allahabad bank department of …...allahabad bank rfp ref no ho/dit/upi/24 dated: 15.03.2016 page 1...

Allahabad Bank RFP Ref No HO/DIT/UPI/24 dated: 15.03.2016

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A L L A H A B A D B A N K

DEPARTMENT OF INFORMATION TECHNOLOGY HEAD OFFICE

2, NETAJI SUBHAS ROAD, KOLKATA – 700001

INDIA

REQUEST FOR PROPOSAL (RFP)

FOR

IMPLEMENTATION & MAINTENANCE

OF UNIFIED PAYMENT INTERFACE (UPI) SOLUTION

RFP NO: HO/DIT/UPI/24 Dated: 15 .03 .2016


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TABLE OF CONTENTS SECTION SUBJECT PAGE NO I. INVITATION FOR BID (IFB) ------------- 3 II. INSTRUCTION TO BIDDERS (ITB) ------------- 5 III. CONDITIONS OF CONTRACT (COC) -------------- 20 IV CONDITIONS OF PROCUREMENT (COP) ---------- 26 V SCHEDULE OF REQUIREMENTS ---------- 35 VI SPECIFICATION AND FORMATS ----------- 42


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SECTION-I INVITATION FOR BIDS (IFB)

REF NO: HO/DIT/UPI/24 DATE: 15.03.2016 1. ALLAHABAD BANK intends to implement Unified Payment Interface (UPI) Solution with

seamless integration to required applications/systems of NPCI and Bank like Unified Payment Interface of NPCI, CBS Host, ATM switch, existing alternative channels of Bank etc. complying with terms & conditions of this RFP.

2. In this connection, sealed technical bid and online commercial bid are invited from eligible bidders to implement and maintain Unified Payment Interface (UPI) Solution.

3. A complete set of Request for Proposal (RFP) can be obtained from following address during office

hours on all working days either in person or by post on submission of a written application along with a non-refundable fee of Rs.1,500/- (Rupees Fifteen Hundred Only) (Rs.500/- extra in case it is to be sent by Courier/ Post) in the form of Demand Draft or Banker’s Cheque in favour of Allahabad Bank payable at Kolkata.

Department of Information Technology, 2nd Floor, Head Office, Allahabad Bank 2, Netaji Subhas Road, Kolkata – 700001

4. Bidders who purchase the RFP in their names only are eligible for submission of bid.

5. The bidder who downloads the RFP from bank’s website www.allahabadbank.in, is required to

submit a non-refundable fee of Rs.1,500/- in the form of DD or Banker’s cheque, in favour of Allahabad Bank payable at Kolkata, during office hours within the last date and time of submission of bid, failing of which the bid of the concerned bidder will not be entertained. The hard copy of this document (RFP) procured from the bank only, will be treated as authenticated copy for all purposes.

6. The Sealed Technical Bid and Online Commercial Bid (uploading) must be submitted giving full particulars in, within the time period specified below. Masked commercial bid (Annexure-13) must be submitted with technical bid.

7. All bids must be accompanied by a bid security as specified in the RFP and must be delivered during office hours at the above address on or before specified date and time indicated below.

8. No further discussion / interface will be granted to bidders whose bids have been technically disqualified.

9. The Bank reserves the right to accept or reject in part or full any or all the offers without assigning

any reasons whatsoever.

10. Bank reserve the right to annul the Bidding process at any stage prior to Award of Notification or Purchase Order without assigning any reasons whatsoever.

11. Eligibility cum Technical bid will be opened on tender (technical bid) opening date, in the presence of the vendor’s representatives who choose to attend the opening of technical bid. Technically qualified bids will be taken up for further processing and suitable date & time will be advised to the bidders for product demonstration, if required, to ensure that it provides the functionality required by the Bank. After evaluation of the product the Commercial Bids of qualified bidders will be opened in the presence of the technically qualified bidder’s representatives on separate date and time which will be notified separately.


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12. RFP details are mentioned below: RFP Reference Number HO/DIT/UPI/24 dated 15.03.2016

Fee for RFP document or bid cost (non-refundable) by

Rs.1,500/- (Rs. One Thousand Five Hundred only)

Bid Security Rs.1,50,000/- (Rs. One Lakhs Fifty Thousand only)

Date of Commencement of Sale of RFP & Availability of RFP document on Bank’s website

15/03/2016 11:00 Hours IST

Date & Time of Pre-Bid Meeting 21/03/2016 14:30 Hours IST Last date & Time for sale of RFP 29/03/2016 12:00 Hours IST Last date & Time for submission of Sealed Technical Bid & Online Commercial Bid

29/03/2016 15:30 Hours IST

Date & time of opening of Technical Bid 29/03/2016 16:00 Hours IST

Date and Time of Opening Commercial Bid To be notified later to Technically qualified bidders.

Place of submission & Opening of Bids Department of Information Technology, 2nd Floor, Head Office, Allahabad Bank 2, Netaji Subhas Road, Kolkata–700001 (West Bengal ), India

Address for Communication As above Tel : +91-33-2231 9472/ Fax : +91-33-2210 6323 E-mail : [email protected]

Note: The above dates are tentative and subjected to change without any prior notice or intimation. Bidders should check website www.allahabadbank.in for any changes / addendums to the above dates and/or any other changes to this RFP.

13. Definitions: In the RFP following terms shall be interpreted as indicated:

(a) ‘Bank’ means Allahabad Bank (b) ‘Purchaser’ means Allahabad Bank (c) ‘RFP’ or ‘Tender’ means the Request for Proposal document. (d) ‘Recipient’ means to whom the RFP document is issued by the Bank or who has downloaded RFP and

submitted bid cost. (e) ‘Bidder’ or ‘Respondent’ means the party submitting bid in response to our RFP. (f) ‘Offer or Bid’ means response to RFP document submitted by Bidder or Respondent to the Bank (g) ‘Vendor’ means the selected individual or firm selected by the Purchaser for purchase of Unified

Payment Interface Solution. (h) ‘UPI’ means Unified Payment Interface. (i) ‘EMD’ means Earnest Money Deposit. (j) ‘SLA’ means Service Level Agreement. (k) ‘AMC’ means Annual Maintenance Contract. (l) ‘ATS’ means Annual Technical Support. (m) ‘TCO’ means Total Cost of Ownership. (n) ‘VAT’ means Value Added Tax. (o) ‘ISO’ means International Organization for Standardization. (p) ‘OSD’ means Original Solution Developer. (q) ‘OEM’ means Original Equipment Manufacturer (r) ‘PSP’ means Payment Service Provided (s) ‘IMPS’ means Immediate Payment Service (t) ‘USSD’ means Un-structured Supplementary Data system (u) ‘NUUP’ means National Unified USSD Platform (v) ‘IMPS’ means Immediate Payment Service

Asstt. General Manager-IT DIT, Allahabad Bank Head Office, Kolkata


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SECTION- II INSTRUCTION TO BIDDERS (ITB)

1. INTRODUCTION

1.1 Allahabad Bank, ALLAHABAD BANK, a body corporate established under the Banking Companies (Acquisition and Transfer of Undertaking) Act 1970, having its Head Office at 2, Netaji Subhas Road, Kolkata-700001, India, hereinafter referred to as “Bank” a leading Public Sector Bank, having its presence throughout the country, intends to engage solution provider to implement and maintain Unified Payment Interface (UPI) Solution with seamless integration to required applications/systems of NPCI and Bank like Unified Payment Interface of NPCI, CBS Host, ATM switch, existing alternative channels of Bank etc. through open tendering process.

1.2 This tender is meant for the exclusive purpose of bidding as per the terms & conditions indicated. It shall not be transferred, reproduced or otherwise used for purposes other than for which it is specifically issued.

1.3 Bank will have the right to reject any or all the bids, received in response to this invitation, and its decision in this regard shall be final and binding.

1.4 Allahabad Bank hereinafter referred to as the Bank has decided to provide value added services in order to provide better experience to the customers. As part of this plan, Bank proposes to implement UPI solution, to offer an innovative way of payment to customers through Mobile and other convenient platforms. The proposed solutions will be hosted in Banks Data Centre (DC) Mumbai with Disaster Recovery (DR) site at Lucknow. Selected bidder is expected to make all efforts and commit all resources to make this project meet its objective.

1.5 This request for proposal document (‘RFP document’ or RFP) has been prepared solely for the purpose of enabling Allahabad Bank (‘Bank’) to select vendor/s for implementation mobile based UPI Solution for the Bank.

2. CONFIDENTIALITY The RFP document is confidential and is not to be reproduced, transmitted, or made available by the Recipient to any other party without Bank’s express written permission. The RFP document is provided to the Recipient on the basis of the undertaking of confidentiality given by the Recipient to the Bank. The Bank may update or revise the RFP document or any part of it through Addendum. The Recipient acknowledges that any such revised or amended document is subject to the same terms and conditions as this original and subject to the same confidentiality undertaking.

3. DISCLAIMER

3.1 Subject to any law to the contrary, and to the maximum extent permitted by law, the Bank and its officers, employees, contractors, agents, and advisers disclaim all liability from any loss or damage (whether foreseeable or not) suffered by any person acting on or refraining from acting because of any information including forecasts, statements, estimates, or projections contained in this RFP document or conduct ancillary to it whether or not the loss or damage arises in connection with any negligence, omission, default, lack of care or misrepresentation on the part of the Bank or any of its officers, employees, contractors, agents, or advisers.

3.2 The Bank and its officers, employees, contractors, agents and advisers disclaim any liability,

pecuniary or otherwise that may accrue or arise from any loss or damage (whether foreseeable or not) suffered by any person acting on or refraining from acting due to the information contained herein and/or by virtue of copying, adopting, reproducing, any of the material which may be the copyright material or any other Intellectual Property of a third party who may claim ownership of the same.


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4. COSTS BORNE BY RESPONDENTS

The Bidder shall bear all costs associated with the preparation and submission of its bid and the Purchaser will in no case be responsible or liable for these costs, regardless of the conduct or outcome of the bidding process.

5. NO LEGAL RELATIONSHIP

No binding legal relationship shall exist between any of the Respondents and the Bank until execution of a contract or Bid Form.

6. RECIPIENTS’ OBLIGATION TO INFORM ITSELF

It is the Recipient’s responsibility to conduct all necessary investigation and analysis regarding any information contained in the RFP document and the meaning and impact of that information.

7. ACCEPTANCE OF TERMS & DEVIATION

Recipient shall, by responding to the Bank with a submission, be deemed to have accepted the terms of this document in totality without any condition whatsoever. Any deviation from the printed specifications and Terms & Conditions should be clearly mentioned in the offer document as per the deviation statement as per Annexure-12. Deviation specified only in deviation statement will be taken into consideration.

8. LIABILITIES OF BANK

This RFP is not an offer by the Bank, but an invitation for Vendor responses. No contractual obligation on behalf of the Bank whatsoever shall arise from the RFP process unless and until a formal contract is signed and executed by duly authorized officials of the Bank and the Vendor.

9. ELIGIBLE BIDDERS

A bidder before submitting the bid must ensure that it fulfills the following eligibility criteria for being eligible for participation in the bidding process the bidder:

Eligibility Criteria Details of proof submitted detailed

/specific doc to be submitted

The bidder should be a registered company/Govt. organization/ PSU/ PSE, and should be in operation for a minimum period of 3 (three) years in India till the date of this RFP.

Certificate of Incorporation and/or Certificate of Commencement of Business. as Annexure-16

Bidder should be Original Equipment Manufacturer/Solution Developer (OEM/OSD) or Authorized Service Provider of the (OEM/OSD) of the solution offered. Note: (1) Both (OEM/OSD) and its authorized

service provider cannot bid simultaneously for the same service.

(2) If a bidder submits a bid on behalf of the (OEM/OSD), the same bidder cannot submit a bid on behalf of another (OEM/OSD) for the same service.

Letter of Undertaking in case of (OEM/OSD) and Letter of Authorization from the (OEM/OSD) in case of Agent/Partner. (as per Annexure- 11)


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a) If bidder is not Original Equipment Manufacturer/Solution Developer (OEM/OSD), bidder should have experience in implementation and maintenance of mobile application based payment system in last three (3) years till the date of this RFP.

b) If bidder is Original Equipment Manufacturer/Solution Developer (OEM/OSD), then they should have experience in development and implementation and maintenance of mobile application based payment system in last three (3) years till the date of this RFP.

For (a), (b) and (c), Performance Statement (as per format in Annexure -4) along with any of the following documents should be submitted to substantiate the claim: a) Purchase Orders with acceptance/Go-

Live certificate b) Credential Certificate (as per

Annexure-5) or letter given by the Financial Institution(s)/ PSBs/ NPCI indicating –

i) Name of the Service/Application/solution

ii) Exact period for which the proposed solution has been in operation

iii) Transactions handled per day by the implemented solution/application

Bidder should have a minimum annual turnover of Rs. 2 crores during last two financial years (2013-14 & 2014-15).

Audited Balance sheet for last 3 Financial years

Bidder should be financially sound a n d profitable in last financial year (2014-15).

P&L s t a t e m e n t of last 3 Financial years along with auditor’s certificate as per Annexure-7

Bidder should have its own development and technical support centre in India since last two years till the date of this RFP. If Bidder is not (OEM/OSD), bidder must have its own technical support centre in India since last two years till the date of this RFP.

List of Support center with officials deployed to be submitted. As per Annexure-6 (do not include Corporate or sales Office)

Bidder should have infrastructure a n d p e r s o n n e l at Mumbai to provide local, dedicated support for the entire contract period and as and when demanded by the bank.

List of Support center with officials deployed to be submitted. As per Annexure-6 (do not include Corporate or sales Office)

The bidder should not be a defaulter for any State Government or Central Government and should not have been blacklisted by any banking or insurance company, Financial institution/ organization operating in India, during last three years under reference.

Bidder should submit an Undertaking

10. TWO BID SYSTEM TENDER

10.1 The Bidders are required to submit the Technical Bid in physical form well before the last date and time mentioned, whereas for the commercial Bid submission, Bank will adopt the E-Tendering process the Commercial Bid is required to be submitted online on or before the last date and time mentioned in the RFP.

10.2 Technical Bid in duplicate duly sealed and super-scribed ‘Quotation for Implementation and

Maintenance of UPI Solution in Allahabad Bank - Technical Bids’ shall be submitted as per


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bid details given in the RFP. The original and duplicate bids should be submitted in separate inner envelopes mentioning ‘Original Technical Bid’ and ‘Copy Technical Bid’ clearly. Softcopy of the Technical Bid in MS-Word format should be submitted in a CD(R)/DVD (R), properly super-scribing Bidder’s Name and Quotation for Implementation and Maintenance of UPI Solution in Allahabad Bank - Technical Bids’, in the inner envelope containing Original Technical Bid”.

10.3 The tender not submitted in the prescribed format or incomplete in detail is liable for

rejection. Allahabad Bank is not responsible for non receipt of quotations within the specified date and time due to any reason including postal delays or holidays.

10.4 The Technical Bid and Commercial Bid should be prepared in an organized, structured and

neat manner. 10.5 The Technical Bid including Brochures/leaflets etc. should be submitted in Technical Bid as a

bound document and not in a loose form. 10.6 All the pages of the Technical bid should be serially numbered indicating beginning and

ending page on each and every page.

10.7 Proper index of documents submitted should be provided.

10.8 Technical Bid

It is mandatory to provide the technical details in the exact format of Technical Specifications and functionality as given in the RFP. Correct technical information of the solution being offered must be filled in. Filling of the information using terms such as “OK”, “Accepted”, “Complied”, “Noted”, “As given in Brochure/ manual” is not acceptable. The Purchaser reserves the right to treat offers, not adhering to these guidelines, as unacceptable. All the formats need to be filled in exactly as per the pro-forma given in the Annexure and any deviation is likely to cause rejection of the bid. The Purchaser shall not allow/permit changes in the technical specifications and functionality once it is submitted. The offer may not be evaluated by the Purchaser in case of non-adherence to the format or partial submission of technical details as per the format given in the offer. The relevant product information, version number, printed product brochure, technical specification sheets, documents in support of various certifications wherever applicable as asked for by the bank etc. should be submitted along with the offer. Non-submission or partial submission of this information along with the offer may result in disqualification. The supply and successful operation of relevant solution will be the sole responsibility of the bidder. The Purchaser will not enter into any separate contract for supply of software, support services etc. through any third party. Version number must be mentioned. It is required to indicate if the software requires any particular version of the operating system for compatibility. Software(s), which will be supplied free and those that will be charged for, should be clearly indicated. Restrictions on software usage, if any, should also be mentioned. The Technical Bid must NOT contain any price information. The Technical Bid is further divided into two sections and shall comprise of the following documents –

Section Item Format

Eligibility Criteria as outlined in Clause 9 of ITB of RFP

All the Annexure, Certificates and Enclosures

As per annexure


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Technical Section Schedule of requirement Clause 1, Schedule of

requirement of Section V, Detailed Requirement of Hardware,

Operating System and Database software etc. to implement UPI Solution

To be submitted as Annexure-2

Bid Form Annexure – 1 Bank Guarantee

Towards Bid Security Annexure – 3

Deviation statement Annexure - 12 Technical documentation Details

(Manuals, Brochures, leaflets etc.) To be enclosed as Annexure-17

Masked Commercial Bid (without Price and man days Details)

Annexure- 13

10.9 Commercial Bid : The bidder has to submit the commercial bid online.

The Commercial Bid should give all relevant price information and should not contradict the Technical Bid and masked commercial bid (Annexure-13) in any manner.

The prices should be quoted in Indian Rupees only.

The bidder shall indicate on the appropriate Price Schedule, specifying the unit prices of the service proposed to be implemented.

The bidders are advised in their own interest, to quote the best possible offer for each of the item offered. The Online Commercial Bid shall comprise of the following documents –

Item Format Price Schedule for Solution offered Annexure -8

11. NON –TRANSFERABLE TENDER:

This tender document is not transferable. Only the vendor, who has purchased this tender, is entitled to quote.

12. ORIGINAL SOLUTION DEVELOPER(OSD)/ORIGINAL EQUIPMENT MANUFACTURER

(OEM) AUTHORIZATION FORM:

Bidders other than sole agents in India of the Solution provider or developer must submit a letter of authority from their OSD/OEM (Annexure – 11) that they have been authorized to quote on behalf of the OSD/OEM.

13. ALTERNATIVE OFFERS :

Each offer should specify only a single solution for each service which is cost-effective and meets the tender specification and should not include any alternatives.

14. ERASURES AND ALTERATIONS:

The offers containing unauthenticated erasures or alterations will not be considered. Therefore, there should be no unauthenticated hand written material, corrections or alterations in the offer. If such unauthenticated erasures or alterations are present, these should be initialed by the person or


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persons authorized for signing the bid. Any deviation may lead to the rejection of the bid.

15. COST OF BIDDING:

The Bidder shall bear all costs associated with the preparation and submission of its bid and the Purchaser will in no case be responsible or liable for these costs, regardless of the conduct or outcome of the bidding process.

16. CONTENTS OF RFP:

16.1 The solution and services required, bidding procedures and contract terms are prescribed in the RFP. In addition to the invitation for Bids, the RFP includes -

a) Instruction to Bidders (ITB): {Section II) b) Conditions of Contract (COC): (Section III) c) Conditions of Procurement (COP): (Section IV) d) Schedule of Requirement with Technical and Functional specifications (Section V) e) Forms (Annexure – 1 to Annexure – 14) (Section VI)

16.2 The Bidder is expected to examine all instructions, forms, terms and specifications in the

Bidding Documents. Failure to furnish all information required by the RFP or submission of a bid not substantially responsive to the RFP in every respect will be at the Bidder’s risk and may result in the rejection of its bid.

17. CLARIFICATION OF RFP :

A prospective bidder requiring any clarification of the RFP may notify the Purchaser in writing or by fax/e-mail at the Purchaser’s mailing address indicated in the invitation for bids (IFB). The Purchaser will respond in writing, to any request (received in writing along with soft copy only), for clarification of the RFP, which it receives 2(two) working days prior to the date of Pre-Bid Meeting.

18. PRE-BID MEET :

18.1 Only the prospective bidders, who have purchased a copy of the RFP, will be eligible to attend a pre-bid meeting to be held, as indicated in the Bid Data Sheet, after publication of RFP and well before the last date for receipt of bids. Upto a maximum of two representatives of each prospective bidder will be permitted to attend the pre-bid meeting. However the Purchaser, at its discretion, may permit any additional representative of any prospective bidder or any representative of service provider to attend the pre-bid meeting.

18.2 The purpose of the meeting is to clarify issues and to answer questions on any matter that

may be raised up to that stage. The issues/questions to be raised must be in writing along with soft copy of the same. The Purchaser will have liberty to invite its technical consultant or any outside agency, wherever necessary, to be present in the pre-bid meeting to reply to the technical queries of the bidders in the meeting.

18.3 Clarifications including the text of the questions raised (without identifying the source of

inquiry) will be sent to all prospective bidders who have purchased the RFP, allowing at least seven days time, prior to the last date for receipt of bids.

18.4 Non-attendance at the Pre-bid Meeting will not be a cause for disqualification of a bidder.

19. AMENDMENT OF RFP:

19.1 Any modification of the RFP, which may become necessary as a result of the Pre-bid Meeting

or otherwise, shall be made by the Purchaser exclusively through the issue of an Addendum/ Corrigendum.


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19.2 At any time prior to the deadline for submission of bids, the Purchaser, for any reason,

whether at its own initiative or in response to a clarification requested by a prospective Bidder, may modify the RFP, by amendment.

19.3 All prospective Bidders who have purchased the RFP will be notified of the amendment in

writing or by fax or e-mail and will be binding on them.

19.4 In case of amendment(s) taking place in the RFP, the Purchaser at its sole discretion, may extend the deadline for the submission of bids to ensure availability of reasonable time to the prospective bidders for preparing their bids.

20. LANGUAGE OF BID :

The bid prepared by the Bidder, all correspondence and documents relating to the bid exchanged by the Bidder & the Purchaser, shall be written in English.

21. BID SECURITY :

21.1 The bidder shall furnish a bid security (as per the Annexure- 3) of Rs. 1,50,000/- (Rupees One Lakhs Fifty Thousand only), as a part of their bid.

21.2 The bid security is required to protect the Purchaser against risk of bidder’s conduct during

the period of bid validity.

21.3 The bid security shall be denominated in INDIAN RUPEES only and shall be in the form of Bank Guarantee, issued by a Scheduled Commercial Bank located in India(other than Allahabad Bank), as per the format given in Annexure-3 and should be valid for sixty (60) days, beyond the validity of the bid.

21.4 Any bid not secured in accordance with ITB Clause-21.1 and 21.3 above will be rejected by

the Purchaser as non-responsive.

21.5 The Bid security shall be forfeited:

(a) If the Bidder withdraws it’s Bid during the period of bid validity specified by the Bidder on the Bid Form;

Or (b) In case of successful bidder, if the bidder:

(i) fails or refuses to sign the Contract Form; Or (ii) fails or refuses to furnish the Performance security , in accordance with the Terms &

Conditions of the RFP or Contract 21.6 In exceptional circumstances, the Purchaser may solicit the Bidders’ consent to an extension

of the period of validity of the bid and bid security. The request and the responses thereto shall be made in writing or by fax/ email. The bid security provided under ITB Clause-21 shall also be suitably extended. A bidder granting the request will not be required nor permitted to modify its bid.

21.7 The Bid Security of the unsuccessful bidders will be discharged upon completion of bid-

evaluation process. The Successful bidder however will be required to submit the performance security for the period of contract as per clause 23 below.

22. VALIDITY OF BID:

The bid shall remain valid for 180 days after the scheduled date of opening of Technical Bid


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prescribed by the Purchaser, pursuant to ITB clause-29. Therefore, the bid security will have to be submitted for a period of (180+60) days. A bid valid for a shorter period shall be rejected by the Purchaser as non responsive.

23. PERFORMANCE SECURITY:

23.1 Successful bidder also has to furnish a Performance security in the form of Bank Guarantee of 10% amount of the total TCO Value issued by any reputed Scheduled Commercial Bank in India (other than Allahabad Bank) in favour of Allahabad Bank. The Guarantee shall be valid for the entire period of TCO of Three years (One year warranty and two years of AMC) and 3 months thereafter. Performance security valid for a shorter period shall be rejected by the Purchaser, as non responsive.

23.2 In case the purchaser decides to extend the period of contract or if the warranty & Maintenance

period exceeds from the contract period, the Performance security will have to be accordingly extended i.e. it should be valid up to the period of extension+ 90 days. Performance security valid for a shorter period shall be rejected by the Purchaser, as non responsive.

23.3 The Performance security is required to protect the Purchaser against risk of selected vendor’s

conduct during the period of Contract. 23.4 Any bid, in the due course, not secured in accordance with ITB Clause-23.1 above will be

rejected by the Purchaser as non-responsive. 23.5 The selected vendor’s performance security will be discharged upon completion of contract

validity, subject to successful performance of the obligations as selected vendor. 23.6 The performance security may be forfeited if the selected vendor fails

a) To sign the contract in accordance with ITB Clause-39 Or b) To perform obligations as selected vendor.

24. FORMAT AND SIGNING OF BID:

24.1 The Bidder shall prepare two copies of the Technical bid, clearly marking each “Original Technical Bid” and “Copy Technical Bid” as appropriate. In the event of any discrepancy between them, the original shall govern. Original copy of Bid Security should be submitted with the Original Technical Bid.

24.2 The original and all copies of the bid shall be typed or written in indelible ink and shall be

signed by the Bidder or a person or persons duly authorised to bind the Bidder to the Contract. All pages of the Bid, except for un-amended printed literature shall be initialled by the person or persons signing the bid.

24.3 The bid shall contain no interlineations, erasures or overwriting, except as necessary to

correct errors made by the bidder, in which case such corrections shall be initialled by the person or persons signing the bid.

25. SUBMISSION OF BIDS :

Bidders are required to submit the Technical Bid in physical form, whereas the Commercial Bid is required to be submitted online on or before the last date and time mentioned in RFP.

25.1 SUBMISSION OF TECHNICAL BID:

25.1.1 The Bidders shall seal the original Technical Bid and copy Technical Bid separately. Thus there will be two outer envelopes named as Original Technical Bid and Copy Technical Bid.


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25.1.2 If above bids are found not properly sealed in respective inner envelopes, the bid is

liable for rejection. 25.1.3 The two Outer envelopes for each Pack marked as “ORIGINAL TECHNICAL BID”

and “COPY TECHNICAL BID” shall be duly marked as “DO NOT OPEN BEFORE __________”.

25.1.4 In addition to the above marking, each envelope must be super-scribed with the

following information – 1. Name of the bidder: 2. Type of offer: Eligibility and Technical offer 3. Date of submission: 4. Contact numbers and email address of the single point of contact of the bidder for this

RFP. This will enable the Purchaser to return the bid unopened, in case it is declared unacceptable for any reason whatsoever.

All the inner and outer envelopes shall be addressed to the Purchaser at the address given below:

The Assistant General Manager (IT),

Dept. of Information Technology, 2nd, Floor, Head Office,

Allahabad Bank, 2, Netaji Subhas Road,

Kolkata- 700 001, INDIA

25.1.5 If the outer envelopes are not sealed and marked as required, the Purchaser will assume no responsibility for the bid’s misplacement or premature opening.

25.1.6 If envelope earmarked as “Original Technical Bid” is found to contain “copy technical bid”, then that bid will be summarily rejected.

25.1.7 Telex, Cable, Facsimile or E-mail Bids will be rejected.

25.2 SUBMISSION OF ONLINE COMMERCIAL BID (E-TENDERING)

25.2.1 The Bank will adopt E-Tendering process for online submission of Commercial Bids. The service provider for e-Tendering process is M/s Antares Systems Limited and the portal address for the same is www.tenderwizard.com/abbank, wherein the necessary details for e-Tendering are available.

25.2.2 The prospective bidders are advised to submit only the commercial bids online. The

following steps are to be taken for online submission of Commercial Bids:

25.2.2.1 Registration with Service Provider Portal www.tenderwizard.com/abbank 25.2.2.2 The bidder should possess Class III Digital Signature Certificate (Mandatory).

(Commercial Bids will not be recorded without Digital Signature Certificate) 25.2.2.3 In case of any clarification/Assistance please contact M/s Antares Systems Ltd.

before the schedule time of Online Bid Submission.

Contact Persons:- Mr. Kumar Chandan : 09674758720


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Mr. Debraj Saha : 09674758721 Helpdesk : 09674758722 E-mail : [email protected] [email protected]

25.2.3 Bidders are required to do Tender Request latest by Last Date and time of sale of RFP (12:00 Hours IST on 29/03/2016) at the portal www.tenderwizard.com/abbank. Without the tender request process within the said schedule, the bidder will not be able to submit the Commercial bid online.

25.2.4 The prospective bidders are advised to ensure on-line submission of Commercial Bid

(Annexure-8) only in a single pdf file with name “Comm.pdf” of size less than 5MB, duly signed and stamped by the authorized signatory latest by the last date and time of submission of Bids.

26. DEADLINE FOR SUBMISSION OF BIDS :

26.1 Bidders must ensure that their Technical Bids are received by the Purchaser at the address specified under ITB Clause 25.1.4, no later than the time and date specified in the IFB. Further they have to ensure that their Commercial Bid must be submitted online latest by the last date and time of submission of bids. In the event of the specified date for the submission of Bids being declared a holiday for the Purchaser, the bids will be received up to the appointed time on the next working day.

26.2 The Purchaser may, at its discretion, extend the deadline for submission of Bids by amending

the RFP, in which case all rights and obligations of the Purchaser and Bidders previously subject to the deadline will thereafter be subject to the deadline as extended.

27. LATE BIDS :

Any bid (Technical or Online Commercial or both) submitted by the bidder after the deadline for submission of bids prescribed by the Purchaser, pursuant of ITB Clause-25, will be rejected.

28. MODIFICATION AND WITHDRAWAL OF BIDS :

28.1 The Bidder may modify or withdraw its bid after submission of the bid, provided that written notice of the modification including substitution or withdrawal of the bids is received by the Purchaser prior to the deadline prescribed for submission of bids.

28.2 The Bidder’s modification or withdrawal notice shall be prepared, sealed, marked and

despatched in accordance with the provisions of ITB Clause–25. A withdrawal notice may also be sent by fax/e-mail but followed by a signed confirmation copy, postmarked not later than the deadline for submission of bids.

28.3 No bid may be modified subsequent to the deadline for submission of Bids.

29.4 No bid may be withdrawn in the interval between the deadline for submission of bids and

the expiration of the period of Bid validity specified on the Bid Form. Withdrawal of the bid during this interval may result in the Bidder’s forfeiture of its Bid security, pursuant to ITB Clause – 21.5.

29. BID OPENING :

29.1 As the Technical bids will be evaluated first for technical suitability, the Purchaser will open only the Technical Bids for those bidders who have submitted successfully the commercial bids as per the schedule mentioned in IFB. The Commercial bids of only technically qualified bidders will be opened on a later date, subsequent to the technical evaluation. The Purchaser will notify the date and time of opening of the Commercial bids to the technically qualified


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bidders.

29.1 Attendance of all the authorised representatives of the bidders who are present at Bid Opening will be taken in a register against name, name of the company and with full signature.

29.2 Each Bid will be numbered serially, signed and dated by the three Officers of the purchaser,

on the first page. Each page of the bid will also be initialled with date, by two Officers of the purchaser.

29.3 The following details will be announced at the bid opening –

a) Bidder’s names, b) Bid Modifications or withdrawals c) Technical Details of the Solution (in case of Technical bid opening), d) Bid Prices (in case of Commercial bid opening), e) Presence or absence of Bid Security (in case of Technical bid opening) and such other

details as the Purchaser, at its discretion, may consider appropriate.

29.4 Alterations in the bids, if any, made by the bidder would be signed legibly to make it perfectly clear that such alterations were present on the bids at the time of opening. It would be ensured that alterations are signed by the bidder/company’s executive who has signed the bid or by the bidder/company’s representative authorised by the executive who has signed the bid.

29.5 Wherever any erasing or cutting is observed, the substituted words would be encircled and

initialled by the bank officer singly and the fact that such erasing / cutting of the original entry were present on the bid at the time of opening should be recorded.

29.6 An “on the spot statement” giving details of the bids opened and other particulars as read

out during the opening of the bids will be prepared.

29.7 Bids (and modifications sent pursuant to ITB Clause-29.2) that are not opened and read out at Bid opening shall not be considered further for evaluation, irrespective of the circumstances. Such Bids will be returned unopened to the Bidders.

29.8 Commercial bids of those bidders who have not been technically qualified will not be

opened for further evaluation. 30 CLARIFICATIONS OF BIDS :

To assist in the scrutiny, evaluation and comparison of offers, the Purchaser may, at its discretion, ask some or all vendors for clarification of their offer. The request for clarification and the response shall be in writing and no change in the price or substance of the bid shall be sought, offered or permitted. If deemed necessary the vendor is required to give presentation on the systems offered.

31 PRELIMINARY EXAMINATION :

31.1 The Purchaser will examine the bids to determine whether they are complete, whether any computational errors have been made, whether required sureties have been furnished, whether the documents have been properly signed and whether the bids are generally in order.

31.2 Bids from Agents without proper authorisation from the manufacturer shall be treated as non-

responsive. 31.3 Arithmetical errors will be rectified on the following basis -

31.3.1 If there is discrepancy between the unit price and the total price that is obtained by multiplying the unit price and quantity, the unit price shall prevail and the total price


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shall be corrected. If the bidder does not accept the correction of errors, its bid will be rejected.

31.3.2 If there is a discrepancy between words and figures, the amount in words will prevail.

31.4 The Purchaser, at its discretion, may waive any minor informality, nonconformity or irregularity in a Bid, which does not prejudice or affect the relative ranking of any Bidder. This shall be binding on all bidders and the Purchaser reserves the rights for such waivers.

31.5 Prior to the detailed evaluation, pursuant to ITB Clause-32, the Purchaser will determine the

substantial responsiveness of each bid to the RFP. For purposes of these clauses, a substantially responsive bid is one, which conforms to all the terms & conditions of the RFP without material deviations. Deviations from or objections or reservations to critical provisions such as those concerning Bid Security, Warranty, Force Majeure, Applicable Law and Taxes & Duties will be deemed to be material deviation. The Purchaser’s determination of a Bid’s responsiveness is to be based on the contents of the Bid itself without recourse to extrinsic evidence.

31.6 If a Bid is not substantially responsive, it will be rejected by the Purchaser and may not

subsequently be made responsive by the bidder by correction of the non-conformity.

32 EVALUATION AND COMPARISON OF BIDS :

The Purchaser will evaluate and compare the bids, which have been determined to be substantially responsive, pursuant to ITB Clause-32.

32.1 EVALUATION OF TECHNICAL BIDS:

32.1.1 Evaluation of Technical Bid is to done on Eligibility criteria and Technical and Functional

compliance submitted by the bidders as per schedule of requirements of Section –V. 32.1.2 The Bank shall evaluate response to Eligibility criteria. All eligible bidders may be

required to make presentations to supplement their bids, showcase overall solution proposed and show a detailed product demonstration. The bank will schedule presentations and the time and location will be communicated to the bidders. Failure of a bidder to complete a scheduled presentation to the bank may result in rejection of the proposal.

32.1.3 Bidders have to provide only following responses against each technical or functional

requirement in schedule of requirement (Section –V): (a) ‘A’- Available (b) ‘C’- Will be provided after customization with additional cost to the bank. (c) ‘N’- Not available and will not be provided. 32.1.4 Bidder has to put score against each requirement, as given below, which will be checked

while technical evaluation. If bidder has given wrong score by bank will give score as per response given by bidder and this score will be final.

Response Score ‘A’- Available 5 ‘C’-Will be provided after customization without additional cost to the bank

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‘N’- Not available and will not be provided 0 32.1.5 In case any requirement (technical or functional) of schedule of requirements of Section –

V is responded as ‘A’ and is not demonstrated or explained by the bidder (on Bank’s request) to satisfy bank then corresponding response would be changed to ‘N’ before calculating score.


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32.1.6 Bidder has to score minimum 75% in UPI Solution Functional and Technical requirements to qualify for commercial evaluation. In case minimum score of 75% is not obtained by at least 3 (three) bidders, maximum 3(three) top scoring bidders may be considered eligible for commercial evaluation on sole discretion of Bank.

32.1.7 The evaluation team from the Bank might also carry out Reference Site Visits and/or

Telephonic interviews with the existing customers of the bidder, at its discretion. 32.1.8 The Bank at its discretion may reject the proposal of the Bidder without giving any

reasons whatsoever, in case the responses received from the Site Visits are negative.

32.1.9 The evaluation by the Bank will be undertaken by a committee of Officials formed by Bank and its decision is final.

32.2 EVALUATION OF COMMERCIAL BIDS:

32.2.1 The Bids technically qualified pursuant to ITB Clause-32.1 will be commercially evaluated by the Purchaser.

32.1.2 Evaluation of all eligible bidders will be done in Indian Rupees only. 32.1.3 For commercial evaluation, Three years’ Total Cost of Ownership (TCO) as per

Annexure-8 in respect of Services mentioned in schedule of Requirement, will be the basis of comparison amongst the eligible Bidders to rank them, in order to determine the lowest evaluated Bid.

33 PRICE COMPOSITION: The Bidder is expected to quote unit price in Indian Rupees (without decimal places) for all components ( software, Solution and services etc.) on a fixed price basis as part of the commercial Bid inclusive of all costs and taxes like customs duty, excise duty, import taxes, freight, forwarding, insurance, delivery, installation, training etc. at the respective delivery location of the bank but exclusive of only applicable (in India) Sales Tax/VAT, GST (if applicable), Service Tax ,which shall be paid / reimbursed on actual basis on production of bills. Further, receipts of such payments made to relevant authorities must be produced The Bank will not pay any other taxes, cost or charges.

34 CONTACTING THE PURCHASER:

34.1 No Bidder shall contact the Purchaser on any matter relating to its Bid, from the time of the bid opening to the time the Contract of vendors is made.

34.2 Any effort by a Bidder to Influence the Purchaser in the Purchaser’s bid evaluation, bid

comparison or contract award decisions may result in the rejection of the Bidder’s bid.

35 CONTRACT OF VENDOR:

35.1 After completing the commercial evaluation process as per ITB clause 32.2, the Purchaser will select vendor who have quoted lowest Three years’ TCO prices (as per Annexure-8) in respect of services mentioned in schedule of Requirement The contract will be valid form the date of signing and till the warranty period, pursuant to clause 13 of condition of procurement.

35.2 The Contract shall be valid for Three years (1 year warranty and 2 years of AMC) as per

Bank’s RFP terms & conditions. 35.3 On completion of 3 years Bank have the discretionary to renew the maintenance contract

for further Two years, considering maximum 10% increase on annual recurring charges of AMC rate quoted by the bidder or mutually agreed rates whichever is less. However,


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Bank will have the option to terminate the contract with a notice period of One month.

35.4 In case if the vendor doses not want to renew the contract it is the responsibility of the vendor to intimate the purchaser six (6) month prior to the expiration of the contract. If purchaser goes for new vendor (after the expiry/termination of contract) for maintaining of the UPI Solution, existing vendor must have support and provide all the required details/documentation/PIN/Passwords etc. for the smooth running of UPI Solution.

36 PURCHASER’S RIGHT TO VARY SERVICES/MODIFICATION/CUSTOMIZATION AT THE TIME OF AWARD :

The Purchaser reserves the right at the time of award of contract to increase or decrease, the

services and solution offered with some modification or customization originally specified in the Schedule of Requirements without any change in price or other terms and conditions.

37 PURCHASERS RIGHT TO ACCEPT OR REJECT ANY BID OR ALL BIDS:

The Purchaser reserves the right to accept or reject any bid, and to annul the bidding process and reject all bids at any time prior to Notification of Award/ Purchase order, 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 Purchaser’s action.

38 NOTIFICATION OF AWARD :

38.1 Prior to expiration of the period of bid validity, the Purchaser will notify the Selected Bidder in writing or cable/fax/email, further confirmed in writing by registered letter, that the bidder has been selected as vendor by the Purchaser for implementation and maintenance of UPI Solution.

38.2 The notification of award will constitute the basis for formation of the Contract. 38.3 Upon notification of award to selected bidder pursuant to ITB clause 38, the Purchaser will

promptly notify each unsuccessful Bidder and will discharge its bid security, pursuant to ITB Clause-21

39 SIGNING OF CONTRACT

39.1 At the same time as the Purchaser notifies the Selected Bidder that its bid has been accepted for contract, the Purchaser will send the Bidder the Contract Form (Annexure-10), incorporating all agreements between the parties.

39.2 Within 10(Ten) days from notification of award, the selected bidders shall sign and date the

contract and return it to the Purchaser. 39.3 Failure of the Selected Bidder to comply with the requirement of ITB clause 39.1 and 39.2

shall constitute sufficient grounds for the forfeiture of the bid security.

40 PROCUREMENT OF SOLUTION AND SERVICES : Head Office of the Bank will place purchase order for procurement of solution required

along with services, as required by them, upon the selected vendor, as per Contract prices. The Procurement of items will be governed by “Conditions of Procurement” as given in Section IV of the RFP.

41 NO COMMITMENT TO ACCEPT LOWEST OR ANY TENDER:


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41.1 The Purchaser shall be under no obligation to accept the lowest or any other offer received in

response to this tender notice and shall be entitled to reject any or all offers, including those received late or incomplete offers, without assigning any reason whatsoever.

41.2 Purchaser reserves the right to make any changes in the terms and condition of the RFP

before submission of bids.

41.3 Purchaser will not be obliged to meet and have discussions with any vendor and/or to listen to any representations.


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SECTION III CONDITIONS OF CONTRACT (COC)

1. DEFINITION:

In this Section, the following terms shall be interpreted as indicated: (a) “The Contract” means the Contract entered into between the Purchaser and the selected

vendor, as recorded in the Contract Form signed by the parties, including all the attachments and appendices thereto and all documents incorporated by reference therein.

(b) The “Notification of Award” means the Notification send to successful bidder that its bid has

accepted to implement UPI Solution.

(c) “The Purchase Order” means the purchase order placed upon the selected vendor by Head Office of the Purchaser.

(d) “The Solution” means UPI Application to be implemented and maintained at purchaser

designated location with all the required functionality and specifications, which the Selected vendor is required to provide to the Purchaser in terms of the purchase order placed upon the Selected vendor by the Purchaser under the Contract.

(e) “Services” means services ancillary to the supply of the solution, such as site –preparation,

installation, commissioning, and provision of technical assistance, training and other obligations of the selected vendor covered under the Contract.

(f) “Day” means calendar day.

2. GOVERNING LANGUAGE :

The governing language of the contract shall be English. All correspondence and other documents pertaining to the Contract which are exchanged by the parties shall be written in that same language.

3. APPLICABLE LAW :

The contract shall be interpreted in accordance with the laws prevalent in India and shall be subject to the exclusive jurisdiction of Courts in Kolkata.

4. NOTICES :

4.1 Any notice given by one party to the other, pursuant to this Contract, shall be sent to the other party in writing or by cable /fax/email and confirmed in writing to the other party’s address specified below.

Purchaser: ASSTT. GENERAL MANAGER (IT)

ALLAHABAD BANK, HEAD OFFICE 2ND FLOOR, DEPARTMENT OF INFORMATION TECHNOLOGY

2, N S ROAD, KOLKATA-700001 E-MAIL: [email protected]

Selected Vendor: To be filled in at the time of contract signing

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


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5. SELECTED VENDORS INTEGRITY: The selected vendor is responsible for and obliged to conduct all contracted activities in accordance with the contract using state of the art methods and economic principles and exercising all means available to achieve the performance specified in the contract.

6. SELECTED VENDORS OBLIGATIONS: 6.1 The Selected vendor is obliged to work closely with the Purchaser’s staff, act within its own

authority and abide by directives issued by the Purchaser and implementation activities.

6.2 The Selected vendor will abide by the job safety measures prevalent in India and will free the Purchaser from all demands or responsibilities arising from accidents or loss of life, the cause of which is the selected vendor’s negligence. The Selected vendor will pay all indemnities arising from such incidents and will not hold the Purchaser responsible or obligated.

6.3 The Selected vendor is responsible for managing the activities of its personnel or subcontracted

personnel and will hold itself responsible for any misdemeanors.

6.4 The Selected vendor is under obligation to supply solution and services as per the supply orders received from purchaser from time to time within the contract period.

6.5 The Selected vendors will treat as confidential, all data and information about the Purchaser,

obtained in the execution of his responsibilities, in strict confidence and will not reveal such information to any other party without the prior written approval of the Purchaser.

7. USE OF CONTRACT DOCUMENTS AND INFORMATION :

7.1 The Selected Vendor shall not, without the Purchaser’s prior written consent, disclose the Contract or any provision thereof or any specification, plan, drawing. Pattern, sample or information furnished by or on behalf of the Purchaser in connection therewith, to any person other than a person employed by the Selected Vendor in the performance of the Contract. Disclosure to any such employed person shall be made in confidence & shall extend only as far as may be necessary for purposes of such performance.

7.2 The Selected Vendor shall not, without the Purchaser’s prior written consent, make use of any

document or information enumerated in Clause 7.1 except for purposes of performing the Contract.

7.3 Any document, other than the Contract itself, enumerated in Clause 7.1 shall remain the property of the Purchaser and shall be returned (in all copies) to the Purchaser on completion of the Selected Vendors’ performance under the Contract, if so required by the Purchaser.

7.4 The Selected Vendor shall permit the Purchaser to inspect the Supplier’s accounts and records

relating to the performance of the Supplier and to have them audited by auditors appointed by the Purchaser, if so required by the Purchaser.

8. PATENT RIGHT :

8.1 The Selected Vendors shall indemnify the Purchaser against all third party claims of infringement of patent, trademark or industrial design rights arising from use of the Solution, Software package or any part thereof in India and abroad.

8.2 In the event of any claim asserted by the third party of infringement of copyright, patent,

trademark or industrial design rights arising from the use of the Solution or any part thereof in India, the Selected Vendor shall act expeditiously to extinguish such claims. If the Selected Vendor fails to comply and the Purchaser is required to pay compensation to a third party resulting from such infringement, the Selected Vendor shall be responsible for the


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compensation including all expenses, court costs and lawyer fees. The Purchaser will give notice to the Selected Vendor of such claims, if it is made, without delay.

9. INSPECTIONS AND TESTS :

9.1 The Purchaser or its representative shall have the right to make Office inspection and testing of solution at no extra cost to the Purchaser to confirm the conformity of the solution offered to the requirement of the Purchaser

9.2 The inspection and testing will be conducted by the Purchaser, their consultant or any other such person nominated by the Purchaser at its option.

9.3 The inspection of solution will be conducted on the premises of the selected vendor or its sub

contractor(s). All reasonable facilities and assistance, including access to drawings and production data for such inspections shall be furnished by the selected vendor to the inspectors at no charge to the Purchaser.

9.4 Bank at its discretion may appoint third party for auditing the activities of onsite/offsite services and operations of entire services provided to the Bank. The proposed solution should comply PA-DSS (Payment Application Data Security) Standard. If the solution is not PADSS compliant, vendor has to arrange PA-DSS certification within one year from date of live at their cost. Bidder should have carried out Information Security and usability audit of the solution interface, copy of which is required to be submitted along with the bid. Subsequent security and usability audit findings highlighted in the pre/post implementation audits are required to be rectified by the Vendor within 2-3 months from the date of audit report furnished.

9.5 Bank may also decide to carry out pre-launch audit of the application by an internal or external agency. The findings of the pre-launch audit need to be rectified by the Vendor before going live. Bank would undertake audit/vulnerability assessment and penetration testing of the application by third party/independent auditors as per requirement of the Bank/Regulatory authorities. Consequence to any observation, if any changes are required in the application, same has to be carried out by the vendor without any additional cost to Bank.

9.6 The external and internal auditors of the bank will be given right to review internal controls of the Vendor. Any weaknesses highlighted during the audit must be promptly rectified especially where such weaknesses may affect the integrity/internal controls of the system and/or solution offered to the bank.

10. TERMINATION FOR DEFFAULT :

10.1 The Purchaser may, without prejudice to any other remedy for breach of contract, by written notice of default of 30 days sent to the Supplier, terminate the Contract in whole or in part:

10.2 If the Selected Vendor fails to deliver any or all of the Solution and Services within the time period(s) specified in the Contract, or within any extension thereof granted by the Purchaser or

10.3 If the Selected Vendor fails to perform any other obligation(s) under the Contract. 10.4 If the Selected Vendor, in the judgment of the Purchaser has engaged in corrupt or fraudulent

practices in competing for or in executing the contract. 10.5 In the event the Purchaser terminates the Contract in whole or in part, pursuant to Clause 10.1

above, the Purchaser may procure, upon such terms and in such manner, as it deems appropriate, Solution and services similar to those undelivered and the supplier shall be liable to the Purchaser for any excess costs for such similar Solution and/or Services. However, the Supplier shall continue performance of the Contract to the extent not terminated.

11. FORCE MAJEURE :


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11.1 Notwithstanding the provisions of COC clause 11, the selected vendor shall not be liable for

forfeiture of its Bid security cum Contract security, liquidated damages or termination for default, if and to the extent that it’s delay in performance or other failure to perform its obligations under the contract is the result of an event of Force Majeure.

11.2 For purposes of this clause, “Force Majeure” means an event beyond the control of the Selected vendor and not involving the Vendor’s fault or negligence and not foreseeable. Such events may include, but are not restricted to, acts of the Purchaser in its sovereign capacity, wars or revolutions, fires, floods, epidemics, quarantine restrictions and freight embargoes.

11.3 If a Force Majeure situation arises, the Selected Vendor shall promptly notify the Purchaser in writing of such condition and the cause thereof. Unless otherwise directed by the Purchaser in writing, the Selected Vendor shall continue to perform its obligations under the Contract as far as is reasonably practical and shall seek all reasonable alternative means for performance not prevented by the Force Majeure event.

12. TERMINATION FOR INSOLVENCY :

The Purchaser may at any time terminate the contract by giving written notice to the supplier if the Supplier becomes bankrupt or otherwise insolvent. In this event, termination will not prejudice or affect any right of action or remedy, which has accrued or will accrue thereafter to the Purchaser.

13. TERMINATION FOR CONVENIENCE :

13.1 The Purchaser, by written notice sent to the Supplier, may terminate the Contract, in whole or in part, at any time for its convenience. The notice of termination shall specify that termination is for the Purchaser’s convenience, the extent to which performance of work under the Contract is terminated and the date upon which such termination becomes effective.

13.2 The Solution that is complete and ready for implementation within fifteen (15) days after the

Supplier’s receipt of notice of termination shall be accepted by the Purchaser at the Contract terms and prices. For the remaining Solution and Services, the Purchaser may elect -

a) To have any portion completed and delivered at the Contract terms and prices; and/or b) To cancel the remainder and pay to the Supplier an agreed amount for partially completed

Solution & Services and for materials & parts previously procured by the Supplier.

14. RESOLUTION OF DISPUTES :

14.1 The Purchaser and the Supplier shall make every effort to resolve amicably by direct informal negotiation any disagreement or dispute arising between them under or, in connection with the Contract.

14.2 If, after thirty (30) days from the commencement of such informal negotiations, the Purchaser

and the Supplier have been unable to resolve amicably a Contract dispute, either party may require that the dispute be referred for resolution to the formal mechanisms specified in COP. These mechanisms may include, but are not restricted to, conciliation mediated by a third party, adjudication in an agreed national forum and/or national arbitration.

15. CONTRACT AMENDMENT :

No variation in or modification of the terms of the Contract shall be made, except by written amendment signed by the parties.

16. ASSIGNMENT :

The Selected vendor shall not assign, in whole or in part, its obligations to perform under the


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Contract, except with the Purchaser’s prior written consent. 17. CORRUPT OR FRAUDULENT PRACTICES :

17.1 As per CVC directives it is required that Bidders/Suppliers/Contractors observes the highest standard of ethics during the procurement and execution of such contracts. In pursuance of this policy; (i) “Corrupt practice” means the offering, giving, receiving or soliciting of anything of value

to influence the action of a public official in the procurement process or in contract execution;

And (ii) “Fraudulent practice” means a misrepresentation of facts in order to influence a

procurement process or the execution of contract to the detriment of the Purchaser and includes collusive practice among Bidders (prior to or after bid submission) designed to establish bid prices at artificial non-competitive levels and to deprive the Purchaser of the benefits of free and open competition.

17.2 The Purchaser will reject a proposal for award if it determines that the Bidder recommended

for award has engaged in corrupt of fraudulent practices in competing for the contract in question.

17.3 The Purchaser will declare a firm ineligible, either indefinitely or for a stated period of time,

to be awarded a contract if at any time it determines that the firm has engaged in corrupt or fraudulent practices in competing for, or in executing a contract.

18. EQUIPMENT ATTACHMENTS :

Bank shall have the right to make changes and attachments to the Solution implemented and/or Hardware attached, provided such charges or attachments do not prevent proper maintenance, from being performed, or unreasonably increase the cost of the company of performing maintenance service.

19. SECURITY :

The company agrees that it and its personnel, will at all times, comply with all security regulations in effect from time at Bank’s premises and externally for materials belonging to Bank.

20. CONFIDENTIALITY :

The company acknowledges that all material and information which has or will come into its possession or knowledge in connection with this agreement or the performance hereof, whether consisting of conditional and proprietary data or not, whose disclosure to or use by third parties may be damaging or cause loss to Bank will at all times be held by it in strictest confidence and it shall not make use thereof other than for the performance of this agreement and to realize it only to employees requiring such information, and not to realize or disclose it to any other party. The company agrees to take appropriate action with respect to its employee to ensure that the obligations of non-use and non-disclosure of confidential information under this agreement can be fully satisfied.

21. LIABILITY AND INDEMNITIES : 21.1 The company represents and warrants that the Solution/Licences/service hereby sold to not

violate or infringe upon any patent, copyright, trade secret, or other property right of any other person or other entity. The company agrees that it will and hereby indemnify the Bank from any claim, loss or demand action or proceeding directly or indirectly resulting from or arising out of any breach or alleged breach of Contract.

21.2 Bidder aggregate liability in connection with the obligations undertaken as a part of RFP regardless of the form or nature of the action giving rise to such liability ( whether in contract or otherwise), shall be at actual and limited to the value of the total Contract. This limit shall


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not apply to third party claims for IP infringement indemnity and Bodily injury (including death) and damage to real property and tangible personal property caused by bidder’s gross negligence.

21.3 Bidders liability in case of claims against the Bank resulting from misconduct/fraud or gross negligence of bidders, its employees and sub-contractors or from infringement of patents, trademarks, copy rights or such other Intellectual Property Rights or breach of confidentiality obligations shall be unlimited.

21.4 Bidders declares and undertakes that the Bank shall not be held liable for and shall stand absolved of any responsibility or claim/litigation arising out of the use of any third party Licences/ Software/Services supplied by bidder as a part of the RFP.

22. ARBITRATION :

All disputes and differences of any kind whatever arising out of or in connection with this agreement shall be referred to arbitration. The arbitrator may be appointed by both the parties or in case of disagreement the Bank shall appoint an arbitrator and the decision of the arbitrator shall be final. Such arbitration is to be governed by the provision of the Indian Arbitration Act.

23. BUSINESS TERMINATION :

In the event that the company shall cease conducting business in the normal course, or wind up, make a general assignment for the benefit or creditors, suffer or permits the appointment of the receiver for its business or assets or shall avail itself of, or become subject to any proceedings under any acts or stature of any country or state relating to insolvency or the protection of the rights of creditors, then (at the option of Allahabad Bank) this agreement shall terminate and be of no further force and effect and any property or rights of any such other property, tangible or intangible, shall forthwith be returned to the bank.


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SECTION IV

CONDITIONS OF PROCUREMENT (COP)

1. GOVERNING LANGUAGE :

The governing language of the contract shall be English. All correspondence and other documents pertaining to the Contract which are exchanged by the parties shall be written in that same language.

2. APPLICATION :

These Terms & Conditions shall apply to the extent that they are not superseded by provisions in specific purchase order placed by Head office of the Purchaser.

3. STANDARDS :

The Solution supplied in terms of the purchase order placed upon the selected vendor by the Purchaser under this Contract shall conform to the standards mentioned in the Technical Specifications and elsewhere in the RFP.

4. SCOPE OF THE WORK : (i) Supply, Installation, Testing, Commissioning and Maintenance of UPI Solution for 3 years

adhering to NPCI’s UPI and others systems technical specifications and procedural guidelines for all products and support within the agreement period.

(ii) Customisation and technical support towards enhancement as per bank’s requirement, regulatory requirement of NPCI, RBI or any other regulatory authority after successful implementation.

(iii) Version upgrade whenever in new enhancement is released by vendor. (iv) The solution is required to be deployed at the Bank’s DC at Navi Mumbai and DRS at

Lucknow. This solution is expected to be a ready Off the Shelf Software (OTSS) and should be an independent API based solution with all the required functionalities, specified by NPCI, and must be easily integrated through standard interface to delivery channels like Internet Banking, Mobile Banking, ATM and CBS host (B@ncs) or any other application of the Bank.

(v) Configuration and support of Database (oracle) including tuning and replication, Application & Web Servers (Weblogic or IIS). Licenses and ATS of these will be arranged by Bank.

(vi) Upgradtion/enhancement due to Application/Web Server, Database or Operating System upgrade at Bank’s end.

(vii) Technical support during DR-Drill (DC at Mumbai and DRS at Lucknow). (viii) Onsite support for initial 1 year (one person considering the shift time from 10 AM-6 PM on

all working days) at Bank’s Data Centre, Mumbai. This is optional and bank may avail the service if required.

(ix) Support in migration of users with required data from proposed solution to new solution whenever bank requires, either after expiry of contract or within the contract period.

5. SOURCE CODE: Source code of the solution will be exclusive property of the bidder. However, source code of the solution will be kept in joint custody of Bank & Bidder in ESCROW arrangement with the rights to the Bank to have access to the source code in case Bidder discontinues extending support to the system.

6. ESCROW

The escrow will be released to and become the property of the Bank in the event that the contract is terminated for either default or insolvency or should the Bidder cease, or give notice of intention to


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cease to provide maintenance or technical support service for the software as required by the contract. The Bidder will bear the cost of ESCROW arrangements.

7. LICENSE

The vendor will furnish all the software licenses in the light of Bank’s requirement for unlimited period and usages for implementation of the solution. The vendor has to indemnify the Bank against all actions, proceedings, claims, suits, damages and any other expenses regarding the licenses/intellectual property rights pertaining to the various software modules forming part of the UPI Solution.

8. HARDWARE

The Bidder has to clearly specify the list of hardware with configuration required to implement the Solution with comment against available infrastructure at Bank’s end (as per Annexure-2). All the Hardware with OS, Oracle Database along with Weblogic/IIS will be provided by Bank. The configuration should specify OS and Database with version numbers. Any other software/utility required for running the Solution, with all required licenses should be provided by bidder.

9. TESTING AND ACCEPTANCE

9.1. The software/solution will be delivered and installed at CBS Project Office, Mumbai and Disaster Recovery Site, Lucknow.

9.2 The software/solution after customization will be accepted as per the delivery

scheduled mentioned in RFP clause 11 of COP. 9.3 Acceptance Test will be done by the user group as identified by the Bank. 9.4 No additional charges shall be paid by the Bank to the Vendor for rectifying the

findings/observations of the acceptance tests. 9.5 In the event of Application failing to pass the acceptance tests, a period not exceeding two

weeks will be given to rectify the defects and clear the acceptance tests, failing which the Purchaser reserves the right to cancel the order and recall all the payments with interest at 15% per annum from the date of the respective payments till the time of actual receipt of refund.

9.6 Bank will subject the solution to security audit by bank auditor or any other auditor

engaged by bank for the purpose. 9.7 On successful completion of acceptability test, receipt of the go ahead from auditor and

receipt of deliverables etc. and after the Purchaser is satisfied with the working of the system, the acceptance certificate signed by the vendor and the representatives of the Purchaser will be issued. The date on which such certificate is signed shall be deemed to be the date of successful Acceptance of the Solution.

9.8 The Purchaser’s right to inspect, test and, wherever necessary, reject the Solution after the

Application installed at destination, shall in no way be limited or waived by reason of the Solution having previously been inspected, tested and passed by the Purchaser or its representative prior to the implement of the solution.

10. TRAINING & MANUALS:

10.1 Bidder shall provide onsite training for one week (pre roll-out) to the designated Staff of Bank and Contact Centres along with the manuals for user/administrator portal without any cost to the Bank.

10.2 The training should cover all details for usage of the application, maintenance of solution hosted at Bank’s DC servers, usage of Administrator web portal with customer search details, MIS/reports generated, configuration of volume and velocity check, define limits, alerts / push


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notification including hands-on tips for basic troubleshooting. 10.3 In the event of version update and enhancements in services of the application,

complete documentation with training on usage/trouble shooting will be provided by the Vendor at no extra cost.

10.4 Bidder would have to arrange for a comprehensive technical training to bank’s team for a period of one week after the GO-Live.

10.5 Before the solution and equipment are taken over by the Purchaser, the Selected Vendor shall

supply operation and maintenance manuals. These shall be in such details as will enable the Purchaser to operate, maintain, adjust and repair all parts of the works as stated in the specifications.

10.6 The manuals shall be in the ruling language (English).

10.7 Unless and otherwise agreed, the solution and equipment shall not be considered to be

completed for the purposes of taking over until such manuals have been supplied to the Purchaser.

11. DELIVERY OF SOLUTION:

Solution should be delivered and implemented in as per schedule given below:

Stage Deliverables Timelines

1 Sign off of Functional cum Technical Specification Document (FSD)

Within 7 Days of placement of Notification of Award

2 Delivery and installation of Application for Testing with all requirements with bidder’s response ‘A’ provided by bidder

2 weeks from the date of sign off of (FSD) i.e. stage 1

3 Rectification of observations of requirements with response ‘A’ and customisation of critical requirements with bidder’s response ‘C’ which are necessary to run UPI Solution

3 weeks from the completion of stage 2

4 Acceptance & installation of Application with all requirements with bidder’s response ‘A’ and critical requirements with bidder’s response ‘C’ which are necessary to run UPI Solution) at Bank’s DC and DR

Within 1 week from completion of stage 3

5 Go-Live of UPI Application As advised by Bank after acceptance

6 All other requirements with bidder’s response as ‘C’

4 weeks from date of Go-Live

12. SUPPORT STAFF:

The Selected Vendor shall carry sufficient service personnel trained on the provided solution to provide support during the contract period (both telephonic and onsite) to assure uninterrupted services at no extra cost to the Bank.

13. WARRANTY AND POST-WARRANTY MAINTENANCE:

WARRANTY:

13.1 The warranty of UPI Solution shall remain valid for a period of 12 months from the date of

GO- Live. 13.2 The complete Solution and changes made during warranty period will remain under warranty

for the remaining period of warranty.


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13.3 If due to any reason (attributed to the bank only) any phase is not made live after Acceptance,

the GO-Live date will be considered the day after the 180 days from the date of acceptance (As per clause 9 of Condition of Procurement (COP)). Any deviation to the warranty period mentioned above may be liable for rejection of bid.

13.4 Free on-site maintenance services for Solution shall be provided by the Selected Vendor

during the period of warranty.

13.5 The Selected Vendor must provide the following warranties - a) The solution proposed is complete in every aspects of this RFP and guidelines of NPCI

and RBI or any regulatory/statutory authorities. b) The selected Vendor will offer the Purchaser all technological updates, cost reductions

and facilities which are offered to other clients during the contract tenure.

POST-WARRANTY MAINTENANCE (AMC)

13.6 AMC period of the UPI Solution will be Two years. After the expiry of the warranty period, annual maintenance contract will be signed by the vendor and Bank (as per AMC Agreement Annexure-14).

13.7 Maintenance for Complete Solution (including any changes made during the warranty period and AMC period) shall be available during the post-warranty AMC period.

13.8 The bidder shall rectify any defects, faults and failures in the solution arising during the contract period shall fix the bugs/errors during bank’s normal local working hour’s onsite and it will be part of the Annual Maintenance, bank will not pay any extra cost.

13.9 If the Selected Vendor, having been notified, fails to remedy the defect(s) within a reasonable

period, the Purchaser may proceed to take such remedial action as may be necessary, at the Selected Vendor’s risk and expense and without prejudice to any other rights which the Purchaser may have against the Selected Vendor under the Contract.

13.10 The terms for providing annual maintenance including any patch uploading, version up-

gradation or any other conditions specified in the AMC agreement format (Annexure-14).The AMC charges quoted in Price schedule should remain unchanged during the TCO period.

13.11 The maximum response time for maintenance complaint from any of the destination (i.e.

Time required for Selected Vendors maintenance engineer to report at the installation site after a request call through telephone/e- mail is made or letter is written) shall not exceed 4 hours.

14 SLA TERMS:

14.1 Liquidated Damages (LD):

Delivery of the solution and performance of the services shall be made by the Vendor in accordance with the delivery schedule (RFP Clause 11 of COP), technical specification, scope of the work and other terms & conditions as specified in the RFP document. Any delay in performing the obligation/defect in implementation/performance of solution by the supplier may result in imposition of liquidated damages, invocation of Performance Bank Guarantee and/or termination of contract. In case there is a delay, penalty @0.5% per week of the Total Cost of Ownership (TCO) as per the purchase order issued by the Bank will be deducted for delay in implementation as per delivery schedule defined in the RFP document (RFP clause 11 (Delivery of Solution) of COP), with a maximum of up to 10% of the Total Cost of Ownership (TCO) as per the purchase order issued by the Bank. Beyond 10%, bank may initiate other punitive measures including but not limited to invoking PBG, termination of contract and other recourses available to the Bank.


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However If at any time during performance of the purchase order, the Selected Vendor should encounter conditions impeding timely delivery of the Solution and performance of the Services, the Selected Vendor shall promptly notify the Purchaser in writing of the fact of the delay, its likely duration and its cause(s). As soon as practicable after receipt of the Selected Vendor’s notice, the Purchaser shall evaluate the situation and may at its discretion extend the Selected Vendor’s time for performance, with or without liquidated damages, in which case the extension shall be ratified by the parties by amendment of the Contract.

14.2 UPTIME & AVAILABILITY during Contract period

The Successful Bidder is expected to maintain 99.5% uptime and availability of its solution and service.

14.3 Calculation of Penalty for downtime during Contract period:

The performance of the successful bidder shall be judged and will be subject to Penalty in following ways:

Quarterly Uptime Amount of Penalty during contract period (warranty and AMC) >=99.5% to 100% No penalty would be deducted >=95% to <99.5% 5% of AMC amount payable for the quarter >=90% to <95% 10% of AMC amount payable for the quarter <90% 20% of AMC amount payable for the quarter

14.4 Uptime calculation:

The percentage uptime is calculated on quarterly basis as follows:

((Total contracted hours in a quarter - downtime hours within contracted hours) X 100) divided by Total contracted hours in a quarter.

Bank will impose penalty for downtime attributed to vendor. The Vendor should strictly comply to adhere with the Uptime guarantees mentioned above and penalty clause for downtime and non-adherence to uptime guarantees would be part of the Service Level Agreement (SLA).

Penalty and LD is not applicable for reasons attributable to the Bank and Force Majeure. However, it is the responsibility of the selected bidder to prove that the delay is attributable to the Bank and Force Majeure. The selected bidder shall submit the proof authenticated by the bidder and Bank’s official that the delay is attributed to the Bank and/or Force Majeure along with the bills requesting payment.

• If the Bidder fails to complete the due performance of the contract in document, the Bank reserves the right either to cancel the order or to recover a suitable amount as deemed reasonable as Penalty / Liquidated damages for non-performance. SLA violation will attract penalties.

• Bank may impose penalty to the extent of damage to its any equipment, if the damage was due to the actions directly attributable to the staff of the Bidder.

• The Bank shall implement all penalty clauses after giving due notice to the Bidder.

14.5 Penalty for Onsite Technical Support:

Selected vendor have to maintain service Roster/ Register at the location of Purchaser for attendance of Support Engineer along with activity performed by him/her. Penalty will be imposed on any absence of the Technical Support (if replacement not provided) so that penalty can be imposed and recovery of such penalty will be done from quarterly payment of Online Technical Support.

Calculation:

(Quarterly Support charges divided by number of days in particular quarter) x number of days present


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14.6 Penalty for non customization of RFP points with response as ‘C’:

Selected vendor has to implement RFP points (requirements) with response as ‘W-Will be provided after customization without additional cost to the bank’ as per clause 11 of Condition of Procurement (COP). In case there is delay, penalty @1% week of the proportionate cost of customization of these RFP points (requirements) will be deducted, in addition to penalty as per clause 14.1, with a maximum of 10% proportionate cost of customization. Beyond 10%, bank may initiate other punitive measures including but not limited to invoking PBG, termination of contract and other recourses available to the Bank. If any RFP point with response ‘C’ is not implemented by the bidder pursuant to clause 11, proportionate cost of customization of this RFP point will be paid i.e. deducted for amount to be paid, in addition to the penalty as per clause 14.6.

14.7 PREVENTIVE AND CORRECTIVE MAINTENANCE:

The Selected Vendor will carry out preventive and corrective maintenance activities to ensure that all Functions of UPI Solution are running for at least 99.5% uptime for 24 hours a day for all 7 days a week and 365 days. The uptime will be calculated on quarterly basis.

If any critical function/service of the entire solution is not running the Selected Vendor shall immediately inform the Bank’s Team take corrective action to resolve the problem immediately at no cost to the Purchaser.

The Selected Vendor will not subcontract or delegate or permit anyone other than its own personnel to provide maintenance services during contract period without the prior written consent of the Purchaser. In such a case, the Purchaser will have the discretion to forfeit the Performance Security.

15. TERMS OF PAYMENT: 15.1 Selected vendor shall submit the details of the Bank Account (Account Number, Name of the

Bank where account is maintained, IFSC Code etc., as required for electronic mode of payment) authenticated by the Authorised signatory, Any change in the above, should immediately be intimated to Bank’s Head Office, duly authenticated by the Authorised Signatory of the Selected vendor along with the acceptance letter. The Selected Vendor’s request(s) for payment shall be made to the Purchaser in writing, accompanied by the invoice describing, as appropriate, the Solution delivered and services performed, the documents submitted and upon fulfilment of other obligations stipulated in the Contract.

15.2 Payment will be made to the Selected Vendor in Indian Rupees only. 15.3 Taxes will be paid extra and on actual basis and as per the clause 20 of CONDITIONS OF

PROCUREMENT (COP)

15.4 Payment of UPI Solution will be made as per following terms:

Sl. No.

Activities to be perform for payment Payable Amount

I License Cost 1 On delivery & installation of the Solution and availability of the solution for

testing 20%

2 On successful acceptance (UAT) and Go-Live by Bank as per deliverables. 50% 3 After Three month of GO-Live date and successful running 10%

4 After successful implementation of all RFP points 20% II Implementation charges 1 After installation at Bank’s DC and DR and UAT 70% 2 After Three month of GO-Live date and successful running 10% 3 After successful implementation of all RFP points 20%

III Annual Maintenance charges (AMC)


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1 Annual Maintenance charges (AMC) will be paid after the warranty period of one year on quarterly advance basis. Payment of the last quarter of AMC will be paid at the end of the quarter.

15.5 PAYMENT OF CHANGES MADE THROUGH CHANGE REQUEST (CR) DURING

CONTRACT PERIOD:

15.5.1 Changes/modification/customization/addition of features or functionality during contract period will be routed through Change Request (CR) procedure only and vendor will submit the cost i.e. effort estimate (in case of billable) of changes in terms of Man-days. Costing of Man-days should be submitted by the bidder as per the Price Schedule given in Annexure-8 of Commercial Bid. These changes will be covered under warranty/ maintenance for remaining contract period. Complete (100%) payment of the same will be released after completion of required changes and successful integration with existing solution.

15.5.2 It will be the responsibility of vendor that after any CR, Application should

work in sync of overall solution.

15.5.3 Changes made through CR will be integral part of UPI Solution implemented and under overall contract.

15.6 PAYMENT OF Onsite Technical Support:

15.6.1 Bidder will have to keep one dedicated resource (middle level professional with necessary qualification, expertise in mobile applications development & support, and thorough knowledge of the proposed solution so as to support / troubleshoot the problem on-site within minimum possible time) at Bank’s data centre (Mumbai) initially for First Year (may be extended for another Two year). The resource would also train bank staff in application maintenance, troubleshooting and developing interfaces. It is envisaged to minimize calls to the vendor office, reduce downtime and enhance full feature availability of the proposed solution to customers. Bank may ask the vendor to change the resource if the same is not able to meet banks expectation.

15.6.2 Payment of Onsite support engineer will be released quarterly on arrear basis as per the cost quoted in price schedule (Annexure-8) and as per the terms mentioned in SLA for onsite support.

Note: 1) Annual maintenance cost for the Solution implemented shall be paid by Head Office of the

Purchaser, who have placed the purchase order, in advance, at the agreed rates, subject to satisfactory services rendered during the previous quarter maintenance period.

2) Selected vendor have to provide support and maintenance service to complete solution of the

UPI Solution (including changes made in original application and changes made through change request procedure during Contract period.

3) Applicable deduction (if any) will be made as per SLA terms while releasing all the payments.

16. PRICES:

The prices once offered must remain firm and must not be subject to escalation during execution of the purchase order. However, the entire benefits/advantages arising out of fall in prices, taxes, duties or any other reason, must be passed on to the Purchaser without the Purchaser specifically asking for it.


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17. CHANGE REQUEST:

17.1 Any changes suggested or mandated in existing functionalities (given in the Scope of Work) by NPCI, RBI or any other regulatory authority during the contract period will be made by the vendor in the UPI without any extra cost to the Bank. However any additional functionality/feature introduced will be made through payable Change request. These changes will be covered under maintenance for the remaining Contract period.

18. DELAYS IN THE SELECTED VENDOR’S PERFORMANCE:

18.1 Delivery of the Solution and performance of the Services shall be made by the Selected Vendor in accordance with the time schedule specified by the Purchaser in its Delivery Schedule mentioned in clause 11 of COP.

18.2 Delay by the Selected Vendor in the performance of its delivery obligations shall render the

Selected Vendor liable to the imposition of liquidated damages pursuant to Clause 14.1 of COP.

19. NOTICES:

19.1 Any notice given by one party to the other pursuant to the purchase order shall be sent to the other party in writing or by cable/fax/email and confirmed in writing to the other party’s address specified below:

Purchaser : Head Office who have placed the purchase order. Selected Vendor : Local Office/Service Centre concerned accepting the purchase

order.

19.2 A notice shall be effective when delivered or on the notice’s effective date, whichever is later. 20. TAXES AND DUTIES:

20.1 The Selected Vendor will be entirely responsible to pay all taxes including corporate tax and income tax, duties, license fees, octroi, road permits etc. in connection with delivery of solution at site including incidental services and commissioning.

20.2 Wherever the laws and regulations require deduction of such taxes at the source of payment,

the Purchaser shall effect such deductions from the payment due to the Selected Vendor. The remittance of amounts so deducted and issuance of certificate for such deductions shall be made by the Purchaser as per the laws and regulations in force. Nothing in the Contract shall relieve the Selected Vendor from his responsibility to pay any tax that may be levied in India on income and profits made by the Selected Vendor in respect of this Contract.

20.3 Sales Tax/VAT, GST (if applicable), Service Tax applicable should be clearly mentioned

separately which shall be paid / reimbursed on actual basis on production of bills. Further, receipts of such payments made to relevant authorities must be produced. The Bank will not pay any other taxes, cost or charges.

21. SITE PREPARATION:

The Selected Vendor will be required to perform a site inspection at its own cost to verify the appropriateness of the sites before the commencement of delivery. The Selected Vendor will guide and provide the necessary layout plan and such other information to the Purchaser for preparation of site. Thereafter the Selected Vendor shall inspect the site to verify its appropriateness before installation of the UPI Solution.

22. TECHNICAL DOCUMENTATION:


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The technical documentation involving detailed instruction for operation and maintenance, users’ manual etc. is to be delivered with every unit of the equipment supplied. The language of the documentation should be English.

23. RIGHT TO USE DEFECTIVE SOLUTION : If after delivery, acceptance & installation and within the warranty & maintenance period (Clause

13 of COP), the operation or use of the Solution proves to be unsatisfactory, the Purchaser shall have the right to continue to operate or use such Solution until rectification of defects, errors or omissions by repair or by partial or complete replacement is made without interfering with the Purchaser’s operation.

24. ORDER CANCELLATIONS:

The Purchaser reserves the right to cancel the order in the event of one or more of the following circumstances – 24.1 Delay in delivery and installation of beyond a period of 45 days from the date of purchase

order. 24.2 Serious discrepancy in functionality of Application/solution noticed during the pre-install

inspection, if any. 24.3 Breach by the Selected Vendor of any terms and conditions of tender. 24.4 If the vendor goes into liquidation voluntarily or otherwise. 24.5 In addition to the cancellation of purchase order, the purchaser reserves the right to forfeit the

Security Deposit/Performance guarantee submitted to the purchaser by the vendor.

25. GUARANTEES: The vendor should guarantee that the solution (including application server related software) installed under the contract is licensed and legally obtained. All software must be supplied with their original and complete printed documentation.

26. PUBLICITY: Any publicity by the vendor, in which the name of the Purchaser is to be used, should be done only with the explicit written permission of the Purchaser.


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SECTION V SCHEDULE OF REQUIREMENTS

1. SCHEDULE OF REQUIREMENTS OF UPI SOLUTION (TECHNICAL AND FUNCTIONAL

SPECIFICATION)

Note: Bidders have to put proper response against each requirement and puts core for each response as per ITB clause 32.1.4.

Sl. No.

Description Bidder’s Response

(A/W/N)

Score as per

Bidder’s Response

Compliance to guidelines 1 Solution must comply to all the UPI Procedural, Security and

Operational guideline issued by NPCI or RBI at the time of finalization of Functional Specification Document

2 Solution must conform to all the operational security guidelines prescribed by the Regulatory / Statutory bodies such as RBI, TRAI, NPCI etc. which come into force from time to time

PSP Mobile Application 3 PSP Mobile Application should support UPI functionalities as per

NPCI specifications

4 Application should work on current versions of following OS with backward version compatibility a) Windows b) Android c) IOS

5 Application may be downloaded from: a) Apple Store b) Google Play Store c) Windows App store d) Link on Bank’s website

6 PSP Application for all platforms should support following communication mode: a) GPRS/ CDMA data connection on 2G/3G/4G/LTE

b) Wi-Fi

7 PSP Application should be available in both Hindi and English with support to change preferred language

8 UPI PSP APP/module may be embedded in other (merchant) apps by giving the binary/SDK to the merchant to integrate into their apps.

9 PSP App should be easy to download preferably below 2 MB

10 Application should have feature of auto readability of OTP Security Features

11 Device Fingerprinting of the mobile during the registration process must be done with following parameters: a. Mobile number b. Device Id – Device ID (IMEI No/Vendor Reference ID as per

Operating system) c. APP Id – Application ID

The above parameters are always carried in transaction message

12 Minimum two factor authentication should be supported 13 Message communication between PSP Application and UPI will be

in XML format over HTTPS and all the messages will be digitally signed using SHA 2

14 Data transmission with end to end encryption (Standard encryption algorithms like 3DES, AES, RSA, PKI scheme, with minimum encryption strength of 256 bit) between PSP Application


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and other systems of bank or third party.

15 Credentials in PAP Application for UPI must be captured through NPCI Common Library embedded

16 Platform support for SSL transactions and external certifying authority

17 Following techniques will be used to protect against phishing: (i) Payer’s PSP application will mandatorily show verified payee’s name to the payer during a collect request. (ii) Payee’s PSP application will mandatorily send verified payee’s name to NPCI as part of the collect request. a. In the case of payee being a whitelisted entity, payer’s PSP should show the whitelisting information (Name, logo, URL, etc.) which is available within the collect request. This whitelisting information is populated from NPCI’s central system. b. PSP App should have anti phishing protection. PSP should also have adequate awareness programs for their customers.

18 Data i.e. PIN, Password, Biometrics, Card No, Expiry Date, OTP, These are not to be stored and should only be transported in encrypted form

19 Data such as account number. This information may be stored by the PSP, but only in encrypted form

20 Name, transaction history (amount, timestamp, response code, location, etc.) that can be stored in unencrypted form.

21 Communication between PSP Application and back end server should be in standard message format over https

22 Session time out feature should be available and it should be parameterized (terminate session and automatic log off from PSP Application and Administration Portal after lapse of defined period of inactivity)

23 Concurrent session should not be allowed (customer as well as administrator)

24 Application PIN for accessing the application and non-financial transactions.

25 mPIN for securing financial transactions.

26 Ability to lock the application due to incorrect mPIN attempts, remotely block access, with auto activation after 24 hours for accounts locked due to three incorrect attempts

27 A device that does not meet industry standard should be denied access.

28 The transactions are auditable and reliable – platform to have the intelligence to handle cases like a) Call received while performing transactions b) Battery runs out while performing transactions c) Data connection drops d) Back-end host system down

29 The predefined pages of the web portal should handle web application security threats like Cross-site scripting, SQL injection flaws, Malicious file execution, Information leakage, Improper error handling, Broken authentication and session management, Insecure Cryptographic storage, Failure to restrict URL access. Separate Document to be submitted for the same. In addition to it, system should not be vulnerable to known security threats.

30 Application should support authentication based on matching of biometric against UIDAI


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31 Security alert on registered mobile number on account of excessive activity in the account

Support for Interface Standard

32 Message format ISO 8583

33 Socket connection

34 Web services/XML over HTTP/HTTPS

35 SFTP, etc.

Standards for UPI application

36 The proposed UPI solution should offer protection against the following specified risks: Privacy a) Protecting customer’s sensitive information from exposure to

unintended third parties. b) Preventing identity impersonation from lost or stolen

mobiledevices or device credentials. c) Preventing account takeover or identity impersonation from

credentials harvested via key loggers or other malware. Fraud a) Prevent money laundering from the use of compromised

accounts. b) Prevent smurfing (splitting of large financial transactions into

smaller transactions) c) Prevent the disguise of mobile transaction totals, origin and

destination. Compliance The UPI solution should comply with the security principles and practices for authentication of mobile banking transactions as stated by The Reserve Bank of India. Application a) OS Security check up. Application should have capability to

detect if the application is running on a jail-broken/rooted/malware infected device.

b) Capability of the Application to read SIM serial no. and IMEI (International Mobile Equipment Identity) no.

c) Application must prevent hackers from accessing the app in a case where the device is rooted or jail-broken.

d) Blacklisting/Blocking of older versions of the Application on the back end, if there is a security breach.

e) Security logging where all security events that happen inside the application should be logged and sent to the back-end Application Server

37 UPI Application should have inbuilt security mechanism to: a) Prevent account data from being intercepted when entered into a mobile device, b) Prevent account data from compromise while processed or stored within the mobile device, c) Prevent account data from interception upon transmission out of the mobile device

Integration with Bank’s Applications/Systems, third party service providers, software and middleware

38 With UPI at NPCI

39 Provision for interface with CBS Host and Mobile Banking Application for account registration.


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40 Bank’s CBS Host for transaction handling (ISO 8583)

41 With HSM for PIN management

42 ATM Switch/Banks host for mPIN generation using ATM cards (card number, expiry date and OTP)

43 If bank desires to use its existing Mobile Banking mPIN for UPI transaction authorization to Bank’s Customer, there should be provision for verification, change and generation of mPIN through API calls to Mobile Banking application.

44 Standard Interface with other delivery channels like Internet Banking, ATM, branch etc. for UPI initiation of UPI transactions with channel identifier.

45 Interface with Bank’s existing SMS gateways with facility to change service provider with minimum disruptions. The API detail will be provided.

46 Interface with Bank’s e-Mail Server

47 Tie-up with third party service providers for Utility bill payment/m-commerce/Merchnat payment/value added services

48 Integration with any other specified Regulatory/ Statutory bodies for data submission and monitoring.

UPI Functionalities 49 PSP profile creation

50 Registration for Bank Account (Own and Other Bank’s Customers)

51 Deregistration from the with UPI Application

52 OTP Generation and Regeneration

53 “Pay” (push) and “Collect” (pull) payments

54 Two factor authentication using mobile and second factor (PIN/Password or Biometrics)

55 The Unified Payments Solution should permit payments via mobile app, web, and other applications

56 Generation of Virtual address through PSP App

57 Facility of payment using Mobile Number, Aadhaar Number, Virtual Address, Account Number & IFS code.

58 Solution must have the mechanism of de-hotlisting (allowing access of UPI service) of the registered user’s phone if found by automated (self-service) means (e.g., ATM, internet banking etc.) as well as assisted means (call center, branch complaint, etc).

59 Application should be able to use contact list for selecting beneficiary

60 Application must provide the feature of reminder/Notification of pending for authorising the pull payments etc.

61 Application must provide the feature of alerts of receipt of payments.

62 Inward transaction processing

63 Facilities like reminder for payment, Reminders for bills, Snooze , request etc.

64 The look and feel of the application should be finalized in consultation to the Bank. The branding is to be done using the color and logo of the Bank.

65 Facility of one time Virtual Address generation 66 Regular/recurring payment by one time instruction and the


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revocation of the instruction, if required. 67 Facility to send SMS alerts and e-mails to registered users 68 UPI Application must show the transaction details (amount,

transaction reference details, address to which payment is being made, clear indication if the merchant address is white listed in UPI system, and the payment confirmation details post payment) during and after the transaction is done for all recent transactions to the customer.

69 Push / Notification Services

70 Capability to allow customer to tag the locations / preferences as per his/her preference.

71 Ability to push notifications for Merchant Discount Offers /Redemption of Coupons

72 Bank’s nearby service outlet Administrative Portal and Back end Application

73 Back end Applications should be platform independent i.e. should work with all major Web Servers, Application Servers and should work with Oracle Database

74 Administrative portal should work over SSL

75 Back end Application should be capable of working under cluster environment with high availability load balancing.

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The administrative portal should have the capability for a) Blocking user’s Mobile handset temporarily b) Blocking user mobile handset if lost or not in use c) Reset of Application PIN and mPIN d) Resending the download link e) Sending various type alerts for campaign of product

feature f) Password management for administrative users g) Approving/registering and de-registering users

77 All administrative activities should be properly logged with proper audit trail.

78 The audit logs should be capable of being used for forensic evidence

79 Compliance of web portal with OWASP (Open Web Application Security Project) standards/guidelines

80 Facility to set channel wise as well as transaction wise commission to be charged

81 Facility to create different user groups with different set of rights/permissions

82 The portal support to work on maker and checker concept for any addition, deletion, modification request made by the authorized users.

83 System Setting: (Allow Other Banks to Register, Allow Customer to Create Virtual Address)

84

Facility for setting transaction wise and channel wise thresh hold on number of transactions and amount (per transaction/daily/weekly/monthly). The threshold may be set to all users, user wise and group wise

85 User Management: (Password Parameters, Role Configuration, Group Configuration, User Configuration, Change Password)

86 Sync Setting: (Keys, PSP and Account Provider)

87 Transaction enabling/disabling feature


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88 Hot-listing of registered users account through self service means

89

The administrator portal should have various reporting (in standard format e.g. txt, xls, csv, xml, pdf, etc.) capabilities with filter such as :

i) Registered user report (active/non active) with failed registration detail

j) User wise report k) Transaction wise report l) Channel wise report m) Session log report n) Financial/Non financial transaction reports o) Transaction amount wise p) User activity based report

90 Login facility in Portal to users using mobile number and mPIN. User should get details of accounts registered and transaction history with facility to download application

91 Monitoring: Dashboard for monitoring of Outgoing/ Incoming transaction with respective status

92 The administrator portal should have the capability to upload advertisements of various banking products so as to be displayed within the downloaded mobile banking application

93 Facility to upload data from NPCI and host for reconciliation

94 Facility to generate daily reconciliation and settlement report with bifurcation of commission

95 System should provide uptime report (daily/weekly/monthly)

96 Dynamic report generation with query builder Scalability and Availability

97

Solution should support growth projection of the bank in terms of transactions as under: a) Outgoing/Remitter: 5 lacs transactions per day b) Incoming/Beneficiary : 10 lacs transactions per day

98 Solution should have capability to handle 150 transaction per second

99 Solution should integrate with different interfaces using standard message protocols like ISO 8583, Web services, XML based protocols, APIs etc.

100 Application scalability to meet the future up gradations to and all new handset/platform coming in the industry.

101 Application should support simulator environment for testing of new features across all devices and respective OS.

102 Capability of the proposed solution to push new changes over the air without frequent uploading on App store of various platforms.

103 The solution should be configured with automatic replication to DR site

Others

104 Fully fledged interoperability with other Bank’s UPI Application. In case if the customer have multiple UPI apps. Under no circumstances, one UPI app (embedded or independent) must interfere with another UPI app when installing, running, etc.

105 Auto upgrade – Provision of alert if new version of application is released. Based on type of criticality of new feature system should force mandatory update or allow to upgrade later.

106 Supports customer to customize menus/icons, disable menus which he would not like to use as per his choice at the application level


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107 Notification through an alert (SMS/E-Mail) for system down to administrator/technical team.

108 Supports customer to set limit/capping on value and volume of fund transfer per day/week/month at application level.

109 To support banking product advertisements within the mobile application

110 Facility to send SMS alerts and e-mails to registered users

111 Facility Integration with social media

112 Support for m-commerce and NFC transactions (proximity transactions)

2. DESTINATIONS OF DELIVERY : The destinations at which the deliveries are expected shall be informed to the bidder along with PO. The Purchaser reserves the right at its discretion to add new destination, delete any destination or replace any destination with new destination.

3. DELIVERY SCHEDULE:

3.1 The delivery of the equipments ordered, should be affected as per clause 11 of the COP.

3.2 The Purchaser reserves the right to provide purchase award in phases in synchronization with the project implementation strategy.


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SECTION VI

SPECIFICATIONS AND FORMATS


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ANNEXURE 1 - BID FORM

Ref. No.: HO/DIT/UPI/24 Date: 15.03.2016 To Allahabad Bank, Head Office, Department of Information Technology, 2, N. S. Road Kolkata – 700 001

Having examined the RFP (Ref. No. HO/DIT/UPI/24 dated 15.03.2016) including all Annexure and Addendum (if any), the receipt of which is hereby duly acknowledged, we, the undersigned, offer to implement and maintain the UPI Solution and its integration with UPI of NPCI and Bank’s other systems/channels, in conformity with the said RFP in accordance with the Schedule of Prices indicated in the Commercial Offer and made part of this bid. We undertake, if our bid is accepted, to deliver the Solution in accordance with the delivery schedule specified in the Schedule of Requirements. We agree to abide by this bid for the period of 180 days +60 days after the date fixed for Technical bid opening by the Bank through the RFP or any of the addendum and it shall remain binding upon us and may be accepted at any time before the expiration of that period. Until a formal contract is prepared and executed, this bid, together with the bank’s written acceptance thereof and bank’s notification of award, shall constitute a binding Contract between us. We undertake that, in competing for (and, if the award is made to us, in executing) the above contact, we will strictly observe the laws against fraud and corruption in force in India namely “Prevention of Corruption Act 1988”. We agree that the Bank will have Single Point of Contact with us, at the address stated below, for the entire solution and services to be delivered by us in case our bid is accepted.

Address and Contact Details of the Bidder for Single Point of Contact:

……………………………………………. ……………………………………………. We understand that the bank is not bound to accept the lowest or any bid the bank may receive. Place:

Date: Seal & Signature

Authorized Signatory

Note: The Bidder shall necessarily provide a copy of ‘Power of Attorney’ authorizing the signatory for signing the Bid on behalf of the Bidder in its Technical Bid.


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ANNEXURE-2

HARDWARE/OS/SOFTWARE REQUIRE TO IMPLEMENT UPI AND SOLUTION AT

ALLAHABAD BANK DATA CENTER AND DATA RECOVERY SITE

Following System Software/Application Software/HSM are available at Bank end:

Sl. No. System Software Details Vendor’s Response 1 Operating System IBM AIX,

Windows

2 Database Oracle 3 Webserver/Application

Server Web Logic

4 HSM SafeNet Luna EFT TCP IP PL-60

Note: a) If more than one Type as mentioned above or any other Server/OS/Database Software required for

implementing the “UPI Solution” please mention separate configuration/detail for each. b) Please do not mention any Make and Model for Server. c) Broachers/leaflets are not required however you may add extra sheet of requirement.

Sl. No. Type of Hardware/ /OS/ Software

Qty. Full Configuration/Details

1 Server (High End or Low End)

Processor, Memory, Network and Disk controller, Hard disk, Back Up Device, Ports etc.

2 Operating System for Servers

Name and Version

3 Any other requirement


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Annexure 3 - Bid Security Form (FORMAT OF BANK GUARANTEE (BG) FOR BID SECURITY.)

(ON A NON-JUDICIAL STAMP PAPER OF RS.100.00)

Bank Guarantee No. Date: TO: Allahabad Bank, Head Office, Department of Information Technology, 2, Netaji Subhas Road, Kolkata – 700 001, India WHEREAS _________________________ (hereinafter called “the Bidder”) has submitted its bid dated_______ (date of submission of bid) to implement and maintain the UPI Solution in response to Allahabad Bank’s Request for Proposal ( RFP ) Ref. No. : HO/DIT/UPI/24 dated 15.03.2016 (hereinafter called “the Bid”). KNOW ALL PEOPLE by these presents that, WE______________ (name of bank) of ____________ (name of country) having our registered office at______________ (address of bank) (hereinafter called “the Bank”) are bound unto ALLAHABAD BANK (hereinafter called “the Purchaser”) in the sum of___________ for which payment will and truly to be made to the said Purchaser, the Bank binds itself, its successors and assigns by these presents. Sealed with the common seal of the said Bank this _____ day of_______, 20___. THE CONDITIONS of this obligation are:

1 If the Bidder withdraws its Bid during the period of bid validity specified by the Bidder on the Bid Form; or

2 In case of successful bidder, if the bidder : (i) fails or refuses to sign the Contract Form; or (ii) fails or refuses to furnish the Performance Security, in accordance with the Terms &

Conditions of the RFP or Contract We undertake to pay the Purchaser up to the above amount upon receipt of its first written demand, without the Purchaser having to substantiate its demand, provided that in its demand the purchaser will note that the amount claimed by it is due to it owing to the occurrence of any of the above conditions, specifying the occurred condition or conditions. This guarantee will remain in force up to and including 60 days after the period of the bid validity i.e. up to_______(mention date of expiry which should be a minimum of bid validity + 60 days), and any demand in respect thereof should reach the Bank not later than the above date. Notwithstanding any other term contained herein

a) this guarantee shall be valid only up to _________________ (Insert Guarantee End Date) whereupon it shall automatically expire irrespective of whether the original guarantee is returned to the Bank or not; and

b) the total liability of Bank under this guarantee shall be limited to Rs. 1,50,000/- (Rupees One Lakhs Fifty Thousand only).

Date: Place : SEAL Code No. SIGNATURE. NOTE : 1. BIDDER SHOULD ENSURE THAT THE SEAL & CODE NO. OF THE SIGNATORY

IS PUT BY THE BANKERS, BEFORE SUBMISSION OF BG 2. STAMP PAPER IS REQUIRED FOR THE BG ISSUED BY THE BANKS LOCATED IN

INDIA.


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Annexure - 4

PERFORMANCE STATEMENT FORMAT (FOR A PERIOD OF LAST THREE YEARS).

REF No. Name of the Bidder: _______________________________.

Name and the Full Address of The Purchaser

Order Number and Date

Description of ordered Solution or Services

Value of Order Date of Completion of delivery and installation

As per order Actual

Attach copy of Purchase Orders and installation proof of the above mentioned items. Date: Seal and Signature of authorized Signatory:


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ANNEXURE 5 – CREDENTIAL LETTER FROM SCHEDULED BANK(S)

(To be submitted on the letter head of the Concerned Bank) Ref No Date: To : Allahabad Bank, Head Office, Dept. of Information Technology, 2, Netaji Subhas Road, Kolkata – 700 001, India Sir,

M/s ________________ is/was our selected vendor upto ____________for _______________ (name of the Service).

S.No Item/solution/services Number of Transactions handled per day

1

2

3

The installation and maintenance support from the vendor M/s ________________________________is/was satisfactory.

Place:

Date: Seal & Signature

(For Bank/Institute)


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ANNEXURE 6 – DETAILS OF SUPPORT CENTRES & OFFICES

(To be submitted on the letter head of the bidder)

Ref No Date: To :

Allahabad Bank, Head Office, Dept. of Information Technology, 2, Netaji Subhas Road, Kolkata – 700 001, India

Sir,

We have permanent offices at the following locations across India. Please include centralized Toll Free Number if any.

Sl. No Location & Address

Contact Person and designation

No. Of Official deployed

Ph. No and email address

Seal & Signature of Authorized signatory: ____________


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ANNEXURE 7 –BIDDER TURNOVER & PROFITS

(To be submitted on the letter head of the Bidder)

Name of the Bidder Company / Firm: _____________________________________ Details of turnover and profit for last three years:

Sr. No

Financial parameters of the bidder Business Results

Annual Turnover (INR) Profit /(Loss)(INR)

1 2012-2013 2 2013-2014 3 2014-2015

Only Bidder company / Firm figures need to be mentioned. (Not to include subsidiary, affiliate or group entities figures)

(Mention the above amount in INR only)

Also, copies of Audited Balance sheet and Profit & Loss accounts for the years 2012-13 , 2013-14 and 2014-2015 to be submitted along with this Annexure.

Certified By: Seal & Signature of authorized signatory (Chartered Accountant) (For Bidder) Place: Date:


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ANNEXURE 8 - COMMERCIAL BID PRICE SCHEDULE FOR DIFFERENT COMPOMNENTS AND SERVICES OF THE UPI SOLUTION

(Amount in Rupees)

Sr. No.

Description One time Cost (exclusive of VAT/Sales

Tax/GST and Service Tax)

Year 1 (Warranty) (exclusive of

VAT/Sales Tax/GST and Service Tax)

Year 2 (1st Year AMC)

(exclusive of VAT/Sales Tax /GST

and Service Tax)

Year 3 (2nd Year AMC)

(exclusive of VAT/Sales Tax/GST

and Service Tax)

Total (exclusive of VAT/Sales


Mandatory services

1

One time License (Perpetual license and unlimited client license) cost of Comprehensive UPI Solution (including all Third Party Software/utilities required to run Solution)

N.A. N.A. N.A.

2 Implementation of the UPI Solution at both DC and DR N.A. N.A. N.A.

3 Annual Maintenance charges (AMC) of the UPI Solution implemented

N.A. N.A.

Optional Services 4 Onsite Technical Support charges for First year (one person

per shift considering the time from 10 AM-6 PM on all working days)

N.A. N.A. N.A.

5 Total customisation charges for each year in terms of man days cost taking 20 man days in each year = 20 x cost of one man day for the year

N.A.

6 Total cost of Ownership (TCO) of Five Years contract (One Year Warranty and Four Year AMC) period (exclusive of VAT/Sales Tax/GST and Service Tax)

Total Bid Price (in words): Rupees………………………………………………………………………

Note: 1) N.A. stands for Not Applicable: bidder does not have to mention the price for said item 1) The bidder has to quote all components and services on a fixed price basis inclusive of all costs and taxes like custom duty, excise

duty, import taxes, freight, forwarding, insurance, delivery etc. at the delivery location of the EXCEPT Sales Tax/ VAT, GST (if applicable), Service tax which shall be paid/reimbursed on actual basis on production of Bills. The Bank will not pay any other taxes, costs or Charges.

2) Optional Services will be availed as per requirement of Bank, however bidder has to quote the cost, however it will be taken for


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calculation of TCO 3) The bidder has to quote for each line item. 3) The Unit and Total Cost should be given in full INR (i.e. without decimal places) 4) In case of discrepancy between unit price and Total price, the unit price shall prevail. 5) Bidder should provide multiple line item entries wherever applicable. 6) Bidder should provide the required licenses for the UPI Solution if any. Such licenses would be owned by Allahabad Bank. 7) Onsite Support charges must be quoted for one person per shift considering the time from 10 AM-6 PM on all working says. The

Bank has discretion to avail onsite support services and number of support engineers at person day cost given. However, for the TCO purpose 1 person day (1 shift x 1 person) x 365 for first year will be considered.

8) Bidder must quote the cost of 20 Man days effort per year for calculation of TCO, however payment will be made as per actual man days effort x unit cost. Service tax and any other applicable tax will be paid extra. Man-day means one resource working for 8 hours per day.

9) If the cost for any line item is indicated as zero then it will be assumed by the Bank that the said item is provided to the Bank without any cost.

Place: ______________ Seal & Signature of Authorized signatory of the Bidder: _______________________________ Date: ______________ Name of the Bidder: _______________________________


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Annexure-9 PERFORMANCE SECURITY FORM

(FORMAT OF BANK GUARANTEE (BG) FOR CONTRACT SECURITY)

(ON A NON-JUDICIAL STAMP PAPER OF Rs 100.00)

TO:

ALLAHABAD BANK Head Office, Department of Information Technology, 2 Netaji Subhas Road Kolkata –700001, India

WHEREAS ____________________ (hereinafter called “the Bidder”) has submitted its bid dated _________ (date of submission of bid) for the ________________________ (name and/or description of solution) (hereinafter called “the Bid”) in response to Allahabad Bank’s Request for Proposal (RFP ) Ref. No. : HO/DIT/UPI/24 dated 15.03.2016. KNOW ALL PEOPLE by these presents that WE __________ (name of bank) of ________ (name of country) having our registered office at ____________________ (address of bank) (hereinafter called “the Bank”) are bound unto ALLAHABAD BANK (hereinafter called “the Purchaser”) the sum of ________________ for which payment well and truly to be made to the said Purchaser, the Bank binds itself, its successors and assigns by these presents. Sealed with the common seal of the said Bank this _______ day of __________, 20___. THE CONDITONS of this obligation are:

1. If the Selected Vendor, having been notified as selected by the Purchaser, during the period of contract validity fails to perform obligations as selected vendor.

We undertake to pay the Purchaser up to the above amount upon receipt of its first written demand, without the Purchaser having to substantiate its demand, provided that in its demand the Purchaser will note that the amount claimed by it is due to it owing to the occurrence of the above condition. This guarantee will remain valid for a period of Five (05) years +60 days from the start of contract i.e. up to _________ and any demand in respect thereof should reach the Bank not later than the above date. Place: SEAL Code No. SIGNATURE NOTE: 1 SELECTED VENDOR SHOULD ENSURE THAT THE SEAL & CODENO. OF THE

SIGNATORY IS PUT BY THE BANKERS, BEFORE SUBMISSION OF BG 2 STAMP PAPER IS REQUIRED FOR THE BG ISSUED BY THE BANKS LOCATED IN

INDIA.


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Annexure-10 CONTRACT FORM

Non-Judicial Stamp Paper of appropriate value CONTRACT NUMBER: Ref. No. : HO/DIT/UPI/24 dated 15.03.2016 THIS AGREEMENT made on the _________ day of ______, 20___ Between ALLAHABAD BANK (hereinafter “the Purchaser”) of one part and __________ (Name of Selected Vendor) of ____________ (City and Country of Selected Vendor) (hereinafter “the Selected Vendor”) of the other part: WHEREAS the Purchaser is desirous that UPI Solution and maintenance related services should be provided by the Selected Vendor, viz, ________________ ________________ (Brief Description of Solution and Services) and has accepted a bid by the Selected Vendor for supply of Solution and services to meet its requirement. This contract will be valid form the date of signing and till the warranty period, as per the RFP clause 13 of condition of procurement.

NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:

1. In this Agreement words and expressions shall have the same meanings as are respectively assigned to them in the Conditions of Contract referred to.

2. The following documents shall be deemed to form and be read and construed as part of this

Agreement, viz. :

(a) the Bid form and price schedule submitted by the bidder; (b) the schedule of requirements; (c) the Scope of Work and Technical requirement; (d) the Conditions of Contract; (e) the Conditions of Procurement ; and (f) The Purchaser’s Notification of Award

3. In consideration of the payments to be made by the Purchaser to the Selected Vendor in terms of Purchase Orders for procurement of solution and services placed by Head Office of the Purchaser, the selected vendor hereby covenants with the Purchaser to provide the solution and services and to remedy defects therein in conformity in all respects with the provisions of the contract.

4. The Purchaser hereby covenants to pay the Selected vendor in consideration of the provision of

the Solution and services and the remedying of defects therein, the Purchase order Price or such other sum as may become payable under the provisions of the Contract at the times and in the manner prescribed by the Contract.

Brief particulars of the solution and service which the selected vendor shall be required to supply/provide to the Purchaser in terms of Notification of Award/Purchase order for procurement of solution and services that will be placed by Head Office of the Purchaser are as under:

SOLUTION SERVICES UPI Solution at Allahabad Bank and its integration with UPI of NPCI and other systems and alternate chnannels

Delivery, Installation, Testing, Maintenance, Integration, Training, Preventive Maintenance, Changes and Customization etc.


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(x) COMMENCEMENTS AND TERM:

Upon termination of contract or after expiration of this agreement bidder shall forthwith return all papers, materials, software support equipments and other properties of the Bank’s held by bidder for the purpose of orderly non-disrupted business continuation of Bank.

3 MAINTENANCE SERVICES :

3.1 During the terms of this contract the company agrees to maintain the entire UPI and Mobile Banking Solution in perfect working order and condition without any extra cost to the Bank.

3.2 The company shall rectify any defects, faults, bugs and failures in the UPI Solution and shall repair the bugs/errors during bank’s normal local working hour’s onsite. (if Bank is not availing Onsite Support)

3.3 The company agrees that special arrangements may be made by Bank to have such

maintenance service provided outside the hours specified above in urgent situation for which no additional cost shall be paid.

3.4 The company shall ensure that faults and failures in the software and supportive

infrastructure intimated by Bank as above are set right within 4 hours of intimation.

3.5 The company shall ensure that the requisite software is available to Allahabad Bank in proper working condition for 99.5% for 24 hours a day for all 7 days a week. The uptime will be calculated on quarterly basis.

3.6 All repair and maintenance service described herein shall be performed by qualified

engineers totally familiar with all modules of the software.

3.7 Any additional functionality/feature introduced in the software will be made through payable Change request route as per the accepted commercial rates. All such changes in the software will be covered for full maintenance under the remaining AMC period.

3.8 The company shall maintain at Allahabad Bank’s site a written maintenance and repair log,

and shall record therein each incident of equipment/Application malfunction, date and time of commencement and successful completion of maintenance work and nature of preventive maintenance work performed.

3.9 No term of provision hereof shall be deemed waived and no breach excused unless such as

waiver or consent shall be in writing and signed by the party claimed to have waived or consented. Any consent by any party to, or waiver of, or excuse for any other, different or subsequent breach.

4 PREVENTIVE MAINTENANCE:

The company shall conduct preventive maintenance (including inspection, testing, satisfactory execution of all diagnostics, and removal of bugs) once at least in every 90 days in addition to the normal maintenance required as per this agreement.

5 PENALTY: Penalty will be calculated and deducted as per the RFP clause 14 of Condition of Procurement.


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6 FORCE MAJEURE : Neither of the parties shall be liable for delay in performing obligations or for failure to perform obligations if the delay or failure results from any of the following force Majeure, Act of God, or any Govt. Act, fire, earthquake, natural calamity, industrial dispute, civil commotion or anything beyond the control of either party. However the parties shall use all reasonable care & endeavours to minimize any such delay. Upon cessation of the event giving rise to the delay the party shall, in so far as, any be practicable under the circumstances, complete performance of their respective obligations hereunder. Notwithstanding the foregoing if any of the above mentioned events shall preclude the company from meeting any or all of its obligations Hereunder for a period of more than three months; it shall be open to either party to rescind this contract by giving one month’s notice. 7 SUBCONTRACTING : The company will not subcontract or delegate or permit anyone other than the company personnel to perform any of the work, service or other performance required of the company under this agreement without the prior written consent of the Bank. 8 EQUIPMENT ATTACHMENTS : Bank shall have the right to make changes and attachments to the software implemented and/or Hardware attached, provided such changes or attachments do not prevent proper maintenance, from being performed, or unreasonably increase the cost of the company of performing 9 SECURITY : The company agrees that it and its personnel, will at all times, comply with all security regulations in effect from time at Bank’s premises and externally for materials belonging to Bank. 10 CONFIDENTIALITY : The company acknowledges that all material and information which has or will come into its possession or knowledge in connection with this agreement or the performance hereof, whether consisting of conditional and proprietary data or not, whose disclosure to or use by third parties may be damaging or cause loss to Bank will at all times be held by it in strictest confidence and it shall not make use thereof other than for the performance of this agreement and to realize it only to employees requiring such information, and not to realize or disclose it to any other party. The company agrees to take appropriate action with respect to its employee to ensure that the obligations of non-use and non-disclosure of confidential information under this agreement can be fully satisfied. 11 LIABILITY AND INDEMNITIES :

11.1 The company represents and warrants that the maintenance service hereby sold to not violate or infringe upon any patent, copyright, trade secret, or other property right of any other person or other entity. The company agrees that it will and hereby indemnify the Bank from any claim, loss or demand action or proceeding directly or indirectly resulting from or arising out of any breach or alleged breach of Contract.

11.2 Bidder aggregate liability in connection with the obligations undertaken as a part of contract regardless of the form or nature of the action giving rise to such liability (whether in contract or otherwise), shall be at actual and limited to the value of the total Contract.

11.3 However, bidder’s liability in case of claims against the Bank resulting from misconduct/fraud or gross negligence of bidders, its employees and sub-contractors or from infringement of patents, trademarks, copy rights or such other Intellectual Property Rights or breach of confidentiality obligations shall be unlimited.

11.4 Bidders declares and undertakes that the Bank shall not be held liable for and shall stand


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absolved of any responsibility or claim/litigation arising out of the use of any third party equipments supplied by bidder as a part of the RFP.

12 ARBITRATION : All disputes and differences of any kind whatever arising out of or in connection with this agreement shall be referred to arbitration by sole arbitrator. The sole arbitrator shall be appointed by mutual consent of both the parties; in case of disagreement, then the arbitration shall be conducted by panel of three arbitrators, one to be nominated by each party and the two appointed arbitrators shall upon consensus appoint a presiding arbitrator, before commencing the arbitration proceedings. Decision of the arbitrator or the panel shall be final. Such arbitration is to be governed by the provision of the Indian Arbitration Act, 1996, and its rules, as amended from time to time. 13 BUSINESS TERMINATION : In the event that the company shall cease conducting business in the normal course, or wind up, make a general assignment for the benefit or creditors, suffer or permits the appointment of the receiver for its business or assets or shall avail itself of, or become subject to any proceedings under any acts or stature of any country or state relating to insolvency or the protection of the rights of creditors, then (at the option of Allahabad Bank) this agreement shall terminate and be of no further force and effect and any property or rights of any such other property, tangible or intangible, shall forthwith be returned to the bank. Bank reserves right to terminate contract with one month notice without citing any reason and adjusting payment of left period from performance guarantee. 14 GENERAL : 14.1 It is agreed upon by the parties that during its validity period this agreement will supersede

any other agreement, which deals in the same matter/subject between the parties in case of any contradiction in the agreed conditions.

14.2 No amendment to this agreement shall be effective unless it is in writing and signed by authorized representatives of the parties.

14.3 Each party warrants and guarantees that it has full power and authority to enter into and perform this agreement, and the person signing this agreement on behalf of each has been properly authorized and empowered to enter into this agreement. Each party further acknowledges that it has read this agreement, understands it, and agrees to be bound by it.

14.4 Words importing the singular include the plural and vice versa. 14.5 The contract shall be interpreted in accordance with the laws prevalent in India and shall be

subject to the exclusive jurisdiction of Courts in Kolkata. IN WITNESS whereof the parties hereto have caused this Agreement to be executed in accordance with their respective laws the day and year first above written. Signed, sealed and Delivered by the Said ________________________ (For the Selected Vendor) in presence of _______________________ Signed, sealed and Delivered by the Said ________________________ (For the Purchaser) in presence of ______________________


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Annexure 11 – ORIGINAL EQUIPMENT MANUFACTORURE/SOLUTION DEVELOPER (OEM/OSD) AUTHORISATION FORM

Ref. No. ........................................ Dated........... To: Allahabad Bank, Head Office, Dept. of Information Technology, 2, Netaji Subhas Road, Kolkata – 700 001, India Dear Sir,

Sub: RFP Ref. No HO/DIT/UPI/24 dated 15. 03.2016 We ........................................... an established and reputable Software Company of................................... having offices at ......................and ................ do hereby authorise M/s................................. (Name and address of Agents) to bid, negotiate and conclude the contract with you against the above RFP. We hereby extend our full guarantee, warranty and maintenance support as per RFP for the solution offered for supply against this invitation for bid by the above firm. We assure you that in the event of M/s. ……………………… not being able to fulfil its obligation as M/s. ……………………… Service provider in respect of the terms defined in the RFP, (OEM/OSD Name) would continue to meet these either directly or through alternate arrangements without any additional cost to the Bank.

Yours faithfully,

(NAME and Contact detail)

for and on behalf of M/s________ (Name of Manufacturer/s)

Note : This Letter of authority should be on the letter-head of the OEM/OSD concern who is authorizing the bidder to bid for their product and should be signed by a person competent to bind the OEM/OSD.


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Annexure 12 – DEVIATION STATEMENT

TECHNICAL DEVIATION STATEMENT

The following are the particulars of deviations from the requirements of the RFP specifications: CLAUSE DEVIATION REMARKS with justification

Except the aforementioned deviations, we agree to all the terms & conditions of the RFP (Ref. No. HO/DIT/CONTRACT/UPI/24 dated 15.03.2016) and confirm that the bid submitted by us is in conformity with Bank’s requirement as stipulated in the said RFP. Place_____________________ Dated ________________

Seal and Signature of Authorized Signatory

NOTE:

1) Where there is no deviation, the statement should be returned with an endorsement indicating “No Deviations”.

2) The Bank is not bound to accept any deviation mentioned above and may reject the bid.


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Annexure-13 MASKED COMMERCIAL BID FOR DIFFERENT COMPONENTS AND SERVICES OF THE SOLUTION

Sr. No.

Description One time Cost (exclusive of VAT/Sales


Year 1 (Warranty) (exclusive of

VAT/Sales Tax/GST and Service Tax)

Year 2 (1st Year AMC)

(exclusive of VAT/Sales Tax /GST

and Service Tax)

Year 3 (2nd Year AMC)

(exclusive of VAT/Sales Tax/GST

and Service Tax)

Total (exclusive of VAT/Sales


Mandatory services

1

One time License (Perpetual license and unlimited client license) cost of Comprehensive UPI Solution (including all Third Party Software/utilities required to run Solution)

X N.A. N.A. N.A. X

2 Implementation of the UPI Solution at both DC and DR X N.A. N.A. N.A. X

3 Annual Maintenance charges (AMC) of the UPI Solution implemented

N.A. N.A. X X X

Optional Services 4 Onsite Technical Support charges for First year (one person

per shift considering the time from 10 AM-6 PM on all working days)

N.A. X N.A. N.A. X

5 Total customisation charges for each year in terms of man days cost taking 20 man days in each year = 20 x cost of one man day for the year

N.A. X X X X

6 Total cost of Ownership (TCO) of Five Years contract (One Year Warranty and Four Year AMC) period (exclusive of VAT/Sales Tax/GST and Service Tax)

X

Total Bid Price (in words): Rupees XXXXXXXXXXXXXXXX Note:

1) N.A. stands for Not Applicable: bidder does not have to mention the price for said item 1) The bidder has to quote all components and services on a fixed price basis inclusive of all costs and taxes like custom duty, excise duty, import taxes,

freight, forwarding, insurance, delivery etc. at the delivery location of the EXCEPT Sales Tax/ VAT, GST (if applicable), Service tax which shall be paid/reimbursed on actual basis on production of Bills. The Bank will not pay any other taxes, costs or Charges.


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2) Optional Services will be availed as per requirement of Bank, however bidder has to quote the cost, however it will be taken for calculation of TCO 3) The bidder has to quote for each line item. 3) The Unit and Total Cost should be given in full INR (i.e. without decimal places) 4) In case of discrepancy between unit price and Total price, the unit price shall prevail. 5) Bidder should provide multiple line item entries wherever applicable. 6) Bidder should provide the required licenses for the UPI Solution if any. Such licenses would be owned by Allahabad Bank. 7) Onsite Support charges must be quoted for one person per shift considering the time from 10 AM-6 PM on all working says. The Bank has discretion

to avail onsite support services and number of support engineers at person day cost given. However, for the TCO purpose 1 person day (1 shift x 1 person) x 365 for first year will be considered.

8) Bidder must quote the cost of 20 Man days effort per year for calculation of TCO, however payment will be made as per actual man days effort x unit cost. Service tax and any other applicable tax will be paid extra. Man-day means one resource working for 8 hours per day.

9) If the cost for any line item is indicated as zero then it will be assumed by the Bank that the said item is provided to the Bank without any cost.

Place: ______________ Seal & Signature of Authorized signatory of the Bidder: _______________________________ Date: ______________ Name of the Bidder: _______________________________


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Annexure-14 STANDARD AMC AGREEMENT

Non-Judicial Stamp Paper of appropriate value

RFP Ref. No. : HO/DIT/UPI/24 dated 15.03.2016 This agreement made the ---------- day of -------- 200_ between Allahabad Bank a body corporate constituted under the Banking Companies Act, (hereinafter called “Bank”) which expression/shall include its successors and assigns and VENDOR M/s ____________________________________________ INCORPORATED UNDER THE COMPANIES Act, 1956 and having its registered office at ------------------------------------------ ------------------------------------------ hereinafter called THE COMPANY has agreed to provide and Bank has agreed to accept from the company, the maintenance service for the UPI Solution hereto as amended from time to time, subject to the Bank paying charges to the company on the following terms and conditions: In consideration of the premises it is agreed between the parties as follows: This AMC Agreement will be valid for the Four years from _______________.

NOW THIS AGREEMENT WITNESSETH AS FOLLOWS:

1. COMMENCEMENTS AND TERM:

1.1 This agreement is effective and valid for the period of Three years from ------- to ------- it shall however it can be renewed for the further Two years (as per RFP clause 35.3 & 35.4 of ITB).

1.2 Upon termination as provided under clause 1.1 above or after expiration of this agreement

each party shall forthwith return to the other all papers, materials and other properties of the other held by each for the purpose of execution of this agreement as may be necessary for the orderly non-disrupted business continuation of each party.

2. CHARGES:

2.1 The charges payable by Bank to the company for the Maintenance services described in RFP herein will be the AMC quoted by the company in its bid in response to the request for Proposal and no additional charges whatsoever should be claimed by the vendor.

2.4. The charges shall be payable quarterly in advance basis on submission of original invoices and Application downtime reports etc by the vendor for payment due, subject to the company’s satisfactory report(s) from the end users and realizing the invoice.

2.5. The company is required to maintain a service roaster with provision for signature of the

user to submit subsequently with the payment invoice.

2.6. The company is required to submit satisfactory service support report from the end user along with the payment bill as said herein above.

3. MAINTENANCE SERVICES :

3.4. During the terms of this agreement the company agrees to maintain the entire UPI Solution in perfect working order and condition.


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3.5. Complete UPI Solution implemented during the warranty period and

changes made through any change request (CR) during the AMC period will be covered under maintenance.

3.6. The company shall rectify any defects, faults, bugs and failures in the UPI Solution and shall repair the bugs/errors during bank’s normal local, working hour’s onsite (if Bank is not availing Onsite Support).

3.7. The company agrees that special arrangements may be made by Bank to have

such maintenance service provided outside the hours specified above in urgent situation for which no additional cost shall be paid.

3.8. The company shall ensure that faults and failures in the software and

supportive infrastructure intimated by Bank as above are set right within 4 hours of intimation.

3.9. The company shall ensure that the requisite software is available to

Allahabad Bank in proper working condition for 99.5% for 24 hours a day for all 7 days a week. The uptime will be calculated on quarterly basis.

3.10. All repair and maintenance service described herein shall be performed by

qualified engineers totally familiar with all modules of the software.

3.11. All the services defined in the scope of work as per the Section-V, will be covered in the AMC period.

3.12. Any additional functionality/feature introduced in the software will be made

through payable Change request route as per the accepted commercial rates. All such changes in the software will be covered for full maintenance under the remaining AMC period.

3.13. The company shall maintain at Allahabad Bank’s site a written maintenance

and repair log, and shall record therein each incident of equipment/Application malfunction, date and time of commencement and successful completion of maintenance work and nature of preventive maintenance work performed. This log should be submitted with the payment bill/invoice to be submitted by the company for payment of AMC Charges.

3.14. The company’s maintenance personnel shall be given access to the

infrastructure such as servers etc. when necessary for the purpose of performing the repair and maintenance service indicated in this agreement.

3.15. The software related equipments shall not be shifted to an alternate site and

installed thereat during the currency of this agreement without prior to written notice to the company. However if Allahabad Bank desires to shift the software related equipment to a new site and install it threat urgently, the company shall be informed of the same immediately. Allahabad Bank shall bear the charges for such shifting and reinstallation and the company shall provide necessary assistance to Allahabad Bank in doing so. This agreement after such shifting and reinstallation would continue to be biding on the company and Allahabad Bank provided that the two parties may agree to amend charges for the maintenance services after such an event.


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3.16. No term of provision hereof shall be deemed waived and no breach excused unless such as waiver or consent shall be in writing and signed by the party claimed to have waived or consented. Any consent by any party to, or waiver of, or excuse for any other, different or subsequent breach.

4. PREVENTIVE MAINTENANCE:

4.4. The company shall conduct preventive maintenance (including inspection, testing, satisfactory execution of all diagnostics, removal of bugs etc.) once at least in every 30 days in addition to the normal maintenance required as per this agreement.

4.5. The company shall maintain at bank’s site a written maintenance and repair log, and shall record herein each incident of malfunction, date and time of commencement and successful completion of maintenance work and nature of work performed. The copy of this log should be submitted with the payment bill/invoice to be submitted by the company for payment of AMC Charges.

5. PENALTY: Penalty will be calculated and deducted as per the RFP clause 14 of Condition of Procurement (COP) 6. FORCE MAJEURE : Neither of the parties shall be liable for delay in performing obligations of for failure to perform obligations if the delay or failure results from any of the following force Majeure, Act of God, or any Govt. Act, fire, earthquake, natural calamity, industrial dispute, civil commotion or anything beyond the control of either party. However the parties shall use all reasonable care & endeavours to minimize any such delay. Upon cessation of the event giving rise to the delay the party shall, in so far as, any be practicable under the circumstances, complete performance of their respective obligations hereunder. Notwithstanding the foregoing if any of the above mentioned events shall preclude the company from meeting any or all of its obligations Hereunder for a period of more than three months; it shall be open to either party to rescind this contract by giving one month’s notice. 7. SUBCONTRACTING : The company will not subcontract or delegate or permit anyone other than the company personnel to perform any of the work, service or other performance required of the company under this agreement without the prior written consent of the Bank. 8. EQUIPMENT ATTACHMENTS : Bank shall have the right to make changes and attachments to the software implemented and/or Hardware attached, provided such changes or attachments do not prevent proper maintenance, from being performed, or unreasonably increase the cost of the company of performing 9. SECURITY : The company agrees that it and its personnel, will at all times, comply with all security regulations in effect from time at Bank’s premises and externally for materials belonging to Bank. 10. CONFIDENTIALITY : The company acknowledges that all material and information which has or will come into its possession or knowledge in connection with this agreement or the performance hereof, whether consisting of conditional and proprietary data or not, whose disclosure to or use by third parties may be damaging or cause loss to Bank will at all times be held by it in strictest confidence and it shall not make use thereof other than for the performance of this agreement and to realize it only to employees


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requiring such information, and not to realize or disclose it to any other party. The company agrees to take appropriate action with respect to its employee to ensure that the obligations of non-use and non-disclosure of confidential information under this agreement can be fully satisfied. 11. LIABILITY AND INDEMNITIES :

11.1 The company represents and warrants that the maintenance service hereby sold to not violate or infringe upon any patent, copyright, trade secret, or other property right of any other person or other entity. The company agrees that it will and hereby indemnify the Bank from any claim, loss or demand action or proceeding directly or indirectly resulting from or arising out of any breach or alleged breach of Contract.

11.2 Bidder aggregate liability in connection with the obligations undertaken as a part of contract regardless of the form or nature of the action giving rise to such liability ( whether in contract or otherwise), shall be at actual and limited to the value of the total Contract.

11.3 However, bidder’s liability in case of claims against the Bank resulting from misconduct/fraud or gross negligence of bidders, its employees and sub-contractors or from infringement of patents, trademarks, copy rights or such other Intellectual Property Rights or breach of confidentiality obligations shall be unlimited.

11.4 Bidders declares and undertakes that the Bank shall not be held liable for and shall stand absolved of any responsibility or claim/litigation arising out of the use of any third party equipments supplied by bidder as a part of the RFP.

12. ARBITRATION :

All disputes and differences of any kind whatever arising out of or in connection with this agreement shall be referred to arbitration by sole arbitrator. The sole arbitrator shall be appointed by mutual consent of both the parties; in case of disagreement, then the arbitration shall be conducted by panel of three arbitrators, one to be nominated by each party and the two appointed arbitrators shall upon consensus appoint a presiding arbitrator, before commencing the arbitration proceedings. Decision of the arbitrator or the panel shall be final. Such arbitration is to be governed by the provision of the Indian Arbitration Act, 1996, and its rules, as amended from time to time. 13. BUSINESS TERMINATION : In the event that the company shall cease conducting business in the normal course, or wind up, make a general assignment for the benefit or creditors, suffer or permits the appointment of the receiver for its business or assets or shall avail itself of, or become subject to any proceedings under any acts or stature of any country or state relating to insolvency or the protection of the rights of creditors, then (at the option of Allahabad Bank notwithstanding clause 1.1 of this agreement ) this agreement shall terminate and be of no further force and effect and any property or rights of any such other property, tangible or intangible, shall forthwith be returned to the bank. Bank reserves right to terminate contract with one month notice without citing any reason and adjusting payment of left period from performance guarantee. 14. GENERAL :

14.1 It is agreed upon by the parties that during its validity period this agreement will supersede

any other agreement, which deals in the same matter/subject between the parties in case of any contradiction in the agreed conditions.

14.2 No amendment to this agreement shall be effective unless it is in writing and signed by authorized representatives of the parties.

14.3 Each party warrants and guarantees that it has full power and authority to enter into and perform this agreement, and the person signing this agreement on behalf of each has been properly authorized and empowered to enter into this agreement. Each party further acknowledges that it has read this agreement, understands it, and agrees to be bound by it.


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14.4 Words importing the singular include the plural and vice versa. 14.5 The contract shall be interpreted in accordance with the laws prevalent in India and shall be

subject to the exclusive jurisdiction of Courts in Kolkata. IN WITNESS whereof the parties hereto have caused this Agreement to be executed in accordance with their respective laws the day and year first above written. Signed, sealed and Delivered by the Said ________________________ (For the Selected Vendor) in presence of _______________________ Signed, sealed and Delivered by the Said ________________________ (For the Purchaser) in presence of ______________________