EOI for Empanelment of Consultants for Preparation of State-wise Annual Energy Savings Plan

Request for Proposal for Conducting Baseline Energy Audit of the Designated Consumers under the

Perform Achieve and Trade (PAT) Scheme

Energy Efficiency Services Limited(A Joint Venture of PSUs of Ministry of Power, Government of India)Request for Proposal for Conducting Baseline Energy Audit of the Designated Consumers under the Perform Achieve and Trade (PAT) SchemeRequest for Proposal (RFP)

Prepared by

Energy Efficiency Services Limited4th Floor, Sewa Bhawan, R. K. Puram

New Delhi -110066, India

December 2010

TABLE OF CONTENTS

Contents

31.0LETTER OF INVITATION

31.1 Introduction

41.2Critical Information

42.0BACKGROUND INFORMATION ABOUT EESL

63.0NMEEE OBJECTIVE

85.0 TIMELINE

106.0SELECTION PROCESS

106.1 Eligible Bidder

106.2Preliminary Scrutiny

106.3Evaluation of Proposals

137.0INSTRUCTIONS TO THE AGENCIES / FIRMS

137.1 Financial Proposal.

137.2Cost of RFP

147.3Contents of the RFP

147.4 Bid Security and Performance Security

147.5Conflict of Interest

147.6Language of Bids

147.7 Confidentiality

157.8Disclaimer

157.9 Authorized Signatory (Agencies / Firms)

157.10 Conditions for Consortium / Outsourcing

157.11Contact details of the Agencies / firms

167.12 Amendment of RFP

167.13Documents Comprising the RFP

167.14Power of Attorney

167.15Fraud and Corruption

178.0TERMS OF PAYMENT

179.0 LIQUIDATED DAMAGE

1710.0 FORCE MAJEURE

1.0LETTER OF INVITATION

1.1 IntroductionThis Request for Proposal (RFP) Document is for Conducting Baseline Energy Audit of the Designated Consumers under the Perform Achieve and Trade (PAT) Scheme.

The Ministry of Power and Bureau of Energy Efficiency (BEE) are entrusted with the task of preparing the implementation for the National Mission on Enhanced Energy Efficiency (NMEEE) under National Action Plan on Climate Change (NAPCC). This mission has a component which deals with the market based mechanism to improve the energy efficiency in energy intensive large industries and facilities by certification of energy savings which could be traded. This scheme known as Perform, Achieve and Trade (PAT) is expected to save about 10 million metric tonne of oil equivalent (mMtoe) by 2013-14. Eight industrial sectors namely Power, Iron & Steel, Fertilizer, Cement, Aluminium, Pulp& Paper, Textile and Chlor-alkali have been included in this scheme where in about 680 industries (known as designated consumers (DCs)) are covered.

In the ensuing PAT scheme, all the DCs will be required to achieve a reduction of Specific Energy Consumption (SEC) from their baseline SEC within 3 years time (2011-12 to 2013-14). BEE is in the process of establishing the baseline SEC of each DC as per the reported data from the industry through mandatory reporting. Considering huge degree of diversities among industries in a sector, the energy saving targets will be plant specific. In order to justify the target set in the industry the potential evaluation needs to be done. Therefore BEE proposes to conduct the Baseline Energy Audit in each DC. In the proposed energy audit, more technical information like efficiency and energy performance of major equipment, process and subsystems inside plant boundary etc will be obtained. Apart from this, comparison of operating data with design data or Performance Guaranteed (PG) reports etc, energy balance of the entire plant will also be done. The audit will also come out with various energy efficiency options implemented in the plant and indicate the actual saving potential available in the plant. The target setting of the plant may be based on statistical analysis of the historical data and potential available in the plant. Last Date for Submission of RFP: 15.00 hours (IST) on 28th December 2010. For any clarification, you may contact:

Shri Arijit Sengupta, Asstt. Energy Economist, EESLTel: +(91) 26194770/71/72, Email: asengupta@beenet.in

1.2Critical Information

Availability of Invitation for RFP 27.12.2010

Last of date for queries14 Dec 2010

Last date for receipt28.12.2010 till 3:00 PM

Opening of RFP28.12.2010 at 4:00 PM

Place of opening of RFPEnergy Efficiency Services Limited

C/o: Bureau of Energy Efficiency

West Block -2,

R. K. Puram, Sector 1,

New Delhi 110066

Contact Person for queriesArijit Sengupta

Asstt. Energy Economist

EESL

West Block -2,

R. K. Puram, Sector 1,

New Delhi 110066

Phone +(91) 26194770/71/72Fax (011) 26194564

Email asengupta@beenet.in

Note: EESL will use E-mail as a primary mode of communication and will upload all relevant information on EESL website (www.eesl.co.in)2.0BACKGROUND INFORMATION ABOUT EESLIndia faces formidable challenge in meeting its energy needs and in providing adequate energy of desired quality in various forms in a sustainable manner and at competitive prices. In all sectors of the economy, improving energy efficiency before increasing the energy supply is generally the more economically and environmentally efficient national strategy. The emphasis, for the future, is to look for technologies to promote energy efficiency, demand side management and conservation. The success of Government of Indias plan depends upon effective policy framework, implementation and promotion of energy efficiency initiatives. The Energy Conservation Act, 2001; created Bureau of Energy Efficiency (BEE) which was assigned a quasi regulatory role looking after policy advisory and a catalyst to promote energy efficiency in the country.

Energy efficiency assumes significance for the nation in the current environment of shortages and concerns over climate change. It is a win-win situation for all for facility owners increased energy efficiency means availability of more resources and for nations energy efficiency offers a number of benefits including improved use of natural resources, reducing energy imports, improved balance of trade, conservation of foreign exchange, reduced capital requirement for new energy production facilities, and reduced environmental pollution from energy use, and production. It offers enormous promise for a robust market to exist under the PPP model (Energy Service Company (ESCO) based.

Energy Efficiency Services Limited (EESL) a company, promoted by 4 Central Public Sector Undertakings (CPSUs), namely NTPC Limited, Power Grid Corporation of India Limited (PGCIL), Power Finance Corporation Limited (PFC Limited) and Rural Electrification Corporation (REC). The authorised share capital of EESL is Rs. 190.00 crores with equal contribution from the 4 promoters after analysing the market potential and future scenario, business models have been devised for various activities.

After analysing the market potential and future scenario, business models have been devised for various activities. In the existing scenario, EESL could work in following broad areas as given in Fig. 1.

Figure 1: Role of EESLEESL as ESCO

Importance of ESCO model to propagate energy efficiency has been proven in various countries. In India, this is still at a nascent stage. EESL can demonstrate the effectiveness of ESCO model in taking up high risk products and demonstrate energy efficiency through this route. By demonstrating energy efficiency measures and realising saving potential, it can set up the market for future investments by other ESCO thereby leading the way and showing the path for others to follow.

EESL as Monitoring/implementing Agency

EESL propose to undertake few ongoing programmes of BEE and can implement and monitor them. The programs, which can be owned by EESL, are as under:

Standard & Labelling Programme

Certification Examination for Energy Managers & Energy Auditors

Apart from these, various activities under National Mission on Enhanced Energy Efficiency will also be taken up.EESL as Consultancy Organization

Looking at the present scenario and potential in the future of energy efficiency, consultancy business has lot of promise and EESL would certainly capture a good chunk of consultancy market in following areas:

CDM projects in Industrial sector

DSM

Energy Efficiency

Combined Heat and Power

EESL as a Resource Centre

Training and Capacity Building for Energy Efficiency has been considered a very important activity in the area of energy efficiency. EESL would act as a resource centre in this regard and take up following activities:

Capacity building of SDAs employees

Training/Capacity Building of Utilities

Training /Capacity Building of other Stakeholder and Bankers

Training under 3-L program

Operation of Website www.energymanagertraining.com

3.0NMEEE OBJECTIVE The Ministry of Power and Bureau of Energy Efficiency (BEE) are entrusted with the task of preparing the implementation for the National Mission on Enhanced Energy Efficiency (NMEEE) under National Action Plan on Climate Change (NAPCC). This mission has a component which deals with the market based mechanism to improve the energy efficiency in energy intensive large industries and facilities by certification of energy savings which could be traded. This scheme known as Perform, Achieve and Trade (PAT) is expected to save about 10 million metric tonne of oil equivalent (mMtoe) by 2013-14. Eight industrial sectors namely Power, Iron & Steel, Fertilizer, Cement, Aluminium, Pulp & Paper, Textile and Chlor-alkali have been included in this scheme where in about 680 industries (known as designated consumers (DCs)) are covered.

In the ensuing PAT scheme, all the DCs will be required to achieve a reduction of Specific Energy Consumption (SEC) from their baseline SEC within 3 years time (2011-12 to 2013-14). BEE is in the process of establishing the baseline SEC of each DC as per the reported data from the industry through mandatory reporting. Considering huge degree of diversities among industries in a sector, the energy saving targets will be plant specific. In order to justify the target set in the industry the potential evaluation needs to be done. Therefore BEE proposes to conduct the Baseline Energy Audit in each DC. In the proposed energy audit, more technical information like efficiency and energy performance of major equipment, process and subsystems inside plant boundary etc will be obtained. Apart from this, comparison of operating data with design data or Performance Guaranteed (PG) reports etc, energy balance of the entire plant will also be done. The audit will also come out with various energy efficiency options implemented in the plant and indicate the actual saving potential available in the plant. The target setting of the plant may be based on statistical analysis of the historical data and potential available in the plant.

4.0SCOPE OF WORKThe scope of work for the baseline energy audit is as follows:

Review of the energy consumption and production data of last 5 years as per the data reported by the industry to BEE. A copy of the reported data will be provided by BEE to the agencies / firms.

Study the process of the entire plant considering a gate-to-gate concept which would mention type & quantity of energy sources consumed, self generated energy sources, process technology, raw material, product output and various variable factors which affect the energy consumption significantly.

Identify major energy intensive processes, equipments etc inside the plant boundary where more than 80% of total energy consumption of the plant are accounted.

Efficiency evaluation and assessment of energy performance of above major equipment.

Compare the performance data with design data or PG report.

Observe and compile various Energy Conservation (ENCON) options implemented by the plant for the last 3 years.

Evaluate the saving potential available in the plant which would occur due to process change, efficiency improvement, retrofitting or fine tuning of operational parameters.

Preparation of audit report containing the summary of savings, investment required etc. the report should also be discussed and accepted by the competent authority of the industry.

Preparation of future energy conservation plans for each DC in consultation with the management of the DC.

EESL desires to undertake the Baseline Energy Audit in the following sector:

Sl. No.SectorNo of DCsNo of Groups

1Alumunium113

2Cement928

3Chlor-Alkali214

4Fertilizer234

5Iron & Steel11012

6Pulp and Paper658

7Power Plant15411

8Textile19614

Firm would have to adopt audit methodology as per the time to time instructions given by BEE/EESL. Specific baseline Energy Audit formats will be provided by EESL to the firm for a systematic and standardized approach. Successful bidder will be invited for one day discussion/training program at BEE/EESL to appraise about the study and to brief energy audit methodology for baseline energy audit, reporting formats and procedures.Minimum, mandatory number of days of baseline energy audit for each sector should as given below:

SectorNo. of days of audit

Alumunium8

Cement8

Chlor-Alkali6

Fertilizer6

Iron & Steel10

Pulp and Paper6

Power Plant10

Textile6

The above table is only for the minimum number of days, in which the bidder has, to complete the baseline energy audit. Above mentioned timeline for the task is only tentative and if task requires, the actual audit period may exceed the minimum number of days specified above. No extra payment will be made, by EESL, in case the actual audit period exceeds the above specified period.

Bidder must have a minimum number of two audit teams. The minimum composition for each team is given below:

DesignationNumber Qualification

Team Leader1Certified Energy Auditor

Team Member2Graduate Engineer

Support Staff2Preferably Diploma Engineer

Bidder shall ensure that the team proposed in the RfP would be deputed during the actual execution of the project. For any change of staff, involved in the execution of this project, a prior permission must be taken form EESL. The qualification and the minimum experience of the proposed new staff, in no condition, can be less than the previous staff. Any unapproved change of man power would make the bidder liable to disqualification. The bidder must submit an undertaking on behalf of the team leader of each proposed team leader stating that during the period of execution of this project he will not be involved in energy audit activity with any other organization. Failing to comply with this requirement bidder will be liable to blacklisting. Project Office: On award of project, bidder will have to open a local project office for the purpose of execution of the project.

5.0 TIMELINE

The time period for Conducting Baseline Energy Audit of the Designated Consumers for the Perform Achieve and Trade (PAT) scheme is approximately six months from the date of signing of contract, increased by 1 month at a time on discretion of EESL for max of 3 months after which penalties will be applicableFirm should conduct baseline energy audit with energy audit report for priority industry in each group before 31st March 2011. Priority list of industry & time schedule for the baseline energy audit will be given to the firm by EESL in due course.

6.0SELECTION PROCESS 6.1 Eligible Bidder The bidder shall be a party or consortium empanelled by EESL as eligible to bid for baseline energy audit under the PAT scheme. No firm or consortium can submit more than one quote for a particular group/ cluster within a sector.A firm can bid only for the sector for which it has been empanelled with EESL. A firm may bid for any number of group/ cluster within the eight sectors of Designated Consumers. 6.2Preliminary ScrutinyPreliminary scrutiny of the proposal will be made to determine whether they are complete, required process fee has been furnished, the documents have been properly signed, and the bids are generally in order. Proposals not conforming to such preliminary requirements will be prima facie rejected.

6.3Evaluation of Proposals

Bid Evaluation Methodology Single Stage Two Envelope Procedure: Bidders should submit, one soft and one signed hard copy of the RfP, in two sealed envelopes simultaneously, one containing the Technical Proposal and the other the Price Proposal, enclosed together in an outer single envelope. Initially, only the Technical Proposals will be opened at the date and time advised in the Bidding Document. The Price Proposals would remain sealed and held in custody by EESL. The Technical Proposals would be evaluated by the bid evaluation committee. No amendments or changes to the Technical Proposals are permitted.

Following the approval of the technical evaluation, and at an address, date and time advised by the EESL, the Price Proposals will be opened. The Price Proposals would be evaluated and, following approval of the price evaluation, the Contract would be awarded to the Bidder whose Bid has been determined to be successful based on the formula given below.

In the event of any difference between the soft copy and the submitted hardcopy, hardcopy will be considered as final. Alternate bids will not be allowed. Since the bids are floated only to empanelled firms, no further technical disqualification is permitted except on the ground of bid being non responsive.

Preliminary Evaluation: The technical proposals will be reviewed for deviations, acceptance of terms and conditions, adherence to scope of work, formats required, etc., In case of non compliance on any of the above, bids will be considered as technically non-responsive.

Technical Evaluation: The project experience, CV credentials of the team etc., would be evaluated and scores would be given (out of 100).

Price Bid Evaluation: Financial Proposals of only such firms will be considered whose offers have been declared Technically Responsive. The Financial Proposals of Technically Responsive Bidders submitted in electronic form will then be considered for further evaluation. Financial proposal should be un-conditional, failing which the bid shall be summarily rejected. For comparison of the combined Technical and Financial Score of all Firms, following formula will be used: Total Score = (Technical Score x 0.70) + [(LP/FP) x 100] x 0.30. Where LP is the lowest price offer and FP is the price offer of the firm being evaluated.

Contracts shall be awarded only to the bidder with the highest Total Score.

Detailed Technical Evaluation Methodology:

Technical Evaluation would be conducted on for parameters as shown in the table below:

Technical EvaluationPoints

Firm's Turnover25

Project Experience50

Man Power/ C.V25

Total 100

Firm's Turnover in (Lakhs)Marks (25)

> 10025

>75_50_4_8_1035

Manpower/CV

Qualification10

Experience in Years5

Relevant Experience5

BEE Certification5

QualificationMarks

Technical Graduate10

Technical Diploma7.5

Other Graduate5

Other 2.5

Total10

Experience in YearsMarks

> 105

>5_1_ 5 Audits2

Audit Experience > 10 Audits4

Audit Experience > 20 Audits5

Total5

BEE CertificationMarks

Energy Auditor5

Energy Manager4

5

For the purpose of technical evaluation five project experiences will be considered. These projects should be only from the eight sectors of designated consumers which has been proposed to be undertaken under the PAT Scheme. All the applicants whose bids are found to be responsive in technical evaluation shall be considered for financial evaluation. The cost indicated in the financial proposal shall be deemed as final and reflecting the total cost of service. For comparison of the combined Technical and Financial Score of all Firms, following formula will be used: Total Score = (Technical Score x 0.70) + [(LP/FP) x 100] x 0.30. Where LP is the lowest price offer and FP is the price offer of the firm being evaluated. Firm with bid of highest total score will be considered as successful bidder for each group within a particular sector. A bidder can bid for all the groups within a sector for which it has been empanelled with EESL. If an applicant is found to be successful for a particular group in a sector, its financial proposal will not be considered for other groups in that sector. Financial proposal of other applicants (all applicants except the successful bidders in the previous groups) shall then be considered/ evaluated for the subsequent groups in that sector. This sequence of financial bid evaluation will be repeated till all the groups/clusters, in a particular sector of designated consumers, are financially evaluated. However, if only one bid remains for a group within a sector the Financial Proposal of already qualified bidders would then be considered for financial evaluation of the remaining group. And the same sequence, as stated above, would further be followed for the remaining groups of that sector. 7.0INSTRUCTIONS TO THE AGENCIES / FIRMS7.1 Financial Proposal. Bidder/Firm shall submit one soft and two hard copies(Mark as ORIGINAL & COPY, in event of difference between original & copy, orginal will be considered as final) of sealed financial proposals for each group within a sector, in the form 8.4, Financial Proposal, clearly indicating the total cost of service in both figure and words, in Indian Rupees, and signed by Firms authorised signatory. In the event of any difference between figures and words, the amount indicated in words will be taken in account. In the event of difference between the arithmetic total and the total shown in the financial proposal, the lower of the two shall be taken into account.

The financial proposals for each group should be sealed in separate envelop and should be clearly marked as FINANCIAL PROPOSAL along with the group name as given in the as given in the annexure 1. All the financial proposals, for groups of a particular sector, would then be sealed in a single envelop and should be marked as FINANCIAL PROPOSAL along with the name of that sector.

All the cost associated with the assignment shall be included in the financial proposal. These shall normally cover remuneration for all the personnel, accommodation, logistic cost, etc. The total amount indicated in the financial proposal shall be without any condition attached or subjected to any assumption and shall be final and binding. In case any assumption or condition is indicated in the financial proposal, it shall be considered non-responsive and liable to be rejected.

The financial proposal shall take into account all expenses and tax liabilities except the service tax. For the avoidance of doubt, it is clarified that all taxes excluding service tax shall be deemed to be included in the cost of service. Further all payment shall be subjected to deduction of taxes at source as per applicable laws.

7.2Cost of RFPThe agency / firm shall bear all costs associated with the preparation and submission of its RFP, including cost of presentation for the purposes of clarification of the bid, if so desired by the purchaser. EESL will in no case be responsible or liable for those costs, regardless of the conduct or outcome of the qualifying process.

7.3Contents of the RFP

The agency / firm are expected to examine all instructions, forms, terms & conditions and Statement of Work in the RFP documents. Failure to furnish all information required for submission of the RFP Document not substantially responsive to the RFP in every respect will be at the agencies / firms risk and may result in the rejection of the RFP.

7.4 Bid Security and Performance SecurityErnest Money Deposit The bidder shall furnish, as a part of its proposal, a bid security of Rs. 50,000.00 (Rs. Fifty Thousand Only) per sector for which it wishes to bid for, in the form of demand draft issued by any nationalized/ scheduled bank, in favour of Energy Efficiency Services Limited payable at New Delhi, returnable after finalization of the selection of firms for base line energy audit under PAT scheme. Any bid not accompanied by the bid security will be rejected by EESL. EESL shall not be liable to pay any interest on the bid security and the same shall be interest free.

Performance Security

Within twenty-eight (28) days of the receipt of notification of award from EESL, the successful bidder shall furnish the Performance Security in the form of Bank Guarantee. The value of Performance Security would be 30% of the total contract value. The Performance Security would be valid till the completion of the assignment or any such extended period as decided by the EESL.

7.5Conflict of Interest

The agencies / firms who are selected for the work will have to maintain the confidentiality of the information compiled. In no case the agencies / firms would be allowed to use the data or share the information with anyone else, except for the BEE and EESL. BEE and EESL shall hold the copyrights over any of the data collected or compiled during the course of the awards.

7.6Language of Bids

The bids prepared by the agencies / firms and all correspondence and documents relating to the bids exchanged by the agencies / firms and the Purchaser, shall be written in the English language, provided that any printed literature furnished by the agencies / firms may be written in another language so long the same is accompanied by an English translation in which case, for purposes of interpretation of the bid, the English translation shall govern.

7.7 Confidentiality

EESL require that recipients of this document to maintain its contents in the same confidence as their own confidential information and refrain from any public disclosure whatsoever.

7.8Disclaimer

EESL and/or its officers, employees 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 statements, information, forecasts, estimates or projections contained in this document or conduct ancillary to it whether or not the loss or damage arises in connection with any omission, negligence, default, lack of care or misrepresentation on the part of EESL and/or any of its officers, employees.

7.9 Authorized Signatory (Agencies / Firms)

The "Authorized Signatory" as used in the RFP shall mean the one who has signed the RFP document forms. The authorized signatory should be the duly Authorized Representative of the agencies / firms, for which a certificate of authority will be submitted. All certificates and documents (including any clarifications sought and any subsequent correspondences) received hereby, shall, as far as possible, be furnished and signed by the authorized signatory. The power of authorization or any other document consisting of adequate proof of the ability of the signatory to bind the agency / firm shall be annexed to the bid. EESL may reject outright any proposal not supported by adequate proof of the signatorys authority.

7.10 Conditions for Consortium / OutsourcingThe agencies / firms may have the option to submit the proposal with other consortium partners only if empanelled with EESL as consortium. Consortium of not more than two agencies / firms may apply and agreement entered into by the consortium partners shall be submitted. Non-submission of agreement documents of the consortium partners will lead to disqualification.Consortium partners firms cannot bid separately for the same group if applied by their consortium. In case of any such discrepancy found, bid for the both consortium and firms will be rejected. Selected bidders cannot outsource their work to any third party at any point of time.The consortium partners should not be involved in any major litigation that may have an impact of affecting or compromising the delivery of services as required under this contract. The consortium partners should not have been black-listed by any Central / State Government or Public Sector Undertakings. If at any stage of qualifying process or during the currency of the Contract, any suppression / falsification of such information is brought to the knowledge, EESL shall have the right to reject the proposal or terminate the contract, as the case may be, without any compensation to the consortium of agency / firms.7.11Contact details of the Agencies / firmsThe agencies / firms who want to receive EESL's response to queries should give their contact details to EESL. The agencies / firms should send their contact details in writing at the EESLs contact address indicated under section 1.2. 7.12 Amendment of RFP

At any time prior to the last date for receipt of bids, EESL, may, for any reason, whether at its own initiative or in response to a clarification requested by a prospective agencies / firms, modify the RFP Document by an amendment. In order to provide prospective agencies / firms reasonable time in which to take the amendment into account in preparing their bids, EESL may, at their discretion, extend the last date for the receipt of bids and/or make other changes in the requirements set out in the RFP.7.13Documents Comprising the RFPThe proposal prepared by the agencies / firms shall comprise the following components:

Proof of empanelment

Correspondence Details

Bid Security fee of INR ___________ (Rs 50,000 per sector).

Technical Proposal (Firms Turnover, Project Experience, CV, etc.)

Financial Proposal

Bidder shall strictly use the same format which has been provided with this bid. Bidder should not make any change or modification to the excel formats.

7.14Power of Attorney

Registered Power of Attorney executed by the agencies / firms in favour of the Principal Officer or the duly Authorized Representative, certifying him/her as an authorized signatory for the purpose of this RFP. EESL shall not be responsible for non-receipt / non-delivery of the RFP due to any reason whatsoever. The agencies / firms are advised to study the RFP document carefully. Submission of RFP shall be deemed to have been done after careful study and examination of the RFP document with full understanding of its implications.

7.15Fraud and Corruption

It is the Companys policy to require that consultants, and their agents (whether declared or not), personnel, sub-contractors, sub-consultants, service providers or suppliers, under Company-financed contracts, observe the highest standard of ethics during the selection and execution of such contracts. In pursuance of this policy, the Company:defines, for the purposes of this provision, the terms set forth below as follows:

(i)corrupt practice is the offering, giving, receiving or soliciting, directly or indirectly, of anything of value to influence improperly the actions of another party;

fraudulent practice is any act or omission, including misrepresentation, that knowingly or recklessly misleads, or attempts to mislead, a party to obtain financial or other benefit or to avoid an obligation;

collusive practices is an arrangement between two or more parties designed to achieve an improper purpose, including to influence improperly the actions of another party;

coercive practices is impairing or harming, or threatening to impair or harm, directly or indirectly, any party or the property of the party to influence improperly the actions of a party;

obstructive practice

(aa)deliberately destroying, falsifying, altering or concealing of evidence material to the investigation or making false statements to investigators in order to materially impede a Company investigation into allegations of a corrupt, fraudulent, coercive, or collusive practice; and/or threatening, harassing, or intimidating any party to prevent it from disclosing its knowledge of matters relevant to the investigation or from pursuing the investigation, or

(bb)acts intended to materially impede the exercise of the Companys inspection and audit rights.

will reject a proposal for award if it determines that the consultant recommended for award, or any of its personnel, or its agents, or its sub-consultants, sub-contractors, service providers, suppliers and/or their employees, has, directly or indirectly, engaged in corrupt, fraudulent, collusive, coercive, or obstructive practices in competing for the contract in question;

will sanction a firm or an individual, at any time, in accordance with prevailing Companys sanctions procedures, including by publicly declaring such firm or individual ineligible, either indefinitely or for a stated period of time: (i) to be awarded a Company financed contract; and (ii) to be a nominated sub-consultant, supplier or services provider of an otherwise eligible firm being awarded a Company-financed contract. will require that a clause be included in the RFP and in contracts financed by a Company loan requiring consultants, and their agents, personnel, sub-consultants, sub-contractors, service providers or suppliers, to permit the Company to inspect all accounts, records and other documents relating to the submission of proposals and contract performance, and to have them audited by auditors appointed by the Company.

8.0TERMS OF PAYMENTThe payment shall be made by EESL on achieving milestones on verification of invoice as follows:

20% of the order/ contract value- as mobilization charge against submission of requisite bank guarantee.

40% of the order/ contract value- on acceptance of final baseline energy audit report for 50% of the industries within a group

40% of the order/ contract value- on acceptance of final baseline energy audit report for 100% of the industries within a groupThere may be a variation of + 20% in the actual work assigned. Any variation beyond this range would be negotiated on mutually agreed and acceptable terms and conditions.

9.0 LIQUIDATED DAMAGE

In case of delay at any stage in execution of the contract due to reasons solely attributed to successful bidder beyond the time schedule as agreed or any extension thereof granted by EESL @ 0.5% (half percent) per week of the payment due to that stage subjected to maximum of 10% of the total value of payment due for that stage will be imposed. 10.0 FORCE MAJEURE

FORCE MAJEURE shall mean and be limited to the following:

a) War/hostilities

b) Riot or Civil commotion

c) Earthquake, flood, tempest, lightening or other natural physical disaster.

d) Restrictions imposed by the Government or other statutory bodies which prevents or delays the execution of the Contract by Bidder.

In the event of any force majeure cause, Bidder or the EESL shall not be liable for delays in performing their obligations under this order and the completion dates may be extended, for a period not exceeding the period of delay attributable to the causes of Force Majeure. Neither EESL nor Bidder shall be liable to pay extra costs provided it is mutually established that Force Majeure Conditions did actually exist.

The Bidder shall at all times, Indemnify and keep indemnified, the EESL and its officers servants and agents, from and against all/any claims whatsoever, arising as a consequence of, or in the course of execution of the work (including but not limited to property loss and damage, personal accident, injury or death of or to property or person, of the consultant or any JV partner or subcontractor, and / or the servants or agents of the consultant, or any other JV partner or any sub contractor and / or of the BEE).

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