/Physical verification of its own as well as the
employees of its service providers/sub-contractors and must be able
to provide documentary evidence for the same if required.
5.4 Acceptance of offer letter by the Successful Bidder and Signing of
Contract:
5.4.1 Before the expiry of the Bid Validity Period, IDBI Bank shall notify the
preferred Bidder in writing by registered letter or by fax or by e-mail or
by hand-delivery, that its Bid has been accepted. However, IDBI Bank
may negotiate certain terms with such Bidder. The Bidder shall
acknowledge in writing receipt of the notification of acceptance and
has to convey in writing his absolute, unconditional and unqualified
acceptance within 15 days from the date of intimation from the Bank
(hereinafter referred to as “Acceptance”) and thereafter enter into
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Contract within 15 days from the date of Acceptance of notification of
acceptance.
5.4.2 If the aforesaid acknowledgment is not received by IDBI Bank within
15 days from the date of offer letter the amount of EMD submitted by
such Bidder would be forfeited.
5.4.3 The notification of the acceptance shall be followed by signing of the
Contract. The Successful Bidder should sign the Contract as per
Annexure IX. The signing of Contract will tantamount to award of
Contract and Bidder shall perform the Services.
The signing of Contract shall be completed within 15 days from the
award of the Contract and shall be executed at Mumbai.
5.4.4 Upon the aforesaid preferred Bidder signing the Contract, IDBI Bank
shall promptly request the Bidder to provide performance
guarantee/performance security. EMD of such Bidder shall be
discharged on signing of the Contract and upon furnishing the
performance security/performance guarantee to the satisfaction of
IDBI Bank. The EMD of any unsuccessful Bidder(s) shall be
discharged / returned as promptly as possible but not later than 90
days from the date of opening of commercial bid/declaration of
successful Bidder, whichever is later.
5.5 Expenses for the Contract
5.5.1 The incidental expenses of execution of Contract including but not
limited to payment of proper stamp duty shall be borne by the
Successful Bidder.
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5.6 Representations and Warranties
5.6.1 The Bidder hereby represents and warrants the following:
5.6.2 It is duly organized and validly existing individual/entity under Indian
Laws.
5.6.3 It has power and authority to execute and deliver the Contract/the
presents and has taken all necessary steps to authorize execution,
delivery and performance of the presents.
5.6.4 It meets the requisite eligibility criteria as set out in the RFP.
5.6.5 It is not involved in any major litigation and no litigation and/or
investigation is threatened against it. That the existing or threatened
litigations or investigations do not have an impact of affecting or
compromising the performance and delivery of Service(s) under the
presents. That there are no winding up/ insolvency proceeds pending
or threatened against it.
5.6.6 The representations made by it in its Bid are and shall continue to
remain true and fulfill all the requirements as are necessary for
executing the duties, obligations and responsibilities as laid down in
the Contract and RFP and unless IDBI Bank specifies to the contrary.
It has not suppressed any information which is within its knowledge.
5.6.7 The execution of the Service(s) herein is and shall be strictly in
accordance and in compliance with all Applicable Laws, as amended
from time to time, the regulatory framework governing the same and
the Good Industry Practice. It has all permissions, consents,
approvals and license from all authorities, both regulatory/statutory
and non-regulatory, for executing the Service(s);
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5.6.8 It is authorized and legally eligible and otherwise entitled and has
power and authority to do all things necessary and appropriate and to
consummate the Service(s).
5.6.9 Neither the execution and delivery of the Contract nor the Bidder’s
compliance with or performance of terms and provisions of the
Contract shall contravene any provisions of Applicable Law nor shall it
violate any provisions of its constitutional documents or any
agreement or arrangement to which it is a party.
5.6.10That the Bidder shall procure all the necessary permissions and
requisite authorizations, approvals, consents, no objections and/or
licenses for use of various software and/or any copyrighted
process/product.
5.6.11That the Bidder certifies that all registrations, recordings, filings and
notarizations of the Contract and all payments of any tax or duty,
including without limitation stamp duty, registration charges or
similar amounts which are required to be effected or made by the
Bidder which is necessary to ensure the legality, validity,
enforceability or admissibility in evidence of the Contract have been
made by him/her/it.
5.6.12That the Bidder confirms that there has not and shall not occur any
execution, amendment or modification of any agreement/contract
without the prior written consent of IDBI Bank, which may directly or
indirectly have a bearing on the Contract or Service(s).
5.6.13TDS Reconciliation and Related Activities services under outsourced
model offered to the Bank do not violate any provisions of the
Applicable Laws, regulations or guidelines including laws relating to
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intellectual property rights, legal and environmental. In case there is
any violation of any law, rules or regulation, which is capable of being
remedied the same will be got remedied immediately during the
implementation, maintenance and contract period to the satisfaction
of the Bank;
5.6.14If the Successful Bidder having been notified fails to remedy the
defect(s) within the period specified, Bank may proceed to take such
remedial action as may be necessary, at the Successful Bidder’s risk
and expense and without prejudice to any other rights which Bank
may have against the Successful Bidder under and in accordance with
the Contract.
5.6.15It has made or shall make all necessary arrangement for delivery of
the Service(s). In case of failure on the part of Successful Bidder to
provide any material/service as mentioned, Bank has a right not to
pay for such particular part of material/service and has also right to
deduct penalties for such damages. Any decision of Bank in this
regard shall be final, conclusive and binding on the Successful Bidder.
5.7 Insurance
5.7.1 The Successful Bidder shall take adequate insurance cover against all
kinds of risks including fidelity clause for the loss arising from acts of
omission/ commission/ dishonesty of its employees and/ or
agents and would be required to keep the insurance policy alive at all
times during the currency of the Contract.
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5.8 Performance Security
5.8.1 The Successful Bidder(s) shall be required to provide a Bank
guarantee for Rs.20 Lakh valid for the tenure of the contract (i.e. 60
months) with an additional claim period of 12 months, indemnifying
the Bank against any loss. The Bank guarantee shall be provided to
office specified by the Bank within 15 days from the date of receipt of
acceptance letter from the Bank. Alternatively, the Successful Bidder
can provide security in form of Fixed Deposit for same amount &
period with IDBI Bank with a lien marked in favour of IDBI Bank.
5.9 Period of Contract
5.9.1 The Contract will be valid for a period of five (5) years, which may be
extended for a further period at Bank’s discretion. In case of an
extension, the Bank may review the rates. Till the existing Contract is
either renewed or switched over to the other service provider, the
Successful Bidder(s) shall continue to give support of its/their services
for a period of additional 6 months from the date of the expiry of the
Contract/at the agreed rate and on the same terms & conditions.
5.9.2 IDBI Bank reserves the right to terminate the Contract at its sole
discretion by giving one months’ notice.
5.10 Delivery period
5.10.1The Successful Bidder shall complete the requisite setup for smooth
functioning of the TDS reconciliation and related activities within one
month from the date of signing the Contract.
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5.11 Standard of Performance
5.11.1The Successful Bidder shall perform the Service(s) and carry out its
obligations under the Contract/ this RFP with due diligence,
efficiency, and economy, in accordance with generally globally
accepted techniques and practices used in industry and with
professional engineering standards recognized by the international
professional bodies as per Best Industry Practices. The Successful
Bidder shall safeguard IDBI Bank's legitimate interests in any dealing
with third parties.
5.12 Resolution of disputes:
5.12.1All disputes or differences, whatsoever, arising between the parties
out of or in relation to the terms and conditions, meaning and
operation or effect of this RFP Document or breach thereof shall be
settled amicably. In case they are not able to settle the disputes or
differences between them amicably, the same shall be settled by
arbitration in accordance with the Indian Laws relating to arbitration
and the award made in pursuance thereof shall be binding on the
parties. The Arbitrator/Arbitrators shall give a reasoned award. Each
Party to the dispute shall appoint 1 arbitrator each and the two
arbitrators shall jointly appoint the third or the presiding arbitrator.
In case, the Bidder/Successful Bidder fails to appoint its arbitrator or
any conflict in the appointment of the arbitrator, sole arbitrator
appointed by IDBI Bank will arbitrate the matter and decision of such
arbitrator shall be binding on the parties. The arbitration proceedings
shall be conducted in English language. Each Party shall bear the cost
of preparing and presenting its case, and the cost of arbitration,
including fees and expenses of the arbitrators, shall be shared equally
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by the Parties unless the award otherwise provides. Any appeal will be
subject to the exclusive jurisdiction of courts at Mumbai.
5.12.2The Successful Bidder(s) shall not be entitled to suspend the work/
Service(s) or the completion of the job under the Contract, during the
arbitration proceeding pending resolution of any disputes between the
Parties, unless otherwise directed in writing by IDBI Bank or unless
the matter is such that the work /Service(s) cannot possibly be
continued until the decision of the arbitrator is arrived at. However
during such a contingency, IDBI Bank shall be entitled to make
alternative arrangements to tackle the situation in any manner it
deems fit, at the cost of the Bidder, so that the business of IDBI Bank
is not disrupted.
The venue for arbitration shall be the sole discretion of the Bank. The
provision under this section shall survive the Contract.
5.13 Liquidated Damage
5.13.1If the Successful Bidder fails to deliver or perform the Services as
stipulated in the Contract, IDBI Bank shall, without prejudice to its
other remedies available under the RFP/Contract, deduct as
liquidated damages a sum equivalent to 1% of the billing amount for
the preceding month subject to maximum of 10%, for each week of
delay until satisfactory performance is ensured. IDBI Bank reserves
all the rights to levy the penalties under the Contract in case
satisfactory Services are not restored.
5.13.2IDBI Bank is entitled to withhold the payment or deduct liquidated
damages from the price under the Contract or any other amount,
which is due to Bidder from this Contract, or any other contract.
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5.13.3Any loss caused to IDBI Bank or claims made against IDBI Bank
owing to non-performance of the Services by the Successful Bidder as
per the Contract, or non-compliance of regulatory guidelines, will
attract liquidated damages to the extent that the claim is made
against the Bank. The Bank reserves the right to recover this amount
from any dues payable or accrue to the Successful Bidder in future in
any form.
5.13.4Any financial loss to IDBI Bank on account of fraud taking place due
to Successful Bidder, its employees or their service provider’s
negligence shall be recoverable from the Successful Bidder along with
damages if any with regard to IDBI Bank’s reputation and goodwill.
5.14 Cancellation of Contract and Compensation:
5.14.1IDBI Bank reserves the right to cancel the Contract and recover
expenditure incurred by IDBI Bank under the following
circumstances:
5.14.2The Successful Bidder commits a breach of any of the terms and
conditions of the Bid/ RFP/ the Contract.
5.14.3The Successful Bidder goes into liquidation, voluntarily or otherwise.
5.14.4An attachment is ordered or continues to be so for a period of seven
days on the assets of the Successful Bidder.
5.14.5The progress performance of Services or execution of the order
accepted, made by the Successful Bidder is found to be
unsatisfactory.
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5.14.6 If deductions on account of liquidated damages exceeds more than
2% of the total Contract value.
5.14.7After the award of the Contract, if the Successful Bidder does not
perform satisfactorily or delays execution of the Contract.
5.14.8 If for any reason, the Contract is cancelled, IDBI Bank reserves the
right to get the works executed through alternate sources at the risk,
cost and responsibility of the Successful Bidder. IDBI Bank reserves
the right to recover any dues payable by the Successful Bidder from
any amount outstanding to the credit of Successful Bidder, including
the pending bills and/or invoking the Bank guarantee under this
RFP/Contract. Successful Bidder shall not have any claim against the
decision of IDBI Bank and decision of IDBI Bank shall be final and
conclusive and shall be binding on the Successful Bidder.
5.15 Confidentiality:
5.15.1The Bidder agrees that it shall hold in trust any Confidential
Information received by it, under the RFP/Contract, and the strictest
of confidence shall be maintained in respect of such Information. The
Bidder also agrees:
5.15.2To maintains and uses the Confidential Information only for the
purposes of the RFP/Contract and only as permitted by IDBI Bank;
5.15.3To only makes copies as specifically authorized by the prior written
consent of IDBI Bank and with the same confidential or proprietary
notices as may be printed or displayed on the original;
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5.15.4To restrict access and disclosure of Confidential Information to such
of their employees, agents, vendors and Bidders strictly on a "need to
know" basis, to maintain confidentiality of the information disclosed to
them in accordance with this Clause.
5.15.5To treat all information as Confidential Information forever
irrespective of whether the Contract is continued or is terminated. Any
information related to the Bank’s customers/processes should be
treated confidential at all times.
5.15.6Notwithstanding the foregoing, the Successful Bidder acknowledges
that the nature of the Service(s) to be performed under the
Contract/RFP may require the Successful Bidder(s)’ personnel to be
present on premises of IDBI Bank or may require the Successful
Bidder(s)’ personnel to have access to computer networks of IDBI
Bank while on or off premises of IDBI Bank. It is understood that it
would be impractical for IDBI Bank to monitor all information made
available to the Successful Bidder(s) under such circumstances and to
provide notice to the Successful Bidder(s) of the confidentiality of all
such information. Therefore, the Successful Bidder(s) agree(s) that any
technical or business or other information of the Bank that the
Successful Bidder(s)’ personnel acquire while on the IDBI Bank’s
premises, or through access to IDBI Bank’s computer systems or
databases while on or off IDBI Bank’s premises, shall be deemed
Confidential Information.
5.15.7Confidential Information shall at all times remain the sole and
exclusive property of IDBI Bank. Upon termination of the Contract,
Confidential Information shall be returned to IDBI Bank or destroyed,
if incapable of return. The destruction shall be witnessed and so
recorded, in writing, by an authorized representative of each of IDBI
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Bank and the Successful Bidder(s). Nothing contained herein shall in
any manner impair rights of IDBI Bank in respect of the Service(s),
and documents, etc.
5.15.8All the information relating to the account holders (including but not
limited to any information pertaining to the applicants) shall at all
times remain Confidential Information and shall be held in trust by
the Successful Bidder on behalf of IDBI Bank and the Successful
Bidder shall not use the same for any purpose other than for the
performance of the Services and towards compliance of obligations
under RFP/the Contract.
5.15.9In the event that the Successful Bidders becomes legally compelled to
disclose any Confidential Information, then such Bidder shall give
sufficient notice to IDBI Bank to enable IDBI Bank to obtain protective
order in order to prevent or minimize to the extent possible, such
disclosure. Neither party shall disclose to a third party any
Confidential Information or the contents of the Contract without the
prior written consent of the other Party. The obligations of this Clause
shall be satisfied by handling Confidential Information with the same
degree of care, which the receiving Party applies to its own similar
confidential information but in no event less than reasonable care.
The obligations of this Clause shall survive the expiry, cancellation or
termination of the Contract till such Confidential Information enters
public domain or as stated above.
5.15.10The provision of this clause shall survive termination of the
Contract.
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5.17 Execution of Non Disclosure Agreement (NDA):
5.17.1The Successful Bidder should execute Non- Disclosure Agreement
(NDA) as per Annexure-XIII.
5.18 Indemnity
5.18.1The Successful Bidder shall execute and furnish to IDBI Bank, a
deed of indemnity in favour of the IDBI Bank in a form and manner,
as given in Annexure-XII, indemnifying the IDBI Bank, its directors,
employees, agents, its affiliates, subsidiaries, successors, assigns and
representatives from and against any costs, loss, damages, expense,
claims, litigations, suits, actions, judgments, and or otherwise
including but not limited to those from third parties or liabilities of
any kind howsoever suffered, arising out of or incurred inter alia
during and after the Contract period including but not limited to
third-party claims due to unauthorized disclosure of Confidential
Information, infringement of patent, trademark, Intellectual Property
Rights, copy-rights or industrial drawings and designs arising from
use of the Services or any part thereof and/or otherwise. The
provisions under this clause shall survive the termination of the
Contract.
5.19 Penalty:
5.19.1IDBI Bank has the right to recover penalty for non-compliance of any
of the terms of services as mentioned under the scope of work (RFP)
at 1% of preceding month bills or to indemnify the bank to the extent
of losses/penalty imposed by regulatory authority arising out of
deficient service, whichever is higher . IDBI Bank may, without
prejudice to its right to affect recovery by any other method, deduct
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the amount of Penalty from any money belonging to the Bidder in its
hands or which may become due to the Bidder. Any such recovery of
penalty shall not in any way relieve the Bidder from any of its
obligations to complete the works / Services or from any other
obligations and liabilities under the Contract.
5.20 Authorized Signatory
5.20.1The Successful Bidder shall indicate the authorized signatories who
can discuss and correspond with IDBI Bank with regard to the
obligations under the Contract/RFP. The Successful Bidder shall at
the time of signing the Contract submit a certified copy of the
resolution of their board, authenticated by the company secretary,
authorizing an official or officials of the Bidder to discuss, sign
agreements/contracts with IDBI Bank , raise invoice and accept
payments and also to correspond. The Successful Bidder shall provide
proof of signature identification for the above purposes as required by
IDBI Bank.
5.21 Signing of Bid
5.21.1Each Bid will be submitted in the legal name of the Bidder and shall
be signed and duly stamped by the Bidder or a person duly authorized
to sign on behalf of the Bidder.
5.22 Execution of SLA:
5.22.1The Bidder should execute a Service Level Agreement(SLA), which
would include all the services and terms and conditions of the services
to be extended as detailed herein and as may be prescribed by the
Bank. The Bidder will execute SLA within 15 days from the date of
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acceptance of contract. This RFP document and subsequent
corrigendum/s (if any) will become integral part of SLA.
5.23 Ownership and Retention of Documents:
5.23.1IDBI Bank shall own the documents, prepared by or for the
Successful Bidder arising out of or in connection with the
Contract/RFP.
5.23.2Forthwith upon expiry or earlier termination of the Contract and at
any other time on demand by IDBI Bank, the Successful Bidder shall
deliver to IDBI Bank all documents provided by or originating from
IDBI Bank and all documents produced by or from or for the
Successful Bidder in the course of performing the Service(s), unless
otherwise directed in writing by IDBI Bank, at no additional cost.
5.23.3The Successful Bidder shall not, without the prior written consent of
IDBI Bank, store, copy, distribute or retain any such documents.
Successful Bidder shall preserve all documents provided by or
originating from IDBI Bank and all documents produced by or from or
for the Successful Bidder in the course of performing the Service(s) in
accordance with the legal, statutory, regulatory obligations of IDBI
Bank in this regard.
5.24 Successful Bidder’s Integrity
5.24.1The Successful Bidder is responsible for and obliged to carry out all
the services strictly in accordance with Contract using state-of-the-art
methods and economic principles and exercising all means available
to achieve the performance specified in the Contract.
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5.25 Publicity:
5.25.1Any publicity by the Successful Bidder in which, the name of IDBI
Bank is to be used should be done only with the explicit written
permission of IDBI Bank.
5.26 Assignment:
5.26.1The Successful Bidder shall not assign to anyone, in whole or in part,
its obligations to perform under the Contract/RFP, except with the
Bank’s prior written consent
5.27 Inspection & audit of the services
5.27.1IDBI Bank and such other persons as may be appointed by it, shall at
all reasonable times have access to any site where the Successful
Bidder is performing/ performs any of the Services and such person
shall have the right to inspect such performance and all
documentation related thereto and to make and retain copies of the
aforesaid documentation.
5.27.2The Successful Bidder shall be required to keep complete and
accurate records of all the operations and expenses in connection with
the Services provided to IDBI Bank. All such records shall be kept on
file by the Successful Bidder for the contracted period from the date of
the transaction. However, the Bank may consider taking over the
records from the service provider from time to time at its sole
discretion.
5.27.3The Successful Bidder shall, co-operate with IDBI Bank’s, internal or
external auditor to assure a prompt and accurate audit. The
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Successful Bidder shall also co-operate in good faith with IDBI Bank
to correct any practices which are found to be deficient as a result of
any such audit within a reasonable time after receipt of IDBI
Bank 's audit report. Such audits or reviews will be at the expenses of
IDBI Bank. However, if the audit discovers discrepancies or
overcharges, then upon completion of such audit or review, the
Successful Bidder shall be bound and liable to reimburse to IDBI
Bank such discrepancies or overcharges and for the cost of the audit.
5.27.4The Successful Bidder agrees to allow officers of IDBI Bank to inspect
and make copies at their own cost, of the records relating to the
Services performed/delivered by the Successful Bidder, maintained by
Successful Bidder pursuant to the Contract/this RFP.
In regards to the above, the Regulators and Government Authorities
including RBI officials shall be entitled to conduct audits of the
Successful Bidder at any point of time.
5.28 Compliance with RBI and other Regulatory requirements
IDBI Bank or Successful Bidder shall individually obtain the
necessary regulatory and statutory approvals from the RBI or other
regulatory/statutory bodies, if any required, for the Services. Any
demand for information regarding any of the matters to the extent
mutually agreeable under this Agreement called for by the RBI or any
other regulatory body shall be promptly responded to by the
concerned Party. The Successful Bidder shall undertake to comply
with all the statutory and regulatory requirements under the
Applicable Laws in connection with Services including Labour and
Industrial Laws. All RBI guidelines on outsourcing shall ipso-facto
form integral part of the Contract and should be read as forming part
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of the Contract and the Contract shall stand amended to be in
conformity with RBI guidelines or guidelines applicable issued by any
other Regulator.
5.29 Statutory Requirements and Right of inspection by RBI
a) The Contract will be executed by abiding laws and the directive,
instructions, guidelines issued by the Regulators (including RBI) and
competent authority from time to time. During the tenure of the
Contract nothing shall be done by the Successful Bidder in
contravention of any law, act and/ or rules/regulations, thereunder or
any amendment thereof governing inter-alia customs, foreign
exchange, etc., and shall keep IDBI Bank, its directors, officers,
employees, representatives, agents and consultants indemnified in
this regard.
b) During the tenure of the Contract, Reserve Bank of India or one or
more of its officers or any person authorized by it shall have the right
to inspect the books and account of the Successful Bidder including
but not limited to the documents provided by IDBI Bank, record of
transactions, and other necessary information given to, stored or
processed by the Successful Bidder within a reasonable time. The
Successful Bidder shall preserve the information, documents and
records in accordance with the legal, statutory, regulatory obligations
as per applicable laws.
5.30 Relationship between the Parties:
5.30.1Nothing in the Contract constitutes any fiduciary relationship
between IDBI Bank and Successful Bidder/its team or any
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relationship of employer - employee, principal and agent, or
partnership, between IDBI Bank and the Successful Bidder.
5.30.2No Party has any authority to bind the other Party in any manner
whatsoever, except as agreed under the terms of the Contract.
5.30.3IDBI Bank has no obligation to the Successful Bidder except as
agreed under the terms of the Contract.
5.30.4All employees/personnel/representatives/agents etc., engaged by the
Successful Bidder for performing its obligations under the
Contract/RFP shall be in sole employment of the Successful Bidder
and the Successful Bidder shall be solely responsible for their
salaries, wages, statutory payments etc. Under no circumstances,
shall IDBI Bank be liable for any payment or claim or compensation
(including but not limited to any compensation on account of any
injury/death/termination) of any nature to the employees/ personnel/
representatives/ agent etc. of the Successful Bidder.
5.30.5The Successful Bidder shall not make or permit to be made a public
announcement or media release about any aspect of the Contract
unless IDBI Bank first gives the Successful Bidder its prior written
consent.
5.31 Conflict of interest
5.31.1The Successful Bidder shall disclose to IDBI Bank in writing, all
actual and potential conflicts of interest that exist, arise or may arise
(either for the Successful Bidder or its
team/agents/representatives/personnel etc.) in the course of
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performing the Services as soon as practical after it becomes aware of
that conflict.
5.32 Taxes
5.32.1The quoted prices shall be excluding service tax and treated inclusive
of exchange rate fluctuations, all other taxes, statutory liabilities, etc.
If any tax is levied by virtue of law in force after awarding of the
Contract, it will be borne by the Successful Bidder and Bank will not
incur any liability. In case Bank has to pay such taxes/dues for
restoration of Services, it will have right to deduct the same from the
amount payable to the Successful Bidder.
5.33 Payment and Payment Terms
5.33.1In consideration of the Successful Bidder providing deliverables and
services and performance of the obligations as set out in this RFP/the
Contract, the Bank shall pay to the Successful Bidder the fees as
agreed. The Successful Bidder shall raise monthly invoices. It is
agreed that the Bank shall make payments for all undisputed invoices
to the Successful Bidder in accordance with the payment terms. The
Bank shall make the payment to the Successful Bidder deducting
penalties, if any, within a period of 15 days. All the payments to the
Successful Bidder shall be subject to the performance of the Services
to the satisfaction of IDBI Bank.
5.33.2For any delay in commencement of activities on the part of Successful
Bidder beyond one month after signing of the Contract with the Bank,
a penalty @ `10,000 per day (i.e. from 1st day of 2nd month onwards)
will be charged.
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5.33.3If the Successful Bidder fails to deliver or perform the Services within
stipulated time schedule as decided hereto, IDBI Bank shall, without
prejudice to its other remedies available under the Contract, deduct
from the monthly billing amount, the liquidated damages, i.e., a sum
equivalent to 2% of the billing amount for the preceding month until
satisfactory performance is ensured. IDBI Bank reserves all the rights
to levy the penalties under the contract in case satisfactory services
are not restored.
5.33.4Bank is entitled to withhold or deduct liquidated damages from the
price under the contract or any other amount, which is due to
Successful Bidder from this contract, or any other contract.
5.33.5Notwithstanding anything contained in this RFP/ the Contract or in
any other document(s)
a) Under no circumstances IDBI Bank shall be liable to the
Successful Bidder and/or its employees / personnel /
representatives/agent etc. for direct, indirect, incidental,
consequential, special or exemplary damages arising from
termination of the Contract;
b) IDBI Bank shall not have any liability whatsoever in case of any
third party claims, demands, suit, actions or other proceedings
against the Successful Bidder or any other person engaged by the
Successful Bidder in the course of performance of the Service.
5.33.6Any payments made to and received by authorized Successful Bidder
personnel shall be considered as a full discharge of IDBI Bank’s
obligations for payment under the Contract.
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5.34 Contract Amendments
5.34.1No variation in or modification of the terms of the Contract shall be
made except by written mutual consent signed by both the Parties i.e.
the Successful Bidder and IDBI Bank. The Successful Bidder,
however, agrees it shall be bound to amend the Contract, if so
required by IDBI Bank, for giving effect to any amendment,
modification etc. in the applicable laws including but not limited to
amendment/modification etc. in the Reserve Bank of India Act, 1934/
the Banking Regulations Act, 1949 and/or to give effect to any
modifications, amendments or fresh guidelines issued/imposed by
RBI.
5.35 Termination
5.35.1IDBI Bank may, without assigning any reasons, terminate the
Contract by giving Successful Bidder, a prior and written notice of one
month indicating its intention to terminate the Contract.
5.35.2Successful Bidder / Service Provider will provide all necessary
assistance in ensuring a smooth transition of services, all data to the
alternate service provider identified by the Bank in case of termination
of contract or expiry of the contract period.
5.35.3 In the event of the happening of any events of the above nature, IDBI
Bank shall reserve the right to take any steps as are necessary, to
ensure the effective transition of the Service(s) to the next successor
Bidder, and to ensure business continuity.
5.35.4Termination for Insolvency: IDBI Bank may at any time terminate
the Contract by giving written notice of 30 (thirty) days to the
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Successful Bidder, indicating its intention of termination the Contract
without compensation to the Successful Bidder, if the Successful
Bidder becomes bankrupt or otherwise insolvent, provided that such
termination will not prejudice or affect any right of action or remedy
which has accrued or will accrue thereafter to IDBI Bank.
5.35.5Termination for Default: IDBI Bank, without prejudice to any other
right or remedy for breach of Contract, by a written notice of default
sent to the Successful Bidder, may terminate the Contract in whole or
in part.
5.35.6Termination for other than Default: IDBI Bank, without prejudice
to any other right or remedy and without assigning any reason, may
at its sole discretion, serve upon the Successful Bidder a written
notice of 30 (thirty) days, indicating its intention to terminate the
Contract and may terminate the Contract in whole or in part without
being liable or responsible to the Bidder in any manner whatsoever.
5.36 Consequences of Termination
5.36.1In the event of termination of the Contract due to any cause
whatsoever, [whether consequent to the stipulated term of the
Contract or otherwise], IDBI Bank shall be entitled to impose any
such obligations and conditions and issue any clarifications as may be
necessary to ensure an efficient transition and effective business
continuity of the Service(s) which the Successful Bidder shall be
obliged to comply with and take all available steps to minimize loss
resulting from that termination/breach, and further allow the next
successor Bidder to take over the obligations of the erstwhile
Successful Bidder in relation to the execution/continued execution of
the scope of the Contract.
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5.36.2In the event of termination of the Contract due to efflux of time where
the term is not extended by IDBI Bank, the Successful Bidder shall be
obliged to provide all such assistance to the next successor Bidder or
any other person as may be required and as IDBI Bank may specify
including training, where the successor(s) are a
representative/personnel of IDBI Bank, to enable the successor to
provide adequately the Service(s) hereunder, even where such
assistance is required to be rendered for a reasonable period that may
extend beyond the term/earlier termination hereof.
5.36.3Where the termination of the Contract is prior to its stipulated term
on account of a default on the part of the Successful Bidder or due to
the fact that the survival of the Successful Bidder as an independent
corporate entity is threatened/has ceased, IDBI Bank shall pay the
Successful Bidder for that part of the Service(s) which have been
authorized by IDBI Bank and satisfactorily performed by the
Successful Bidder up to the date of termination. Without prejudice to
any other rights, IDBI Bank may retain such amounts from the
payment due and payable by IDBI Bank to the Successful Bidder as
may be required to offset any losses caused to IDBI Bank as a result
of any act/omissions of the Successful Bidder. In case of any loss or
damage due to default on the part of the Successful Bidder in
performing Services or any failure to perform any of its obligations
under the Contract, the Successful Bidder shall compensate IDBI
Bank for any such loss, damages or other costs, incurred by IDBI
Bank. Additionally, the sub Bidder (if any) other members of its team
shall continue to perform all its obligations and responsibilities under
the Contract in an identical manner as were being performed hitherto
before in order to execute an effective transition and to maintain
business continuity. All permitted third parties shall continue to
perform all/any functions as stipulated by IDBI Bank and as may be
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proper and necessary to execute the Service(s) under the Contract in
terms of the Successful Bidder’s bid and the Contract.
5.36.4Nothing herein shall restrict the right of IDBI Bank to invoke the
performance Bank guarantee/fixed deposits and/or other guarantees,
securities furnished, enforce the Deed of Indemnity and pursue such
other rights and/or remedies that may be available to IDBI Bank
under law or otherwise.
5.36.5The termination hereof shall not affect any accrued right or liability of
either Party nor affect the operation of the provisions of the Contract
that are expressly or by implication intended to come into or continue
in force on or after such termination.
5.36.6In the event of termination of this Contract for any reason whatsoever,
IDBI Bank shall have the right to publicize such termination to
caution the customers/public from dealing with the Successful
Bidder.
5.37 Survival
Any provision of the Contract/ this RFP (if any) which, either
expressly or by implication, survive the termination or expiry of the
Contract, shall be complied with by the Parties including that of the
provisions of arbitration, indemnity, confidentiality, non-disclosure in
the same manner as if the Contract/ RFP is valid, subsisting and in
full force and effect.
The provisions of the clauses of the Contract/ RFP in relation to
documents, data, processes, property, Intellectual Property Rights,
indemnity, publicity and confidentiality and ownership survive the
expiry or termination of the Contract/ this RFP and in relation to
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confidentiality, the obligations continue to apply unless IDBI Bank
notifies the Bidder(s) (including Successful Bidder) of its release from
those obligations.
5.38 No Agency
The Service(s) of the Successful Bidder herein shall not be construed
as any agency of IDBI Bank and there shall be no principal agency
relationship between IDBI Bank and the Successful Bidder in this
regard.
5.39 No Set-off, counter-claim and cross claims.
In case the Successful Bidder has any other business relationship
with IDBI Bank, no right of set-off, counter-claim and cross-claim and
/or otherwise will be available to the Successful Bidder. However, IDBI
Bank shall have such rights against the Successful Bidder.
5.40 Key Performance Measurements
Unless specified by IDBI Bank to the contrary (in writing), the
Successful Bidder shall perform the Service(s) and carry out the
Service(s) under and in accordance with the terms of the Contract
and/or RFP.
5.41 Commencement and Progress
The Successful Bidder shall proceed to carry out the Service(s) with
diligence and care in accordance with any stipulation as to the time,
manner, mode, and method of execution contained in the Contract/
RFP and shall meet the standards of good industry practice.
5.42 Start of Installation:
Prior to taking up installation of any major component of work, the
Successful Bidder shall submit to IDBI Bank his proposed procedures
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and obtain IDBI Bank's approval in writing.
5.43 Entire Contract
5.43.1The terms and conditions laid down in this RFP/the Contract and all
annexure thereto shall be read in consonance with and form an
integral part of the Contract. The Contract supersedes any prior
contract, understanding or representation of the Parties on the
subject matter.
5.44 Opening a Current account
The Successful Bidder shall agree to open a current account with the
specified Branch of IDBI Bank and all the payments to be made by
IDBI Bank under this contract shall ordinarily be routed through the
said current account.
5.45 Governing Law
The Contract and any non-contractual obligations arising out of or in
connection with the Contract shall be governed by the laws of
Republic of India. This provision shall survive the Contract.
5.46 Jurisdiction of Courts
The courts at Mumbai shall have exclusive jurisdiction to determine
any proceeding in relation to the Contract/this RFP. The provisions
shall survive the Contract.
5.47 Suspension of Payment to the Successful Bidder
IDBI Bank may by a written notice of suspension, suspend all
payments to the Successful Bidder under the Contract, if the
Successful Bidder fails to perform any of its obligations under the
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Contract, (including the carrying out of the Services) provided that
such notice of suspension:
i. Shall specify the nature of the failure and
ii. Shall request the Successful Bidder to remedy such failure
within a specified period from the date of issue of such notice of
suspension.
5.48 Information Security:
5.48.1 Service provider and its personnel shall not carry any written
material, layout, diagrams, floppy diskettes, hard disk, storage tapes
or any other media out of Purchaser’s premise without written
permission from the Bank.
5.48.2 Service provider personnel shall follow The Bank’s information
security policy and instructions in this behalf.
5.48.3 Service provider acknowledges that The Bank’s business data and
other proprietary information or materials, whether developed by The
Bank or being used by the Bank pursuant to a license agreement with
a third party (the foregoing collectively referred to herein as
“proprietary information”) are confidential and proprietary to the Bank
; and Service provider agrees to use reasonable care to safeguard the
proprietary information and to prevent the unauthorized use or
disclosure thereof, which care shall not be less than that used by
Service provider to protect its own proprietary information. Service
provider recognizes that the goodwill of Purchaser depends, among
other things, upon Service provider keeping such proprietary
information confidential and that unauthorized disclosure of the same
by Service provider could cause damage to the Bank By reason of
Service provider’s duties and obligations hereunder, Service provider
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may come into possession of such proprietary information, even
though Service provider does not take any direct part in or furnish the
Services performed for the creation of said proprietary information and
shall limit access thereto to employees with a need to such access to
perform the Services required by this Contract. Service provider shall
use such information only for the purpose of performing the Services.
5.48.4 Service provider shall, upon termination of this Contract for any
reason, or upon demand by The Bank, whichever is earliest, return
any and all information provided to Service provider by The Bank,
including any copies or reproductions, both hardcopy and electronic.
5.48.5 Service provider shall provide certificate/assurance from application
providers/OEMs that the application is free from embedded malicious
/ fraudulent code.”
5.48.6 Service provider shall ensure that the equipment / application /
software being supplied shall be free from malicious code (Viruses,
Trojan, Spyware etc.) and shall be liable for any loss (information,
data, equipment, theft of Intellectual Property Rights, network breach,
sabotage etc.) incurred to the bank arising due to activation of any
such embedded malware / malicious code. The Bidder shall further
supply a certificate to the bank in the form Appended herewith.
5.48.7 The Service provider abide to the Information Security Policy (ISP)
and Cyber Security Policy (CSP) of the Bank (as amended from time to
time), which will be shared by the Bank with the Service provider on
need to know basis. Service provider shall ensure that the
equipment/application/software supplied under the RFP shall be
complacent with the ISP and CSP at all times.
5.48.8 Service provider shall make sure that the sensitive data (such as
password, financial information, biometric information, personal
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information etc.) shared by the Bank should be kept within the
geographical boundaries of India. The Bidder shall further supply a
certificate to the bank in the form Appended in Annexure
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Annexure – I
(Offer Covering Letter)
(To be included in Technical Bid)
Date: ________ 20__
The Deputy General Manager,
IDBI Bank Ltd
Central Processing Unit,
Plot No.39,40,41,
Sector 11 , CBD Belapur,
Navi Mumbai – 400614,
Sir,
Sub: RFP for Appointment of Vendor for reporting of Form 60 & TDS
Reconciliation and related activities under Outsourced Model For IDBI
Bank Limited
Ref No. ------------------------------------
With reference to the above RFP, having examined understood and accepted
the instructions including all Annexure, terms and conditions forming part
of the RFP, we hereby enclose our offer for providing services for Form 60 &
TDS Reconciliation and related activities under outsourced model as
mentioned in the RFP document forming Technical as well as Commercial
Bids being parts of the above referred Bid.
In the event of acceptance of our Technical as well as Commercial
Bids by the Bank we undertake to commence setting up the requisite
infrastructure for delivering the services as per the Contract to be signed
with IDBI Bank.
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In the event of our selection by the Bank for undertaking the activities as set
out in the RFP document, we will submit a Performance Guarantee/
security for a sum equivalent to Rs. 20 Lakhs (Rupees Twenty Lakhs
Only) for contract period and additional 6 months effective from the
date of signing of the Contract.
We agree to abide by the terms and conditions of this RFP.
Until a formal contract is executed, this tender offer, together with the
Bank’s written acceptance thereof and Bank’s notification of award, shall
constitute a binding contract between us.
We understand and agree that the Bank is not bound to accept the lowest or
any offer the Bank may receive.
We also certify that the information/data/particulars furnished in our bid
are factually correct. We also accept that in the event of any
information/data/particulars proving to be incorrect, IDBI Bank has the
right to disqualify us from the bid.
We certify that our entity has not been black listed by Govt. / Govt. Agency
/ Bank(s) / Financial Institutions in Indian or overseas in the last three
years.
We understand that IDBI Bank may reject any or all of the offers without
assigning any reason whatsoever.
We agree that any decision of IDBI Bank with regard to disqualification and
rejection of our bid/offers shall be final, conclusive and binding on us and
we shall not seek any clarification/reason and/or raise any objection
thereto.
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We enclose the following Demand Draft issued In favour of IDBI Bank
payable at Mumbai:
1. DD No. DD No.: XXXXXX Dated DD-MMM-YYYY for Rs. 10,000/- (Rupees Ten
thousand only) as application fee of RFP issued
by______________________________________________
DD No.XXXXXX Dated DD-MMM-YYYY for Rs. 5,00,000/- (Rupees Five
Lakhs only) as EMD issued
by_______________________________________________.
Dated this day of 20xx
Signature:
In the Capacity of:
Duly authorized to sign the tender offer for and on behalf of
Note: To be provided on the letter head of the entity.
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Annexure-II
Eligibility Criteria for Bidders
(To be included in Technical Bid)
The eligibility criteria for the Bidders to provide services for Reporting
of form 60 and TDS Reconciliation and related activities are as under:
(compare it with eligibility)
Sr. No. Particulars YES/ NO
1 The Bidder submitting the Bid should be Proprietor/
Partnership Firm/ LLP/ Company in India and should
have a minimum turnover of Rs 50 lakhs with positive
net worth and net profit for each of the previous 3
financial years as per the audited financial statement
i.e. FY 2016-17, FY 2017-18 and FY 2018-19. The
Bidder must submit the copies of Annual Accounts &
Balance Sheets for the last 3 financial years along-
with offer letter (as per Annexure 1).
2 The Bidder should be Proprietor /Partnership
Firm/LLP/Individual Company in India, with minimum
five years of existence. The Bidder should submit the
documentary evidence of the same as part of its Bid.
3 The Bidder should have at least three years’ of experience
in providing end to end centralized TDS reconciliation
and related services in India. The Bidder should submit
the documentary evidence of the same as part of its Bid.
Letter/email from client needs to be enclosed.
4 The Bidder should be managing minimum 3 lakhs
customers per quarter per scheduled commercial
Bank/ Financial Institution/NBFC (where TDS is
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applicable) and other exemptions and PAN related
activities. Self certification to be provided. The bidder
should provide the number of forms handled per
annum with documentary evidence.
5 The Bidder should be Proprietor /Firm/Individual
Company must be engaged with scheduled commercial
Bank/ Financial Institution/NBFC for minimum two
years in the field of reporting form 60 as per detailed
scope of work stated in RFP. The Bidder should submit
the documentary evidence of the same as part of its Bid.
6 The bidder should have at least 20 seats engaged in TDS
Reconciliation and related activities to take care of the
operations as per the requirement of the Bank. Self
Certification to be provided with the details of location
and number of seats in each location.
7 The Bidder should have managed and reported at least
50 Lakhs TDS transactions annually.
8 The Bidder should be able to provide services as specified
in scope of work given in this RFP, from Bank’s premises.
9 The Bidder should have business continuity plan in
place.
10 The Bidder should not have been blacklisted by any
Govt./ Govt. Agency /Bank(s) /Financial Institutions in
India or overseas in the last three years. The Bidder has
to submit self-certification on its letterhead.
9 The bidder should have proper licenses from Labour
authority, /under the Labour Law and other required
licenses and documents to carry out this activity.
Service Provider should provide all documents to IDBI
Bank as and when required. Bidder has to submit self-
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certification on its letterhead.
10 The bidder should comply with applicable Union, State
and local laws, ordinance, regulations in performing its
obligations including the procurement of licenses,
permissions, certificates, etc. payment of taxes, if
required. Bidder has to submit self-certification on its
letterhead.
Note: The Bidder must submit duly signed certificate stating his fulfillment
of the eligibility criteria, including deviations, if any.
Signature and Seal of Bidder
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Annexure –III
Details of the Bidder
(To be included in Technical Bid)
Details filled in this form must be accompanied by sufficient documentary
evidence, in order to verify the correctness of the information.
S. No Item Details
1. General Details
1.1 Name of Entity (Bidder)
1.2 Postal Address
1.3 Telephone and Fax numbers
1.4 Constitution of the Entity
1.5 Details of ownership
1.6 Nature of activity
1.7 Name and designation of the person
authorized to make commitments to
IDBI Bank Ltd
1.8 Email Address
1.9 Year of commencement of Business
& number of years in business
1.10 GSTIN Number
1.11 Income Tax Number (PAN)
1.12 Brief Description of facilities for
undertaking the services.
2 Financial Details (FY wise)
2.1 Annual Turnover(FY 2016-17)
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2.2 Annual Turnover (FY 2017-18)
2.3 Annual Turnover (FY 2018-19)
2.4 Net Profit (FY 2016-17)
2.5 Net Profit (FY2017-18)
2.6 Net Profit (FY 2018-19)
3. Other Details
3.1 Total number of employees
3.2 Major clients and services offered to
them
Names Contact
Number
3.3 Details of quality certifications
3.4 Number of TDS customers handled
(including exempted customers)
during last three years
2016-17 2017-18 2018-19
3.5 Any Major failure of internal system
during last three years
3.6 Any other relevant information
3.7 Other capabilities of the Bidder
3.8 TDS Reconciliation and other
activities Setup.
3.9 Internal Audit System
3.10 Disaster Recovery System &
Business Continuity Plan
3.11 Security- System & Controls
3.12 Inventory Control Management
3.13 Help Desk/Support Management
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Wherever the services are provided in liaison with a government
departments/external agencies/ third party, we understand that it is our
responsibility to protect the interest of Bank and services under outsourced
model are provided uninterrupted.
Place: Signature:
Date: Seal
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Annexure - IV
Bank Details
(To be included in Technical Bid)
1. Account number
1. Account Name in Bank
records
2 IFS Code
3. Name of the Bank
4. Address of the Bank
5 Contact Person
6 Telephone No.
7 Fax No
8 Remarks, if any
Signature:
Name of the Authorized Person:
Designation:
Company Seal
All authorizations should be collected
Note: Kindly enclose cancelled cheque of the above mentioned account
details.
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Annexure-V
(To be included in Technical Bid)
SCOPE OF WORK FOR REPORTING OF FORM 60 & TDS
RECONCILIATION AND RELATED ACTIVITIES:
S.
No.
Reporting of Form 60 & TDS
Reconciliation and related Activities
Bidder’s response
1. Application Processing & Approval
1.1 The Vendor / Successful Bidder should have
owned/ licensed set up for managing Form
60 & TDS Reconciliation and related
activities of the Bank.
1.2 The Vendor / Successful Bidder should
ensure that all the requirements should be
available within a month from the date of
signing the Contract. The non-availability of
the functionality will attract penalties
including termination of contract.
1.3 The Vendor / Successful Bidder shall install
the set up for TDS & form 60 Related
activities for the Bank in Bank’s premises.
1.4 The cost for
installing/upgrading/operating/integrating
with Bank’s existing systems to be borne by
the Bidder / Vendor.
1.5 The successful Bidder should undertake
operational activities related to form 60
reporting, TDS reconciliation and related
activities for previous years including five
inactive decentralized TANs for which the
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data on income tax portal/ TRACES is
available, which involves post filing of e- TDS
returns/ statements/ Pan related changes
for both structural and un-structural format
for the customers.
1.6 The successful Bidder should ensure to
provide requisite staff strength at Bank’s
Premises for carryout the mentioned
activities.
1.7 Turn Around Time (TAT) will be as per
Bank’s / Statutory requirements
1.8 Vendor / Successful Bidder need to do
necessary customization and to implement
changes to meet Bank’s and regulatory
requirements during the currency of the
Contract without any additional cost.
1.9 The Vendor / Successful Bidder should
provide data analytical reports such as the
number of forms processed/rejected with
reasons thereon, and TAT etc. or as required
by the Bank at any time.
1.10 The Vendor / Successful Bidder should
provide round the clock reliable support for
facilitating IDBI Bank to handle TDS & form
60 matters.
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1.11 The process should be agreed through
exchange of knowledge for carrying the
activities as per the scope of work and
should be documented.
1.12 The Vendor / Successful Bidder must
provide the services as per the defined scope
of work in RFP document.
Signature:
Name of the Authorized Person:
Designation:
Company Seal
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Annexure-VI
Format for Commercial Bid
Amount in Rupees
S.
No.
Component Cost per
Branch (INR)
– Figures
Cost per Branch (INR)-
Words
1 Processing Cost per Branch
per month
1 Indicative prices for all items to be mentioned compulsorily.
2 All prices should be inclusive of all taxes except GST.
3 The Bidders will be short listed as per the evaluation model referred in
the RFP.
4 The prices quoted should be valid for the period of contract (i.e.60
months) and should not be changed for any reason whatsoever it may
be.
5 IDBI Bank Ltd reserves the right to accept any bid, and to annul the bid
process and reject all bids at any time prior to award of contract
without thereby incurring any liability to the affected Bidder or Bidders
or any obligation to inform the affected bidder or bidders of the grounds
for IDBI Bank’s action. Any decision in these regards by IDBI Bank Ltd
shall be Final, conclusive and binding on the bidder.
Signature:
Name of the Authorized Person:
Designation:
Company Seal
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Annexure-VII
Template for Pre-Bid Queries
Bidder Name :
Contact Person :
Contact number :
email id:
S.No RFP Ref
Page no
RFP
Clause no
Existing clause
Details
Clarification Sought
1
2
3
Signature:
Name of the Authorized Person:
Designation:
Company Seal
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Annexure- VIII
Undertaking
(To be included in Technical Bid Envelope)
We, [] (name and designation) on behalf of [] having its registered office/
principal office at [] have submitted a Bid proposal to IDBI Bank for [●] in
response to the Request for Proposal (RFP) dated issued [] by IDBI Bank.
a. We are duly authorized persons to submit this undertaking
b. We have read and understood the aforesaid RFP and we hereby
convey our absolute and unconditional acceptance to the
aforesaid RFP.
c. We do not have any business relationship with IDBI Bank
including its directors and officers which may result in any
conflict of interest between us and IDBI Bank. We shall on
occurrence of any such event immediately inform the concerned
authorities of the same
d. We have submitted our Bid in compliance with the specific
requirements as mentioned in this RFP.
e. We have provided all the necessary information and details as
required by IDBI Bank and shall provide with such additional
information’s may be required by IDBI Bank from time to time.
f. Neither we nor any of our employee/director has been barred
from providing the Services nor are we in negative
list/blacklisted by any public sector banks, statutory or
regulatory or investigative agencies in India or abroad.
g. All the information furnished here in and as per the document
submitted is true and accurate and nothing has been concealed
or tampered with. We have gone through all the conditions of
Bid and are aware that we would be liable to any punitive action
in case of furnishing of false information / documents.
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It is certified that the information furnished herein and as per the document
submitted is true and accurate and nothing has been concealed or tampered
with. We have gone through all the conditions of bid and are liable to any
punitive action for furnishing false information/documents.
It is further certified that we have not modified or deleted any text / matter
in this RFP.
Dated this _____ day of ____________________ 2020.
Signature
(Company Seal)
__________________
In the capacity of
Duly authorized to sign bids for and on behalf of:
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Annexure- IX
AGREEMENT/CONTRACT
THIS AGREEMENT made at………………… the ………day of…………………….
2020 between,
IDBI Bank Ltd, a company registered under the Companies Act, 1956 (1 of
1956) and a company within the meaning of Section 2(20) of the Companies
Act, 2013 and a Banking company within the meaning of Section 5 (c) of the
Banking Regulation Act, 1949 (10 of 1949) and having its registered office at
IDBI Tower, WTC Complex, Cuffe Parade, Mumbai – 400 005 (hereinafter
called “the Bank” which expression shall unless it be repugnant to the
subject, context or meaning thereof shall be deemed to mean and include its
successors and assigns) of the ONE PART
and
……………. (Name of Service provider) of …………………… (Please specify the
registered office of the Service Provider) (Hereinafter called “the Successful
Bidder” which expression shall unless it be repugnant to the subject,
context or meaning thereof shall be deemed to mean and include its
successors and permitted assigns) of the OTHER PART;
The Bank and the Successful Bidder are hereinafter collectively
referred to as "Parties" and individually as Party-
WHEREAS, the Bank vide its RFP No. [] dated [] (RFP) had called for
the bids for engagement of bidder for TDS Reconciliation and other
activities under outsourced model for IDBI Bank and provide services as per
the Scope of Work mentioned in the RFP bearing Reference
No........................ (Comprehensive description of Service(s)) [hereinafter
referred to as “the Service(s)”]
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WHEREAS the Successful Bidder has represented that it is engaged in the
business of providing the Services and has all the requisite skills, expertise,
experience and necessary facilitates for providing/rendering/delivering the
Service(s) to IDBI Bank
WHEREAS IDBI Bank, relying upon the representations and
warranties made by the Successful Bidder, has accepted its Bid for
rendering/delivering the Service(s) for the sum of [] (Contract Price in Words
and Figures) (hereinafter called “the Contract Price”). In the said premises,
the Parties hereby enter into this Agreement to provide the Service(s), on the
terms and conditions appearing hereinafter
NOW THIS AGREEEMENT WITNESSETH AND IT IS HEREBY AGREED BY
AND BETWEEN THE PARTIES HERETO AS FOLLOWS:
1. In this Agreement words and expressions not specifically defined shall
have the same meanings as are respectively assigned to them in the
aforesaid RFP bearing Reference No.................
2. The RFP Document bearing Reference No._________________________ or
Corrigendum/s (if any) including the following and the annexure
thereto and this Agreement shall be deemed to form and be read and
construed as part of these presents.
i. Request for Proposal
ii. Eligibility Criteria for the Bidder
iii. Scope of Work
iv. Instructions to the Bidder
v. Terms and Conditions including all annexure.
vi. Commercial's accepted by Bank.
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vii. Service level agreement.
3. In consideration of the payments of the Contract Price in accordance
and subject to terms and conditions contained in RFP to be made by
the Bank to the Successful Bidder as hereinafter mentioned, the
Successful Bidder hereby agrees and covenants with the Bank to
provide/render the Service(s) and to remedy defects, if any therein,
strictly in conformity in all respects with the provisions of the
Contract/RFP.
4. The Successful Bidder shall render the Services as per the Scope of
Work in compliance with the Service Level Requirements annexed to
this Agreement.
5. The Bank hereby agrees and covenants to pay the Service Provider /
Successful Bidder in consideration of the rendering of the Service(s)
and the remedying of defects, if any therein, the Contract Price or
such other sum as become payable under the provisions of the
Contract at the times and in the manner prescribed by the Contract.
6. IDBI Bank relying upon the representations and warranties made by
the Service Provider, has accepted its bid for rendering/delivering the
Services as per the Contract Price.
IN WITNESS WHEREOF the parties hereto have caused these presents to be
executed on the day, month and year first above written.
Signed and Delivered by
the within named
Signature:
Name:
Date: -..........................
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IN THE PRESENCE OF
1. Signature
Name: .......................
Address: .......................
..................................
2. Signature
Name: .......................
Address: .......................
..................................
Signed and Delivered by..................................
the within named.
M/s. ..................................
..................................
Date: .......................
IN THE PRESENCE OF:
1. Signature
Name: .......................
Address: .......................
..................................
2. Signature
Name: .......................
Address: .......................
..................................
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Annexure- X
Performance Security Details
Sr.No. Particulars
1 Bank Guarantee No. /Fixed
deposit No.
2 Bank Guarantee Amount
/Fixed Deposit Amount
3 Expiry Date
4 Claim Amount
5 Account: M/s.
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Annexure- XI
Deed of Guarantee for Performance of Contract
THIS GUARANTEE AGREEMENT executed at ___________ this ________ day
of _____________ 2018.
BY:
______________________ Bank, a body corporate constituted under
_______________, having its Registered Office/ Head Office at ______________,
and a Branch Office at
_____________________________________________________ (hereinafter referred
to as “the Guarantor”, which expression shall, unless it be repugnant to the
subject, meaning or context thereof, be deemed to mean and include its
successors and assigns)
IN FAVOUR OF:
IDBI Bank Ltd, a company registered under the Companies Act, 1956 (1 of
1956) and a company within the meaning of Section 2(20) of the Companies
Act, 2013 and a Banking company within the meaning of Section 5 (c) of the
Banking Regulation Act, 1949 (10 of 1949) and having its registered office at
IDBI Tower, WTC Complex, Cuffe Parade, Mumbai – 400 005 (hereinafter
referred to as “IDBI Bank” or “Bank” which expression shall unless it be
repugnant to the subject, meaning or context thereof, be deemed to mean
and include its successors and assigns).
WHEREAS, IDBI Bank through RFP bearing reference no............dated
[].(hereinafter referred to as “RFP”) invited the bids for engagement of
Service Provider for ------------------------------------ and other related
Services. M/s.……………………… have been appointed as the service
provider (hereinafter referred to as "Service Provider") and accordingly the
Service Provider and the Bank have entered into contract on
......................., as per the terms and conditions contained therein and in
the bid document bearing reference no.................RFP [hereinafter referred
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to as “the Contract"]. The Service Provider has strictly agreed to abide with
the terms of Contract and the said documents. The Service Provider has also
furnished indemnity deed dated [] and non-disclosure / confidentiality
agreement dated [] and as such is bound by the same.
AND WHEREAS pursuant to the RFP, the Contract, Annexure, Schedule,
Forms and the other related documents (hereinafter collectively referred to
as “the said documents”, the Bank has agreed to avail from ………………….
and ……………………………. has agreed to provide to the IDBI Bank
…………………. , more particularly described in the RFP document
(hereinafter collectively referred to as “the Service(s)”), subject to payment
of the Contract Price, as stated in the said documents (the Contract Price)
and also subject to the terms, conditions, covenants, provisions and
stipulations contained the said documents.
AND WHEREAS the Service Provider has duly signed the said documents.
AND WHEREAS in terms of the Contract, the Service Provider has agreed to
provide the Service(s) and to procure an unconditional and irrevocable
performance Bank guarantee, in favour of IDBI Bank, from a Bank
acceptable to the IDBI Bank for securing the faithful observance and
performance by the Service Provider of the terms, conditions, covenants,
stipulations, provisions of the said documents.
AND WHEREAS at the request of the Service Provider, the Guarantor has
agreed to guarantee IDBI Bank, payment of ………………………….. (Rupees
.................................................. only) towards faithful observance and
performance by the Service Provider of the terms of the Contract and the
said documents.
NOW THEREFORE THIS AGREEMENT WITNESSETH AS FOLLOWS:
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In consideration of the above premises, the Guarantor hereby
unconditionally, absolutely and irrevocably guarantees to the Bank as
follows:
The words and expressions not specifically defined shall have the same
meanings as are respectively assigned to them in the RFP document
1. The Guarantor hereby guarantees and undertakes to pay, on
demand, to the IDBI Bank at its office at Mumbai forthwith, the sum
of `……………………………………….or any part thereof, as the case
may be, as aforesaid due to the IDBI Bank from the Service Provider,
towards any loss, costs, damages, etc. suffered by the IDBI Bank on
account of default or breach of the Service Provider in the faithful
observance and performance of the terms, conditions, covenants,
stipulations, provisions of the Contract and/or the said documents,
without any demur, reservation, contest, recourse or protest or
without any reference to the Service Provider. Any such demand or
claim made by the IDBI Bank, on the Guarantor shall be final,
conclusive and binding, notwithstanding any difference or any dispute
between the IDBI Bank and the Service Provider or any dispute
between the IDBI Bank and the Service Provider pending before any
Court, Tribunal, Arbitrator, or any other authority.
2.The Guarantor agrees and undertakes not to revoke this Guarantee
during the currency of these presents/the said documents, without
the previous written consent of the IDBI Bank and further agrees that
the Guarantee herein contained shall continue to be enforceable until
and unless it is discharged earlier by the Bank, in writing.
3. IDBI Bank shall be the sole judge to decide whether the Service
Provider has failed to perform and/or observe the terms of the
Contract or the said documents or for providing the Services by the
Service Provider to IDBI Bank, and on account of the said failure what
amount has become payable by the Service Provider to the IDBI Bank
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under this Guarantee. The decision of the IDBI Bank in this behalf
shall be final, conclusive and binding on the Guarantor and the
Guarantor shall not be entitled to demand IDBI Bank to establish its
claim under this Guarantee, but shall pay forthwith, the sums
demanded, without any objection, whatsoever.
4. To give effect to this Guarantee, IDBI Bank, may act as though the
Guarantor was the principal debtor to IDBI Bank.
5. The liability of the Guarantor, under this Guarantee shall not be
affected by:
(a) any change in the constitution or winding up of the Service
Provider or any absorption, merger or amalgamation of the Service
Provider with any other company, corporation or concern; or
(b) any change in the management of the Service Provider or
takeover of the management of the Service Provider by the
Government or by any other authority; or
(c) acquisition or change in constitution of the Service Provider
and/or of any of its undertaking(s) pursuant to any law; or
(d) any change in the constitution of IDBI Bank; or
(e) any change in the setup of the Guarantor which may be by way
of change in the constitution, winding up, voluntary or otherwise,
absorption, merger or amalgamation or otherwise; or
(f) The absence or deficiency of powers on the part of the Guarantor
to give Guarantees and/or Indemnities or any irregularity in the
exercise of such powers.
(g) Any variance in the terms and conditions of the said documents.
IDBI Bank shall be at liberty to make any modification or otherwise
vary or alter the said terms & conditions and/or rules or regulations
concerning the said documents and the same will not in any way
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discharge or otherwise vitiate or affect this Guarantee.
Notwithstanding anything contained hereinabove, the liability of the
Guarantor hereunder shall not exceed the rupee equivalent of
………………………………………. (In words).
Any act or omission, time or indulgence granted by IDBI Bank to the
Service Provider and/or Guarantor if any will also not discharge this
Guarantee or otherwise vitiate or affect or prejudice this Guarantee.
Notwithstanding anything to the contrary contained herein, and / or
any indulgence shown by IDBI Bank, the Guarantee hereby furnished
shall remain in full force and effect until the ultimate balance of the
entire dues of IDBI Bank being Rs. [] under this Guarantee as
aforesaid have been pain in full.
The Guarantor shall on demand make the payment without set-off
and free and clear of any deductions, charges, fees, or withholding of
any nature presently or in the future imposed, levied, collected,
withheld or assessed by the Government or any political subdivision
or authority and therein and thereof.
The Guarantor confirms that a mere letter from IDBI Bank that there
has been a default/failure on the part of the Service Provider in
faithfully observing and performing the terms, conditions, covenants,
stipulations, provisions, of the Contract/ the said documents, shall
without any other or further proof be final, conclusive and binding on
the Guarantor.
This Guarantee will expire on _______________ (expiry date).
However,
Any demand or claim under this Guarantee must be received by the
Guarantor by ………. (Date) ([●] after the expiry date).
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Notwithstanding anything to the contrary, the Guarantor hereby
agrees and undertakes to extend the validity period of this guarantee
for a further period as decided by IDBI Bank when such request is
received at least 15 days before the expiry of validity period of the
Guarantee.
This Guarantee shall be binding upon the Guarantor and successors –
in -interest and shall be irrevocable.
For all purposes connected with this Guarantee and in respect of all
disputes and differences under or in respect of these presents or
arising there from the courts of Mumbai shall have exclusive
jurisdiction.
IN WITNESS WHEREOF the Guarantor has caused these presents to be
executed on the day, month and year first herein above written as
hereinafter appearing.
SIGNED AND DELIVERED BY
the within named Guarantor,
______________________,
by the hand of Shri.__________,
its authorised official.
Signature:
Name of the Authorized Person: Designation:
Company Seal
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Annexure-XII
Deed of Indemnity
This Deed of Indemnity executed at Mumbai on the ______ day of
_______ by ________________________________________ (hereinafter referred to
as “the Obligor” which expression shall unless it be repugnant to the
context, subject or meaning thereof, shall be deemed to mean and include
successors and permitted assigns);
IN FAVOUR OF
IDBI Bank Limited, a company registered and incorporated under the
Companies Act, 1956 (1 of 1956) and a Company within the meaning of
Section 2 (20) of the Companies Act, 2013 and a Banking company within
the meaning of section 5 (c) of the Banking Regulation Act, 1949 (10 of
1949) having its registered office at IDBI Tower, WTC Complex, Cuffe
Parade, Mumbai – 400 005 (hereinafter referred to as “IDBI Bank” which
expression shall, unless it be repugnant to the subject or context or
meaning thereof, be deemed to mean and include its successors and
assigns)
Now, the Bank and Successful Bidder wherever the context so permits, shall
hereinafter collectively refer to as the “Parties” and individually as a “Party”.
WHEREAS IDBI Bank vide its RFP No [] dated [] (RFP) had invited Bids
from the eligible Bidders for [] (please specify the purpose of RFP).
AND WHEREAS
(1) The Obligor has
(a) Offered to IDBI Bank the TDS Reconciliation and other related
services under outsourced model (hereinafter referred to as “the
Services”),. as per the specifications provided under RFP
Request for Proposal bearing Reference No...............
(Hereinafter referred to as “RFP /Bid Document”);
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(b) represented and warranted that they have all permissions,
consents, approvals and license from all authorities, both
regulatory/statutory and non-regulatory, for executing the
Service(s) as stated in the Contract dated……… to IDBI Bank;
(c) Represented and warranted that the aforesaid Service(s) offered
to IDBI Bank do not violate any provisions of the applicable
laws, regulations or guidelines including laws relating to
intellectual property rights, legal and environmental. In case
there is any violation of any law, rules or regulation, which is
capable of being remedied the same will be got remedied
immediately during the implementation, maintenance and
contract period to the satisfaction of IDBI Bank;
(d) Represented and warranted that they are authorized and legally
eligible and otherwise entitled and competent to enter into such
contract(s) with IDBI Bank;
(2) IDBI Bank, relying and based on the aforesaid representations and
warranties of the Obligor, has agreed to avail the Service(s) of the
Obligor on the terms and conditions contained in its Contract dated
____________________ (the Contract) with the Obligor;
(3) One of the conditions of the aforesaid Contract is that the Obligor is
required to furnish an indemnity in favour of IDBI Bank indemnifying
the latter against any loss, damages or claims arising out of any
violations of the applicable laws, regulations, guidelines during the
execution and rendering of its Service(s) to IDBI Bank over the
contract period as also for and / or due to breach of terms and
conditions of the Contract committed by the Obligor on account of
misconduct, omission or negligence or otherwise by the Obligor.
(4) In pursuance thereof, the Obligor has agreed to furnish an indemnity
in the form and manner and to the satisfaction of IDBI Bank as
hereinafter appearing;
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NOW THIS DEED WITNESSETH AS UNDER: -
The words and expressions not specifically defined shall have the
same meanings as are respectively assigned to them in the RFP/the
Contract.
In consideration of IDBI Bank having agreed to award the aforesaid
Service(s)/job to the Obligor, more particularly described and stated in the
aforesaid Contract, the Obligor do hereby unconditionally, absolutely and
irrevocably agree and undertake that: -
(1) The Obligor shall, at all times hereinafter, save and keep harmless
and indemnified IDBI Bank, including its respective directors, officers,
employees, agents and representatives and keep them indemnified
from and against any claim, costs, charges, damages, demand, losses,
liabilities or expenses of any nature and kind whatsoever and by
whomsoever made in respect of the Contract and any loss or damage
caused from and against all suits and other actions that may be
instituted taken or preferred against IDBI Bank by whomsoever and
all losses, damages, costs, charges and expenses that IDBI Bank may
incur by reason of any claim made by any claimant for any reason
whatsoever or by anybody claiming under them or otherwise for any
losses, damages or claims arising out of all kinds of accidents, fire,
destruction, deliberate or otherwise, direct or indirect, from those
arising out of unauthorised disclosure of Confidential Information or
violation of applicable laws including those relating to intellectual
property rights, rules, regulations, guidelines and also from the
environmental damages, if any, which may occur or result from the
terms of the Contract.
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(2) The Obligor further agrees and undertakes that the Obligor shall,
ensure that all the permissions, authorisations, consents and licenses
are obtained and renewed from the local and/or municipal and/or
governmental authorities, as may be required under the applicable
laws, rules, regulations, guidelines, orders framed or issued by any
appropriate authorities.
(2) The Obligor further agrees to provide complete documentation of all
sub-systems, operating systems, system software, utility software and
other software, hardware or other components in the nature of
accessories or otherwise they are having or procured from third
parties. The Obligor shall also provide licensed software for all
software services, whether developed by it or acquired from other for
performing the obligations under the Contract. The Obligor hereby
indemnifies and keeps indemnified IDBI Bank including its respective
directors, officers, employees, agents and representatives against any
levies/penalties/claims/demands litigations, suits, actions,
judgments, and or otherwise on account of any default and or breach
and or otherwise in this regard.
(3) If any additional approval, consent or permission is required by the
Obligor to execute and perform the Contract during the currency of
the Contract, it shall procure the same and/or comply with the
conditions stipulated by the concerned authorities without any delay.
(4) The obligations of the Obligor herein are irrevocable, absolute and
unconditional, in each case irrespective of the value, genuineness,
validity, regularity or enforceability of the aforesaid Contract or other
agreement, or the insolvency, Bankruptcy, reorganization, dissolution,
liquidation or change in ownership of IDBI Bank or Obligor or any
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other circumstance whatsoever which might otherwise constitute a
discharge or defence of an indemnifier.
(5) The obligations of the Obligor under this deed shall not be affected by
any act, omission, matter or thing which, would reduce, release or
prejudice the Obligor from any of the indemnified obligations under
this indemnity or prejudice or diminish the indemnified obligations in
whole or in part, including in law, equity or contract (whether or not
known to it, or to IDBI Bank).
(7) This indemnity shall survive the Contract.
(8) Any notice, request or other communication to be given or made
under this indemnity shall be in writing addressed to either party at
the address stated in the aforesaid Contract and or as stated above.
(9) This indemnity and other non-contractual obligations arising out of
this indemnity, shall be governed by, and construed in accordance
with, the laws of India. The Obligor irrevocably and unconditionally
agrees that any legal action, suit or proceedings arising out of or
relating to this indemnity may be brought in the Courts/Tribunals at
Mumbai. Final judgment against the Obligor in any such action, suit
or proceeding shall be conclusive and may be enforced in any other
jurisdiction, by suit on the judgment, a certified copy of which shall be
conclusive evidence of the judgment, or in any other manner provided
by law. By the execution of this indemnity, the Obligor irrevocably
submits to the exclusive jurisdiction of such Court/Tribunal in any
such action, suit or proceeding.
(10) IDBI Bank may assign or transfer all or any part of its interest herein
to any other person. Obligor shall not assign or transfer any of its
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rights or obligations under this indemnity, except with the prior
written consent of IDBI Bank.
The words and expressions not specifically defined shall have the same
meanings as are respectively assigned to them in the Bid Document.
IN WITNESS WHEREOF the Obligor has signed these presents on the day,
month and year first above written.
Signed and Delivered on behalf of)
___________________)
by the hand of ___________________,)
_________, the authorized official )
of the Obligor
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Annexure -XIII
Non-Disclosure Agreement
This Non-Disclosure Agreement ("Agreement") is made on this_____ day
of_______________, 2020.
BETWEEN
IDBI Bank Limited, a company incorporated and registered under the
Companies Act, 1956 (1 of 1956) and a Company within the meaning of
Section 2 (20) of the Companies Act, 2013 and a Banking company within
the meaning of Section 5 (c) of the Banking Regulation Act, 1949 (10 of
1949) and having its registered office at IDBI Tower, WTC Complex, Cuffe
Parade, Mumbai – 400 005 (hereinafter called “the IDBI Bank/Bank” which
expression shall unless it be repugnant to the subject, context or meaning
thereof shall be deemed to mean and include its successors and assigns) of
the ONE PART;
AND
_____________________________ (Name of Successful Bidder) of _______________
(please specify the registered office/ principal office of the (Bidder)
(hereinafter called “the Successful Bidder/ Successful Vendor” which
expression shall unless it be repugnant to the subject, context or meaning
thereof shall be deemed to mean and include its successors) of the OTHER
PART;
IDBI Bank and Successful Bidder, wherever the context so permits, shall
hereinafter collectively refer to as the “Parties” and individually as a “Party”.
WHEREAS IDBI Bank vide its RFP No. [●] dated [●] (RFP) had invited for the
Bids from eligible Bidders for performing/delivering the Service(s). The
Successful Bidder after going through the RFP and being interested to
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perform/deliver the Service(s) participated in the bidding process and
submitted its Bid.
WHEREAS the Successful Bidder had represented that it is engaged in the
business of providing the Services and has all the requisite skills, expertise,
experience and necessary facilitates for providing/rendering/delivering the
Service(s) to IDBI Bank.
WHEREAS IDBI Bank based upon the representation and warranties made
by the Successful Bidder had entered into a contract dated [●] (the
Contract) for the performance/delivery of Service(s) by the Successful
Bidder.
WHEREAS, the Successful Bidder is aware and confirms that the
information, data, technical specification and other documents made
available in the RFP/ the Contract and thereafter regarding the Service(s) as
furnished by the Bidder in their Request For Proposal or otherwise and all
the Confidential Information under the RFP/the Contract is privileged and
strictly confidential and/or proprietary to IDBI Bank,
NOW THEREFORE, in consideration of the foregoing, the Successful Bidder
agrees to all of the following conditions, for IDBI Bank, to grant the
Successful Bidder specific access to IDBI Bank’s property/information and
other data.
In connection with this Agreement,
“Confidential Information” means all intellectual property information;
technical or business information or material not covered; proprietary or
internal information related to the current, future and proposed Services of
the Parties including, financial information, process/flow charts, business
models, designs, drawings, data information related to products and
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services, procurement requirements, purchasing, customers, investors,
employees, business and contractual relationships, business forecasts,
business plans and strategies, information the Parties provide regarding
third parties; information disclosed pursuant to this Contract; documents,
accounts, business plans, information or documents whatsoever,
concerning business, policies, strategy, property, contracts, trade secrets,
transactions, or interested parties of IDBI Bank or its Subsidiaries or
Affiliates and/or any other information of either Party whether disclosed to
the other Party in oral, graphic, written, electronic or machine readable
form, and whether or not the information is expressly stated to be
confidential or marked as such, all Trade Secrets and other proprietary
information including but not limited to customer list, financial
information, and pricing information.
It is hereby agreed as under:
(a) The Parties agree that they shall hold in trust any Confidential
Information received by either party, under this Contract, and the strictest
of confidence shall be maintained in respect of such Confidential
Information. The Parties also agree and undertake to:
(i) maintain and use the Confidential Information only for the purposes
of this Contract and only as permitted herein;
(ii) make copies as specifically authorized by the prior written consent of
the other Party and with the same confidential or proprietary notices as
may be printed or displayed on the original;
(iii) restrict access and disclosure of confidential information to such of
their employees, agents, vendor, and contractors strictly on a "need to
know" basis, to maintain confidentiality of the Confidential Information
disclosed to them in accordance with this clause; and
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(iv) Treat Confidential Information as confidential for a period of [●] years
from the date of receipt. In the event of earlier termination of this Contract,
the Parties hereby agree to maintain the confidentiality of the Confidential
Information for a further period of [●] years from the date of such
termination.
(b) Confidential Information in oral form must be identified as
confidential at the time of disclosure and confirmed as such in writing
within 30 (thirty) days of such disclosure. Confidential Information does not
include information which:
(i) the recipient knew or had in its possession, prior to disclosure,
without limitation on its confidentiality;
(ii) is independently developed by the recipient without breach of this
Contract;
(iii) is the public domain;
(iv) is received from a third party not subject to the obligation of
confidentiality with respect to such information;
(v) Is released from confidentiality with the prior written consent of the
other Party.
The recipient shall have the burden of proving hereinabove are applicable to
the information in the possession of the recipient.
(c) Notwithstanding the foregoing, the Parties acknowledge that the
nature of the Transaction to be performed under this Contract may require
the Successful Bidder’s personnel to be present on premises of Bank or
may require the Successful Bidder’s personnel to have access to computer
networks and databases of Bank while on or off premises of Bank. It is
understood that it would be impractical for Bank to monitor all information
made available to the Successful Bidder’s’s personnel under such
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circumstances and to provide notice to the Successful Bidder of the
confidentiality of all such information. Therefore, the Successful Bidder’s
agrees and undertakes that any technical or business or other information
of Bank that the Successful Bidder’s personnel, or agents acquire while on
Bank premises, or through access to Bank computer systems or databases
while on or off Bank premises, shall be deemed Confidential Information.
(d) Confidential Information shall at all times remain the sole and
exclusive property of the disclosing Party. Upon termination of this
Contract, confidential information shall be returned to the disclosing party
or destroyed, if incapable of return. The destruction shall be witnessed and
so recorded, in writing, by an authorized representative of each of the
Parties. Nothing contained herein shall in any manner impair or affect
rights of Bank in respect of the Confidential Information.
(e) In the event that any of the Parties hereto becomes legally compelled
to disclose any Confidential Information, such Party shall give sufficient
notice to the other Party to enable the other Party to prevent or minimize to
the extent possible, such disclosure. Neither Party shall disclose to a third
party any Confidential Information or the contents of this Contract without
the prior written consent of the other Party. The obligations of this Clause
shall be satisfied by handling Confidential Information with the same
degree of care, which the receiving party applies to its own similar
confidential information but in no event less than reasonable care. The
obligations of this clause shall survive the expiration, cancellation or
termination of this Contract.
(f) This Confidentiality Agreement may not be amended, nor any
obligation waived, except by a writing signed by both Parties hereto. If any
part of this Confidentiality Agreement is found invalid or unenforceable,
that part will be amended to achieve as nearly as possible the
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same economic and legal effect as the original provision and the remainder
of this contract will remain in full force.
(g) The provisions herein shall survive termination of the Contract.
Sign
Name of the signatory
Designation
Company Seal.
Place :
Date :
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Annexure- XIV
Format of Power of Attorney for signing of bid
POWER OF ATTORNEY
(On Stamp Paper of relevant value)
(To be included in Technical Bid Envelope)
Know all men by these presents, we (name of the
company) do hereby appoint and authorize Mr. (full
name and residential address) who is presently employed with us and
holding the position of as our attorney, to do in
our name and on our behalf, all such acts, deeds and things necessary in
connection with or incidental to our proposal for TDS Reconciliation and
Related Activities services under outsourced model in response to the RFP
(Request for Proposal) Reference No…………dated……….floated by IDBI
Bank Limited(hereinafter referred to as IDBI Bank), including signing and
submission of all documents and providing information/responses to IDBI
Bank. in all matters in connection with our bid/offer.
We hereby agree, declare and undertake that all the acts, deeds and things
lawfully done by our said attorney shall be construed as acts, deeds and
things done, performed and executed by us and we hereby agree to ratify all
acts, deeds and things lawfully done by our said attorney pursuant to this
Power of Attorney and that all acts, deeds and things done by our aforesaid
attorney shall and shall always be deemed to have been done by us.
Dated this _____ day of ____________________ 20..
For
(Signature)
(Name, Designation and Address)
Accepted
(Signature)(Name, Title and Address of the Attorney)
Date:
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Note:
1. The mode of execution of the Power of Attorney should be in
accordance with the procedure, if any, laid down by the applicable
law and the charter documents of the executants and when it is so
required the same should be under common seal affixed in
accordance with the required procedure.
2. Also, wherever required, the Bidder should submit for verification
the extract of the charter documents and documents such as a
resolution/power of attorney in favour of the Person executing this
Power of Attorney for the delegation of power hereunder on behalf
of the Bidder.
3. In case the Application is signed by an authorized Director/Partner
or Proprietor of the Applicant, a certified copy of the appropriate
resolution/document conveying such authority may be enclosed in
lieu of the Power of Attorney.
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Annexure - XV
Checklist of Technical Bid (Envelope 1)
SRL Particulars Enclosed
YES / NO
1 Name of Envelope-
“Appointment of vendor for Reporting of Form 60
and TDS Reconciliation and Related Activities-
For IDBI Bank Limited”
2 Covering letter of Offer as per Annexure I
3 A demand draft / Pay order for the EMD amount in
the manner specified herein
4 A demand draft/ pay order for the application fee of
RFP in the manner specified herein
5 Audited Balance Sheet & Profit & Loss A/c Statement
for the Financial. Years 2016-17, 2017-18 and 2018-
19
6 Supporting document/copies in support of Bidder’s
eligibility as per eligibility criteria given in Annexure II
7 Details of the Bidder as per Annexure III
s8 Bank details Annexure IV
9 Duly signed copy of scope of work of reporting of Form
60 and TDS Reconciliation and Related Activities as
per Annexure V along with acceptance status by
Bidder as specified therein
10 Undertaking as per Annexure VIII
11 Non-Disclosure Agreement as per Annexure XII
12 Format of Power of Attorney for signing of bid as per
Annexure XIII
13 Copy of RFP with Seal & Signature on each page
14 Self-declaration stating that the Bidder has not
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been blacklisted by Govt./Govt. Agency Bank(s)
Financial Institutions in India or overseas in the
last three years duly signed by its authorized
signatory. The declaration should be part of Offer
letter- Annexure I. The offer letter should be
printed on the letter head of the Bidder
15 Copy of all permissions, consents, approvals and
license from all authorities, both regulatory
statutory and non-regulatory, for executing the
Service(s)
16 Letter permitting and authorising IDBI Bank and
its officials to visit and inspect its premises
before/after opening of the Bids
17 Any other document/information prescribed in
the RFP to be submitted as part of the Bid
Signature:
Name of Authorised Official:
Designation:
Office Seal:
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Annexure-XVI
Format for Unconditional Acceptance of Terms & Conditions of the RFP
(To be submitted on the Company’s Letter Head)
To,
The Deputy General Manager,
IDBI Bank Ltd
Central Processing Unit,
Plot No.39,40,41,
Sector 11 , CBD Belapur,
Navi Mumbai – 400614,
Ref: RFP for Appointment of Service Provider for Reporting of Form 60
& TDS Reconciliation and Related Activities
This is to confirm that we unconditionally accept all the terms and
conditions as mentioned in the RFP No. IDBI BANK/CPU-CTDS/2020 – 01
dated January 29, 2020 floated by IDBI Bank Ltd. for Appointment of
Service Provider for Reporting of Form 60 & TDS Reconciliation and Related
Activities.
Signature:
Name of Authorised Official:
Designation:
Office Seal:
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Annexure-XVII
Pre Contract Integrity Pact
General
This pre-bid pre-contract Agreement (hereinafter called the Integrity
Pact) is made on ____________ day of the month of ___________ 20___,
between, IDBI Bank Ltd., a company within the meaning of Section
2(20) of the Companies Act, 2013 (18 of 2013) and a banking company
within the meaning of Section 5 (c) of the Banking Regulation Act, 1949
(10 of 1949), with Corporate Identity No. L65190MH2004GOI148838 and
having its registered office at IDBI Tower, WTC Complex, Cuffe Parade,
Mumbai 400005 through its _______________ Department/ Office at
___________, _________, (hereinafter called the "Principal'', which
expression shall mean and include, unless the context otherwise requires,
its successors) of the First Part and M/s ______________represented by
Smt/ Shri___________________________, MD/ CEO/ CMD (hereinafter
called the "Bidder/ Seller which expression shall mean and include,
unless the context otherwise requires, its/ his successors and permitted
assigns) of the Second Part.
WHEREAS the Principal proposes to procure (_____________________)
and BIDDER/ Seller is willing to offer/ has offered the same to the
Principal.
WHEREAS the Bidder is a private company/ public company/
Government undertaking/ partnership/ registered export agency,
constituted in accordance with the relevant law in the matter and the
PRINCIPAL is an Office/ Department of IDBI Bank Ltd performing its
functions on behalf of IDBI Bank Ltd.
NOW, THEREFORE,
To avoid all forms of corruption by following a system that is fair,
transparent and free from any influence/ prejudiced dealings prior to,
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during and subsequent to the currency of the contract to be· entered into
with a view to:
Enabling the Principal to obtain the desired service/ product at a
competitive price in conformity with the defined specifications by
avoiding the high cost and the distortionary impact of corruption
on public procurement; and
Enabling Bidders to abstain from bribing or indulging in any
corrupt practice in order to secure the contract by providing
assurance to them that their competitors will also abstain from
bribing and other corrupt practices and the PRINCIPAL will
commit to prevent corruption, in any form, by its officials by
following transparent procedures.
The parties hereto hereby agree to enter into this Integrity Pact and
agree as follows:
1. Commitments of the PRINCIPAL
1.1 ) The PRINCIPAL undertakes that no official of the PRINCIPAL,
connected directly or indirectly with the contract, will demand, take a
promise for or accept directly or through intermediaries, any bribe,
consideration, gift, reward, favour or any material or immaterial benefit or
any other advantage from the BIDDER, either for themselves or for any
person, organization or third party (which is not available legally) related
to the contract in exchange for an advantage in the bidding process, bid
evaluation, contracting or implementation process related to the contract.
1.2 ) The PRINCIPAL will, during the pre-contract stage, treat all
BIDDERs alike, and will provide to all BIDDERs the same information and
will not provide any such information to any particular BIDDER which
could afford an advantage to that particular BIDDER in comparison to
other BIDDERs.
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1.3 ) All the officials of the PRINCIPAL will report to the appropriate
authority any attempted or completed breaches of the above commitments
as well as any substantial suspicion of such a breach.
2. In case any such preceding misconduct on the part of such
official(s) is reported by the BIDDER to the PRINCIPAL with full and
verifiable facts and the same is prima facie found to be correct by the
PRINCIPAL, necessary disciplinary proceedings, or any other action as
deemed fit, including criminal proceedings may be initiated by the
PRINCIPAL and such a person shall be debarred from further dealings
related to the contract process. In such a case while an enquiry is being
conducted by the PRINCIPAL the proceedings under the contract would
not be stalled.
3. Commitments of the BIDDERs
The BIDDER commits itself to take all measures necessary to
prevent corrupt practices, unfair means and illegal activities during any
stage of its bid or during any pre-contract or post-contract stage in order
to secure the contract or in furtherance to secure it and in particular
commit itself to the following:
3.1 ) The Bidder will not offer, directly or through intermediaries, any
bribe, gift, consideration, reward, favour, any material or immaterial
benefit or other advantage commission, fees brokerage or inducement to
any official of the Principal, connected directly or indirectly with the
bidding process, or to any person, organisation or third party related to
the contract in exchange for any advantage in the bidding, evaluation,
contracting and implementation of the contract.
3.2 ) The Bidder further undertakes that it has not given, offered or
promised to give, directly or indirectly any bribe, gift, consideration,
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reward, favour, any material or immaterial benefit or other advantage,
commission, fees, brokerage or inducement (not available legally) to any
official of the Principal or otherwise in procuring the Contract or
forbearing to do or having done any act in relation to the obtaining or
execution of the contract or any other contract with IDBI Bank Ltd for
showing or forbearing to show favour or disfavor to any person in relation
to the contract or any other contract with IDBI Bank Ltd.
3.3 ) The Bidder confirms and declares that they have not made any
payments to any agents/ brokers or any other intermediary, in
connection with this bid/ contract.
3.4 ) The Bidder further confirms and declares to the Principal that the
Bidder is the original vendor or service provider in respect of product/
service covered in the bid documents and the Bidder has not engaged with
any individual or firm or company whether Indian or foreign to intercede,
facilitate or in any way to recommend to the Principal or any of its
functionaries, whether officially or unofficially to the award of the
contract to the Bidder, nor has any amount been paid, promised or
intended to be paid to any such individual, firm or company in respect of
any such intercession, facilitation or recommendation.
3.5 ) The Bidder, at the earliest available opportunity, i.e. either while
presenting the bid or during pre-contract negotiations and in any case
before opening the financial bid and before signing the contract, shall
disclose any payments he has made, is committed to or intends to make
to officials of the Principal or their family members, agents, brokers or any
other intermediaries in connection with the contract and the details of the
services agreed upon for such payments.
3.6 ) The Bidder will not enter into any undisclosed agreement or
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collude with other parties interested in the contract/ other Bidders to
impair the transparency, fairness and progress of the bidding process, bid
evaluation, contracting and implementation of the contract or with respect
to prices, specifications, certifications, subsidiary contracts etc.
3.7 ) The Bidder will not accept any advantage in exchange for any
corrupt practice; unfair means and illegal activities.
3.8 ) The Bidder shall not use improperly, for purpose of competition or
personal gain or pass on to others, any information provided by the
Principal as a part of the business relationship, regarding plans, technical
proposals and business details including information contained in any
electronic data carrier. The Bidder also undertakes to exercise due and
adequate care lest any such information is divulged.
3.9 ) The Bidder commits to refrain from giving any complaint directly
or through any other manner without supporting it with full and verifiable
facts.
3.10 ) The Bidder shall not instigate or cause to instigate any third
person to commit any of the actions mentioned above.
3.11 ) If the BIDDER or any employee of the BIDDER or any person
acting on behalf of the BIDDER, either directly or indirectly, is a relative of
any of the officers of the PRINCIPAL, or alternatively, if any relative of an
officer of the PRINCIPAL has financial interest/ stake in the BIDDER's
firm, the same shall be disclosed by the BIDDER at the time of filing of
tender.
3.12 The BIDDER shall not lend to or borrow any money from or enter
into any monetary dealings or transactions, directly or indirectly, with any
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employee of the PRINCIPAL.
3.13 ) The BIDDER/ Contractor shall not directly or through any other
person or firm use coercive practices against IDBI Bank and/ or other
BIDDERs/ Contractor(s).
3.14 ) BIDDERs are not to pass any information provided by the
PRINCIPAL as a part of business relationship to others and not commit
any offence under PC/ IPC Act.
3.15 ) Foreign BIDDERs if any, to disclose name and address of agents
and representatives in India and Indian Bidders to disclose their foreign
principal or associates.
3.16 ) BIDDERs to disclose any transgressions with any other company
that may impinge on anti- corruption principle.
4. Previous Transgressions
4.1 ) The BIDDER declares that no previous transgression occurred in
the last three years immediately before signing of this Integrity Pact, with
any other company in any country in respect of any corrupt practices
envisaged hereunder or with any Public Sector Enterprise / Public Sector
Banks in India or any Government Department in India or RBI that could
justify BIDDER’s exclusion from the tender process.
4.2 ) The BIDDER agrees that if it makes incorrect statement on this
subject, BIDDER can be disqualified from the tender process or the
contract, if already awarded, can be terminated for such reason.
5. Earnest Money (Security Deposit)
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5.1 ) While submitting commercial bid, the BIDDER shall deposit an
amount (specified in RFP) as Earnest Money/ Security Deposit, with the
PRINCIPAL through any of the modes mentioned in the RFP/ bid
document and no such mode is specified, by a Bank Draft or a Pay Order
in favour of IDBI Bank Ltd. However payment of any such amount by way
of Bank Guarantee, if so permitted as per bid documents/ RFP should be
from any nationalized Bank other than IDBI Bank Ltd and promising
payment of the guaranteed sum to the PRINCIPAL on demand within
three working days without any demur whatsoever and without seeking
any reasons whatsoever. The demand for payment by the PRINCIPAL shall
be treated as conclusive proof for making such payment to the
PRINCIPAL.
5.2 ) Unless otherwise stipulated in the Bid document/ RFP, the
Earnest Money/ Security Deposit shall be valid upto a period of five
years or the complete conclusion of the contractual obligations to the
complete satisfaction of both the BIDDER and the PRINCIPAL, including
warranty period, whichever is later.
5.3 ) In case of the successful BIDDER, a clause would also be
incorporated in the Article pertaining to Performance Bond in the
Purchase Contract that the provisions of Sanctions for Violation shall be
applicable for forfeiture of Performance Bond in case of a decision by the
PRINCIPAL to forfeit the same without assigning any reason for imposing
sanction for violation of this Pact.
5.4 ) No interest shall be payable by the PRINCIPAL to the BIDDER on
Earnest Money/ Security Deposit for the period of its currency.
6. Sanctions for Violations
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6.1 ) Any breach of the aforesaid provisions by the BIDDER or anyone
employed by it or acting on its behalf (whether with or without the
knowledge of the BIDDER) shall entitle the PRINCIPAL to take all or any
one of the following actions, wherever required:
6.1.1 To immediately call off the pre contract negotiations without
assigning any reason and without giving any compensation to
the BIDDER. However, the proceedings with the other
BIDDER(s) would continue, unless the PRINCIPAL desires to
drop the entire process.
6.1.2 The Earnest Money Deposit (in pre-contract stage) and / or
Security Deposit/ Performance Bond (after the contract is
signed) shall stand forfeited either fully or partially, as decided
by the PRINCIPAL and the PRINCIPAL shall not be required to
assign any reason therefore.
6.1.3 To immediately cancel the contract, if already signed, without
giving any compensation to the BIDDER.
6.1.4 To encash the advance bank guarantee and performance
bond/ warranty bond, if furnished by the BIDDER, in order to
recover the payments, already made by the PRINCIPAL along
with interest.
6.1.5 To cancel all or any other Contracts with the BIDDER. The
BIDDER shall be liable to pay compensation for any loss or
damage to the PRINCIPAL resulting from such cancellation/
rescission and the PRINCIPAL shall be entitled to deduct the
amount so payable from the money(s) due to the BIDDER.
6.1.6 To debar the BIDDER from participating in future bidding
processes of the PRINCIPAL or any of its subsidiaries for a
minimum period of five years, which may be further extended
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at the discretion of the PRINCIPAL.
6.1.7 To recover all sums paid, in violation of this Pact, by
BIDDER(s) to any middleman or agent or broker with a
view to securing the contract.
6.1.8 Forfeiture of Performance Bond in case of a decision by the
PRINCIPAL to forfeit the same without assigning any reason
for imposing sanction for violation of this Pact.
6.1.9 Intimate to the CVC, IBA, RBI, as the PRINCIPAL deemed fit
the details of such events for appropriate action by such
authorities.
6.2 ) The PRINCIPAL will be entitled to take all or any of the actions
mentioned at para 6.1.1 to 6.1.9 of this Pact also on the Commission by
the BIDDER or any one employed by it or acting on its behalf (whether
with or without the knowledge of the BIDDER), of an offense as defined in
Chapter IX of Indian Penal Code, 1860 or Prevention of Corruption Act,
1988 or any other statute enacted for prevention of corruption.
6.3 ) The decision of the PRINCIPAL to the effect that a breach of the
provisions of this Pact has been committed by the BIDDER shall be final
and conclusive on the BIDDER. However, the BIDDER can approach the
Independent External Monitor(s) appointed for the purposes of this Pact.
7. Fall Clause
7.1 ) The BIDDER undertakes that it has not supplied/ is not supplying
similar product/ systems or subsystems at a price lower than that offered
in the present bid in respect of any other Ministry/ Department of the
Government of India or PSU or any other Bank and if it is found at any
stage that similar product/ systems or sub systems was supplied by the
BIDDER to any other Ministry/ Department of the Government of India
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or a PSU or a Bank at a lower price, then that very price, with due
allowance for elapsed time, will be applicable to the present case and the
difference in the cost would be refunded by the BIDDER to the
PRINCIPAL, if the contract has already been concluded.
8. Independent External Monitors
8.1 ) The PRINCIPAL has appointed Independent External Monitors
(hereinafter referred to as Monitors or IEMs) for this Pact in consultation
with the Central Vigilance Commission, whose details are given below:
No. Name of IEM Contact
Number
Contact mail
1 Shri S.Srinivasan,
IAS (Rtd)
9483536100 [email protected]
om
2 Shri. AjayKumar,
ex-CMD
9619272893 [email protected].
8.2 ) The task of the Monitors shall be to review independently and
objectively, whether and to what extent the parties comply with the
obligations under this Pact.
8.3 ) The Monitors shall not be subject to instructions by the
representatives of the parties and perform their functions neutrally and
independently.
8.4 ) Both the parties accept that the Monitors have the right to access
all the documents relating to the project/ procurement, including minutes
of meetings.
8.5 ) As soon as the Monitor notices, or has reason to believe, a
violation of this Pact, he will so inform the Authority designated by the
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PRINCIPAL.
8.6 ) The BIDDER(s) accepts that the Monitor has the right to access
without restriction to all Project documentation of the PRINCIPAL
including that provided by the BIDDER. The BIDDER will also grant the
Monitor, upon his request and demonstration of a valid interest,
unrestricted and unconditional access to his project documentation. The
same is applicable to Sub-contractors. The Monitor shall be under
contractual obligation to treat the information and documents of the
BIDDER/ Sub-contractor(s) with confidentiality.
8.7 ) The PRINCIPAL will provide to the Monitor sufficient information
about all meetings among the parties related to the Project provided such
meetings could have an impact on the contractual relations between the
parties. The parties will offer to the Monitor the option to participate in
such meetings.
8.8 ) The Monitor will submit a written report to the designated
authority of PRINCIPAL/ Secretary in the Department/ within 8 to 10
weeks from the date of reference or intimation to him by the PRINCIPAL/
BIDDER and, should the occasion arise, submit proposals for correcting
problematic situations.
9. Facilitation of Investigation
In case of any allegation of violation of any provisions of this Pact or
payment of commission, the PRINCIPAL or its agencies shall be entitled to
examine all the documents including the Books of Accounts of the
BIDDER and the BIDDER shall provide necessary information and
documents in English and shall extend all possible help for the purpose of
such examination.
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10. Law and Place of Jurisdiction
This Pact is subject to Indian Law. The place of performance and
jurisdiction is the seat of the PRINCIPAL.
11. Other Legal Actions
The actions stipulated in this Integrity Pact are without prejudice to any
other legal action that may follow in accordance with the provisions of the
extant law in force relating to any civil or criminal proceedings.
12. Validity
12.1 ) The validity of this Integrity Pact shall be from date of its signing
and extend upto 5 years or the complete execution of the contract to the
satisfaction of the PRINCIPAL and the BIDDER/ Seller, including
warranty period, whichever is later. In case BIDDER is unsuccessful, this
Integrity Pact shall expire after six months from the date of the signing of
the contract, with the successful bidder by the PRINCIPAL.
12.2 ) Should one or several provisions of this Pact tum out to be invalid;
the remainder of this Pact shall remain valid. In this case, the parties will
strive to come to an agreement to their original intentions.
13. The parties hereby sign this Integrity Pact at _______________
on___________.
IN WITNESS WHEREOF, the Parties have signed and executed this
Integrity Pact at the place and date first hereinabove mentioned in the
presence of following witness:
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Signature Signature
(For & on behalf of the PRINCIPAL) (For & on behalf of the BIDDER/
Contractor)
Office Seal Office Seal
Name Name
Designation Designation
Witness 1:
(Name & Address) __________________________
Witness 2:
(Name & Address) ____________________________
[Provisions of the above clauses would need to be amended/
deleted in line with the policy of the PRINCIPAL in regard to
involvement of Indian agents of foreign suppliers].
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Annexure-XVIII
Information security Certificate
(This certificate is to be rendered on Letterhead of the Company)
This is to certify that–
1. Hardware and the software being used do not contain any kind of
malicious code such as Viruses, Trojan, and Spyware that would:-
(a) Obstruct the desired and the designed function of hardware.
(b) Cause physical damage to the user or their equipment during the usage
of the equipment.
(c) Tap the information regarding network, users and information stored on
the network of the Bank or in its CBS Platform or otherwise.
(d) Culminate into software attack, theft of intellectual property rights,
identity theft, theft of equipment or information, sabotage & information
extortion;
2. We undertake to be liable in case of any loss that may be caused to the
Purchaser due to the breach of any of the aforesaid assurances &
representations and also for any physical damage, loss of information, loss
of reputation and those relating to copyright and Intellectual Property Rights
(IPRs), caused due to activation of any such malicious code in the hardware
/ software supplied.
3. We shall make sure that the sensitive data (such as password, financial
information, biometric information, personal information etc.) shared by the
Bank will be kept within the geographical boundaries of India
Date: (Signature of Authorized Signatory)
Place: Name and designation
******
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