Rfp document for Solar PV Project in Delhi

Request for Proposal for Grid Connected Solar Photovoltaic Power Plant at NDPL
Request for Proposal
Design, Manufacture, Supply, Erection, Testing and Commissioning of Grid
Connected Solar Photovoltaic Power Plants with associated Power
Evacuation Arrangement on turnkey basis
North Delhi Power Limited
Tender Notice No: NDPL/SPV/04
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Table of Contents
Section Topic
Section 1 Key Dates of the Tender
Section 2 Notice Inviting Tender
Section 3 Check List of Documents to be enclosed with the offer document
Section 4 Instruction to Bidder
Section 5 General Terms and Conditions
Section 6 Special Terms and Conditions
Section 7 Technical specifications
Section 8 Annexures
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Section 1: KEY DATES
Assignment Design, Manufacture, Supply, Installation, Erection, Testing
and commissioning of Grid Connected Solar PV Power Plant
with associated Power Evacuation Arrangement on turnkey
basis
Tender Notice Reference NDPL/SPV/04 & NDPL/SPV/04A-E
Pre Bid Meeting March 25, 2011 at 1400 hours
Last date of Submission March 31, 2011 upto 1500 hrs IST
Date of Opening March 31, 2011 at 1600 hrs IST
Validity of Tender 90 days
Note:
1. May please note if any of the dates mentioned above is declared a public
holiday, the dates mentioned above shall be extended to the next working day.
2. Any clarifications sought for this tender shall be done in writing/ email to the
following address/email id:
Mr. Vineet Taneja
Business Development Group
North Delhi Power Limited
33 kV, Grid Substation Building
Hudson Line, Kingsway Camp
New Delhi – 110 009
Email: vineet.taneja@ndpl.com
Phone: +91 11 66112475
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Section 2 – NOTICE INVITING TENDER
NORTH DELHI POWER LIMITED
(A Tata Power & Delhi Government Joint Venture)
NDPL House, Hudson Line, Kingsway Camp, Delhi-110009
Sealed Tenders are invited from eligible bidders for Design, Manufacture, Supply, Installation,
Erection, Testing and commissioning of Grid Connected Solar PV Power Plant with associated
Power Evacuation Arrangement on turnkey basis.
Capacity, Location of
the Projects, EMD &
Tender Cost.
(All proposed
project Locations,
are part of NDPL
Capacity Tender No. Location* Technology EMD
Amount
(INR)
Tender
Cost
(INR)
50 KWp NDPL/SPV/04A Rohini Grid
Substation
Crystalline
PV
1,75,000 2,000
60 KWp NDPL/SPV/04B Shahzadabad
Grid Substation
Crystalline
PV
2,00,000 2,000
48.5 KWp NDPL/SPV/04C Inder Puri Grid
Sub Station &
District Office
Crystalline
& Thin Film
Mix (50:50)
1,75,000 2,000
225 KWp NDPL/SPV/04D PP-2 Grid Sub-
Station
Crystalline
PV
7,50,000 7,500
250 KWp NDPL/SPV/04E CENPEID,
Rohini Sec-11
Crystalline
PV
8,00,000 7,500
Completion Time 4 months from the placement of LOI/PO whichever is earlier.
Sale of Tender
Documents
Tender Documents can be collected on all working days from 10:00 hrs to 16:00 hrs
from 11.03.2011 to 24.03.2011
Pre-Bid Discussions
Pre-Bid shall be organized on March 25, 2011 at 15:00 Hrs IST at our Hudson Lanes
Office, Kingsway Camp, Delhi -110 009
Submission of Bids
Bids shall be submitted on or before March 31, 2011 latest by 15:00 Hrs IST and shall be
opened on the same day at 16:00 Hrs at NDPL Corporate office (address mentioned
above. Bidders can exercise options to bid for one, two or all the locations.
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NOTICE INVITING TENDER

The tender should be submitted in two parts as follows:
Part - A: Eligibility & Technical Offer & Commercial Offer:
The documents related to minimum eligibility conditions as given below should be submitted in a
separate envelope super scribing “Documents related to minimum eligibility conditions". The
criteria of eligibility shall remain same except as covered in item no. 5 hereunder for bidders
bidding for one or more than one project. However, a single set of eligibility documents is to be
submitted by the Bidders.
The Original Equipment Manufacturer (OEM) of Solar Power Generation System who fulfils the
following criteria shall be eligible to apply:-
1. The Bidder should have had an average annual financial turnover of Rs. 50 Crores
during the last 2 consecutive financial years. (FY 08-09 & FY 09-10).
2. The Bidders shall have adequate after sales service infrastructure including fully trained
manpower and necessary tools and plant within India. Details for the same shall need to
be furnished with the offer.
3. In case of a consortium, one of the consortium partners must be OEM.
4. The bidder must have an experience of integration of various plant & equipments
including power conditioning unit, solar charge controller, associated electrical and
related civil structures.
5. Bidder/their consortia should have experience in design, manufacture, supply,
installation and commissioning of
a) Bidder’s bidding for 50 KWp & 60 KWp capacities, shall have executed
successfully at least 2 Grid Connected projects of minimum size 50 KWp each in
India using crystalline PV technology. The bidder shall also have successfully
installed a cumulative capacity of at least 200 KWp in India / abroad. A single grid
connected project of 200 KWp is acceptable but not preferable.
b) Bidder’s bidding for 250 KWp & 225 KWp capacities, shall have executed
successfully at least 2 Grid Connected projects of minimum size 150 KWp each in
India using crystalline PV technology. The bidder shall also have successfully
installed a cumulative capacity of at least 1000 KWp in India / abroad. A single grid
connected project of 1000 KWp is acceptable but not preferable.
c) Bidders bidding for 48.5 KWp capacity shall have executed successfully at least
2 Grid Connected projects of minimum size of 50 KWp of which at least 1 shall be
using thin film technology. The bidder shall also have successfully installed a
cumulative capacity in India & abroad of atleast 100 KWp. A single grid connected
project of 100 KWp using thin film is acceptable but not preferable.
d) Bidders bidding for 50 KWp, 60 KWp, 225 KWp & 250 KWp capacities shall be
the OEM of crystalline PV modules.
e) Bidders bidding for 48.5 KWp capacity project shall be an OEM of Thin Film
modules.
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f) Bidders shall provide contact details for independent verification by Purchaser for
at least 2 such projects.
6. The bidder must have ISO 9001certification.
7. The Bidder should have IEC approval for their modules.
8. The Bidder should provide Earnest Money and the Tender fee as stipulated above in the
NIT Advertisement and reproduced below for ready reference by demand draft / banker's
cheque /Bank Guarantee from Scheduled or Nationalized Banks in favour of North
Delhi Power Limited payable at Delhi
Capacity, Location of
the Projects, EMD &
Tender Cost.
(All proposed
project Locations,
are part of NDPL
Capacity Tender No. Location* Technology EMD
Amount
(INR)
Tender
Cost
(INR)
50 KWp NDPL/SPV/04A Rohini Grid
Substation
Crystalline
PV
1,75,000 2,000
60 KWp NDPL/SPV/04B Shahzadabad
Grid Substation
Crystalline
PV
2,00,000 2,000
48.5 KWp NDPL/SPV/04C Inder Puri Grid
Sub Station &
District Office
Crystalline
& Thin Film
Mix (50:50)
1,75,000 2,000
225 KWp NDPL/SPV/04D PP-2 Grid Sub-
Station
Crystalline
PV
7,50,000 7,500
250 KWp NDPL/SPV/04E CENPEID,
Rohini Sec-11
Crystalline
PV
8,00,000 7,500
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Techno - Commercial Offer: To be submitted in a separate envelop super scribing “Techno-
Commercial offers for ____ KWp (Specify Capacity) Grid Connected SPV Power Plant at
_____________ (Specify Location)” and submitted under Part A. Please note that the Bidder is
required to submit Techno Commercial Offer for each Project in a separate envelope.
Financial Offer: To be submitted in a separate envelope super scribing “Financial Offer for
____ KWp (Specify Capacity) Grid Connected SPV Power Plant at _____________ (Specify
Location)” and submitted under Part B. Please note that the Bidder is required to submit
Financial Offer for each Project in a separate envelope.
Tender document duly filled in and signed along with official seal, must be put in the proper
envelope, duly sealed, with clear recording of the tender notice number and due date on the
envelope and should be submitted to this office as per the date stipulated under “Key Dates”.
Eligibility Criteria for Part-A of the offer will be opened first. The Technical & Commercial offer of
non-eligible bidders (those not fulfilling minimum eligibility criteria) shall not be opened. NDPL
reserves the right to reject any or all offers without assigning any reason whatsoever.
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Section 3 – CHECK LIST OF DOCUMENTS TO BE ENCLOSED WITH
OFFER DOCUMENT
Please Mark (√) if the document is properly furnished or mark (X) if the document is not
furnished
Envelope 1: Containing Part – A of Offer document: Eligibility Criteria & Techno –
Commercial Offer
(Offers submitted without the following mandatory documents shall be summarily rejected):
1.1 The Bidder shall give an undertaking that the information & document submitted in the Part
– A of offer are correct & authentic (Annexure-1)
1.2 Photocopy of the trade license in support of PV Modules manufacture.
1.3 Detail address indicating name of contact person for the service unit or regional office or
manufacturing set up in India (preferably Delhi). A brief note is also to be attached indicating
nature of services extended from the service unit or regional office.
1.4 Photocopy of the testimony issued by the agency for at least 2 projects of desired capacity
or projects of similar configuration certifying that the projects has been installed by the
supplier or their consortia. (Annexure -4)
1.5 Photocopy of ISO 9001 certifications
1.6 Certificate as to Corporate Principal (Annexure 3)
1.7 Photocopy of IEC approval for modules.
1.8 Earnest money and Non-refundable Tender Fee as per details given in the NIT and Eligibility
Criteria of the RFP by demand draft / banker’s cheque in favour of North Delhi Power Limited
payable at Delhi. EMD provided by unsuccessful bidders will be returned; EMD provided by
the successful bidder will be retained and returned after submission of performance
guarantee. The EMD should be valid for 4 months from date of submission.
1.9 Audited Financial Statements for the last two financial years (08-09 & 09-10) as: (Annexure-
5)
1.10 Organizational Profile of the Bidders/ Consortia Members. In case of consortia, the roles
and responsibilities of each member must be detailed appropriately
1.11 Original copy of this tender document duly filled up with followings: (Offers submitted without
the followings shall be summarily rejected):
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 Whether the Compliance statement (Annexure-6) in respect of General
Terms & Conditions and Special Terms & Conditions has been filled up and
signed with official seal.
 Whether the Compliance Statement (Annexure 7) in respect of Technical
Specification of SPV Power Plant has been filled up and signed with the
official seal.
 Data Sheets (Annexure – 9, 10A,10B, 10 C)
1.12 Evaluation Sheet: Annexure 12
1.13 Quarterly Generation Data Sheet as per Format Annexure 12 A
Envelope 2: Containing Part – B of offer document:
(Offers submitted without the following shall be summarily rejected):
2.1 Bid Form on company's letterhead duly signed by authorized signatory with name and
designation of authorized signatory (Annexure-2).
2.2 Price Schedule for as per Annexure 13
Signature of Authorized Person:________________________________________________
Date: _________________________________________________
Name: _________________________________________________
Designation: _________________________________________________
Company Seal:
Page 9

Section 4: INSTRUCTION TO BIDDER
GENERAL
1.1 Bidders, who are eligible as per the minimum requirements laid out in this tender document,
may offer their rates in line with the procedures laid down in this document.
1.2 The bidder shall be deemed to have carefully examined the general conditions, specifications
and schedules and also to have satisfied himself as to the nature and character of the
plant and equipment to be supplied and installed under the contract, the site conditions
and all relevant matters & details. The Bidder must visit the site and take first hand
information related to the contract before submission of tender.
1.3 If they shall have any doubt as to the meaning of any portion of the tender document, the
bidder shall, before signing, set forth the particulars thereof and submit them to NDPL in
writing in order to remove such doubts.
1.4 The bidder should ensure that all information listed under Part – A & Part – B has been
attached/ enclosed in appropriate envelopes. Failure to furnish all information and
documentary evidences as stipulated in the offer document or submission of an offer that is not
substantially responsive to the offer document in all respects shall be summarily rejected.
1.5 The offers should be submitted in two parts as follows:
Part A: Eligibility & Techno-Commercial Offer
Part – B: Financial Offer (Annexure 13)
Bidders are requested to quote in three parts while submitting their price offer.
a. Design, Engineering Supply & Transportation to the Site of Equipment
b. Unloading at Site, Installation and Commissioning Cost
c. Five years of Comprehensive AMC
1.6 Each of these parts is to be submitted in separate sealed envelopes. The following information
should be clearly super scribed on each of the envelopes:
Top: “Part-A: Eligibility & Techno-Commercial Offer for Grid Connected SPV Power Plant”
“Part-B: “Financial offer for Grid Connected SPV Power Plant”.
Middle: "Tender for Design, Manufacture, Supply, Installation, Erection, Testing and
commissioning of ____ KWp (Specify Capacity) Grid Connected SPV Power Plant at
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_____________ (Specify Location) with associated Power evacuation arrangement on
turnkey basis
Bottom: Name & address of bidder
1.7 The two sealed envelopes for Part-A & Part - B should in turn be enclosed in one larger sealed
envelope addressed to North Delhi Power Limited with the following information super
scribed:
Top: Tender for Design, manufacture, supply, erection, testing and commissioning of
____ KWp (Specify Capacity) Grid Connected SPV Power Plant at _____________
(Specify Location) with associated Power evacuation arrangement on turnkey basis
Offer Due on: _______________________________
Bottom: Name & address of bidder
1.8 The bidder shall note that any conditional offer will not be considered.
1.9 All pages of offers including bids, technical specifications, supporting documents etc are to
be signed by authorized signatory in each page and company seal should be affixed on
each page. In case of non-compliance, offer is liable for rejection.
1.10. There will be a pre-bid meeting scheduled as indicated in the Key Dates, where in the
potential bidders can seek any techno-commercial clarifications.
2. DEADLINE FOR SUBMISSION OF OFFERS
2.1 The offers must be received by NDPL on or before the date and time specified in the Notice
Inviting Tender.
3. LATE OFFERS
3.1 Any offer received after the deadline for submission of offers shall be rejected or returned
unopened to the bidder.
4. LANGUAGE OF OFFER
4.1 The offer prepared by the bidder and all correspondence and documents relating to the
bid exchanged by the bidder and NDPL shall be written in English.
5. VALIDITY OF OFFER
5.1 The offer shall remain valid for a period of 90 days from date of opening of bid.
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6. SIGNING OF OFFER
6.1. The offer should be signed and sealed by the bidder or his authorized representative with his
usual signature. The names and designations of all persons signing should be typed or
printed below the signature. In case of corporation / companies / consortia, the offer should be
signed by the Managing Director or his authorized representative. In case of signature by
authorized representative the letter of authorization by written power of attorney should be
enclosed with the offer. The offer shall contain no erasures or overwriting except as
necessary to correct errors made by the bidder. Such corrections, if any, shall be initialed by
the person(s) signing the offer along with seal.
7. CLARIFICATION OF TENDER DOCUMENTS
7.1 Any bidder requiring any clarification of the tender document may notify NDPL in writing. NDPL
will respond in writing to any request for any clarification of the tender document, which will be
received at least seven days prior to the dead line for submission of offer indicated in the Notice
Inviting Tender. Written copies of the NDPL's explanation of query will be sent to prospective
Bidders.
8. AMENDMENT TO THE OFFER DOCUMENT
8.1 At any time prior to the submission of the offer or prior to the opening of the tender, NDPL may for
any reason, whether at its own initiative or in response to a clarification requested by any
bidder modify the offer document by amendments.
8.2 The amendments will be notified in writing or by fax to all prospective bidders who have
been issued the tender documents and will be binding on them. NDPL will bear no
responsibility or liability arising out of non-receipt of the same in time or otherwise.
9. PROCEDURE FOR OPENING OF OFFERS
9.1 Envelope containing Part - A and super scribed "Eligibility Criteria & Techno-Commercial
Offer" and Part - B and super scribed "Financial offer for Grid Connected SPV Power Plant"
shall be opened at the time and date mentioned in the Notice Inviting Tender.
9.2 The Techno-Commercial offer and eligibility documents contained in the envelopes Part - A
shall be opened in the presence of bidders or their authorized representative (up to two
persons), who choose to attend the opening of bid at NDPL office. The bidders' representatives
shall sign a register evidencing their attendance.
9.3 After opening of single envelope containing the Part-A, super scribed "Eligibility & Techno-
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Commercial Offer" (The documents related to minimum eligibility conditions) shall be opened
first & be evaluated for eligibility for considering their Financial offer. Those bidders who satisfy
& fulfill all minimum eligible criteria as asked for shall be considered to open their Part-B
envelop for Financial offer.
10. CLARIFICATION ON OFFER
10.1 To assist in the examination, evaluation and comparison of offers, NDPL, may ask the bidders
for clarification(s) on its offer. The request for clarification and the response shall be in writing.
11. CONTACTING NDPL
11.1 No bidder shall contact NDPL on any matter relating to their offer submitted in response to this
tender from time of bid opening to the time contract is awarded. Any effort by a bidder to
influence NDPL in the process of Bid evaluation and Bid comparison or contract award
decision may result in rejection of the Bidder's offer.
12. RIGHT TO ACCEPT / REJECT ANY OR ALL OFFERS
12.1 NDPL reserves the right to reject any or all the offers without assigning any reasons thereof.
13. AWARD OF CONTRACT
13.1 NDPL will award the contract to the successful bidder, whose bid has been determined as
acceptable as per the scoring system given in Section – 4 para 13.2 subject to fulfillment of all
terms & conditions and compliance of technical specification. Further that the bidder is
determined to be qualified to perform the contract satisfactorily.
13.2. Evaluation system based on score. Rating done on overall score of 20
S
No.
Attribute Score
1 Technical : Guaranteed energy generation for sale per
annum (kWh) over a period of 25 years
10
2 Price 10
Total 20
Bidders shall be required to submit evaluation parameter in Annexure 12 failing which they shall
not be awarded any marks for evaluation. The award of contract shall be notified through both
written communication as well as posted on the website for reference of all bidders.
14. NOTIFICATION OF AWARD
14.1 Prior to expiration of the period of validity, NDPL will notify the successful bidder in writing through
placement of letter of intent / Purchase Order.
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Section 5: GENERAL TERMS AND CONDITIONS
1.0 SCOPE
A. Scope of Work
The Scope of Work of the Contract is defined as part of Special Terms & Conditions and
Technical specifications annexed here with.
B. Completeness
Any supplies and services which might have not been specifically mentioned in this Contract
but are necessary for the scope mentioned in Special Terms & Conditions and Technical
Specifications and/or completeness of the works at the highest possible level, including any
royalties, license fees & compensation to be paid, whether incurred by the contractor or by a
third party for the work covered in the scope, regardless of when incurred, shall be
supplied/provided by the Contractor without any extra cost to the Purchaser and within the
time schedule for efficient , smooth and satisfactory operation and maintenance of the works
at the highest possible level under Indian conditions (but according to international standards
for facility of this type), unless expressly excluded from the scope of supplies and services in
this Contract.
C. Rights of Purchaser to vary the scope
C.1The Purchaser shall have the right, during the performance of the Contract, to change
the scope and/or technical character of the Project and/or of the supplies and services
stipulated in the Contract by submitting a request in writing to the Contractor. The
Contractor shall, within fifteen days of receipt of such request from the Purchaser,
provide Purchaser with a reasonably detailed estimate of the cost of the change
outlined in the request.
C.2In the event, the Purchaser requests a change as per Clause - C.1, the Contract price
and time shall be adjusted upwards or downwards, as the case may be and shall be
mutually agreed to. The Contractor shall not be entitled to any extension of time unless
such changes adversely affect the time schedule.
C.3The Contractor shall not proceed with the changes as requested as per Clause C.1 till
adjustment of Contract price and time schedule where so applicable in terms of
Clause- C.2, or otherwise directed by the Purchaser.
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2.0 DEFINITIONS
The following words and expressions as used in this Contract shall have the meanings
hereof assigned to them except where the context otherwise requires
2.1 "Approval of the Purchaser" shall mean the written approval by the
Purchaser/Consultants of a document or drawing or other particulars or matters in
relation to the Contract.
2.2 “Agreement/Contract” shall mean and include this Contract between the Purchaser
and the Contractor duly signed by the parties thereto for the execution of the Works
together with all documents annexed / attached thereto.
2.3 “Bank Guarantee” shall mean a guarantee of Nationalized bank or scheduled bank
acceptable to the Purchaser, in its sole and absolute discretion, issued by such bank
on behalf of the Contractor to secure the obligations of the Contractors under the
Contract, and in the form acceptable to the Purchaser.
2.4 “Base Date” shall mean the date of placing the Letter of Intent by the Purchaser.
2.5 "Contract Drawings”, “Drawings” shall mean the designs, plans, drawings, sketches,
tracings and prints thereof and details which have been supplied by the Contractor as
per terms of the Contract for the execution of the Works and approved by the
Purchaser/Consultant.
2.6 "Contractor" / “Principal Contractor/Bidder” shall mean either the
Contractor/Bidder/Consortia or the Sub-Contractors or both as applicable in the
context of respective scope of supplies and services.
2.7 "Contract stage" shall mean the period from Effective date of Contract to the
completion of the Contract.
2.8 "Completion Time" shall mean the period stated in the Contract for the completion of
all the Works of the Contractor, calculated from the Effective Date.
2.9 “Commissioning” shall mean the satisfactory completion of Preliminary Operation and
Trial Operation.
2.10 “Commissioning Certificate” shall mean the certificate of the Purchaser certifying
Commissioning.
2.11 “Completion” shall mean the date on which the Work is completed to the satisfaction of
the Purchaser in its absolute discretion.
2.12 "Delivery" shall mean delivery of only such equipment, materials and supplies specified
in the Contract and manufactured and / or supplied by the Contractor in accordance
with the sequence of the delivery schedule of the contract.
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2.13 "Directive" shall mean any present or future requirement instruction, direction, order,
regulation or rule of any State Competent Authority or Government of India (GOI)
Competent Authority.
2.14 “Document(s)” shall mean all drawings, plans, sketches, data sheets, characteristic
curves, performance curves, calculation sheets, Quality Assurance Plans, test reports,
formats etc. as relevant to the context.
2.15 “Erection” shall mean installation of Plant and Equipment under the supervision of
Contractor and/or any sub-contractor appointed by Contractor and will include any
service which the Contractor is required to perform at the site with his own and/or other
staff and/or labour for the due fulfilment of Contract, as applicable as per scope of
work.
2.16 “Effective Date” or “Notice to Proceed” shall mean the date of issue of Letter of Intent
(LOI) by the Purchaser.
2.17 "Mobilization” shall mean establishment as per Contract of sufficiently adequate
infrastructure by the Contractor at the Site comprising construction equipment, aids,
tools and tackles including setting up site offices with facilities such as extension of
power, water and communication etc., establishing man power organization
comprising resident engineers, supervisory personnel and an adequate strength of
skilled, semi-skilled and unskilled workers, who with the so established infrastructure
shall be in a position to commence execution of work at the Site(s), in accordance with
the agreed time schedule of completion of Works to the satisfaction of the Purchaser.
2.18 "Permit" shall mean any and all formal clearances, licences, authorizations, consents,
decrees, waivers, privileges, approval or filings, of or required by any Governmental
Instrumentality in connection with the development, establishment, construction,
maintenance, operation, ownership or financing of the Project.
2.19 “Plant”, “Equipment”, or “Plant and Equipment” shall mean and include plant, material,
machinery or any part thereof to be provided for and the erection work to be done by
the Contractor (as applicable as per scope of work) for the Project under the Contract.
2.20 “Project” shall mean the SPV power plant to be put up by the Purchaser. The relevant
details of the Project are mentioned in the Technical specification.
2.21 "Prudent Utility Practices" shall mean those practices, methods, techniques and
standards, as changed from time to time, that the highest standards employed by
leading international contractors in the electric utility industry taking. into account
conditions in India and commonly used in prudent electric utility engineering and
operations to design, engineer, construct, test, operate and maintain equipment
lawfully, safely, efficiently and economically as applicable to power stations of the size,
service and type of the Project and that generally conform to the manufacturer's
operation and maintenance guidelines.
2.22 "Purchaser" shall mean and include NDPL and its different functionaries entrusted with
the responsibilities in relation to this contract, in respect of the area of responsibilities
of such functionaries.
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2.23 "Site" shall mean the place or places envisaged by the Purchaser at which the Plant
and Equipment supplied under the Contract are to be erected and/or the construction
are to be carried out and/or services are to be performed under the Contract together
with such other places as may be specifically provided by the Purchaser for the
purposes of the Contract.
2.24 "Specifications" or "Contract Specification" shall mean the Technical Specifications,
General Specifications, Schedules, detailed designs, statements of technical data,
performance characteristics value and all such Particulars, mentioned or referred to in
the Contract.
2.25 "Supervision" shall mean the control and directions given by the Contractor in relation
to Contract work during execution of the Contractors’ and/or his sub-contractor's work.
2.26 "Supply and Services' shall mean and include any or all equipment, supplies,
materials, drawings, documents and engineering and technical services both outside
India and in India to be made/performed by the Contractor under this Contract.
2.27 "Tender Drawing" shall mean such drawings, plans, sketches and details as are issued
together with the Purchaser's specification for the purpose of preparing Tenders. "Test'
shall mean and include any and all tests to be performed under the Contract in order to
ascertain the quality and efficiency of the Contract work or part thereof and material
test in particular.
2.28 “Inspector/Inspecting Engineer” shall mean any person or firm nominated by or on
behalf of the purchaser or his duly authorized agent to inspect equipment, supplies,
materials or work under the Contract.
2.29 'Works' shall mean and include all works specified or set forth and required by the
specifications, drawings and various sections hereto annexed or referred to or to be
implied there from or incidental thereto or to be hereafter specified or required in such
explanatory instructions and drawings as shall from time to time during the progress of
the works hereby contracted for, by the Purchaser with the Contractor under the
Contract.
Words imparting persons shall include firms, Companies, Corporation, associations or
body of individuals whether incorporated or not.
Unless otherwise stated, any reference in the Contract, (i) to any applicable law shall
mean such applicable law as amended, supplemented or modified and in effect from
time to time, or any other applicable law in substance substituted there for, (ii) to any
Person shall include such Person’s successors and assigns as permitted hereby and
(iii) to any governmental authority shall include any government authority succeeding
to such government authority’s functions and capacities.
Unless the context otherwise requires (i) words of any gender include each other
gender, (ii) words using the singular or plural number also include the plural or singular
number, respectively, (iii) the terms “hereof,” “hereby,” “hereto,” and similar words refer
to this entire Contract and not any particular Section, clause, Schedule, Annexure,
Exhibit, Appendix or any other subdivision of this Contract, (iv) references to “Section,”
“clause,” “Schedule,” Annexure,” “Exhibit,” or “Appendix” are to this Contract, (v) the
words “include” or “including” shall be deemed to be followed by “without limitation” or
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“but not limited to” whether or not they are followed by such phrases or words of like
import, (vi) references to any statute or statutory provision shall be construed as a
reference to the same as it may have been, or may from time to time be, amended,
modified or re-enacted and (vii) references to “this Contract” or “the Contract” or any
other agreement or document shall be construed as a reference to such agreement or
document as amended, modified or supplemented in accordance with the terms hereof
and in effect from time to time and shall include a reference to any document which
amends, modifies or supplements it, or is entered into, made or given pursuant to or in
accordance with its terms.
Where the nature of a Contract term is such that the aspect mentioned therein shall
happen even after the completion of all contractual obligations or after the termination
of the Contract, such Contract terms shall survive the Contract / termination, whether
specifically mentioned or not.
3.0 TIME SCHEDULE
3.1 Time Schedule for completion
The time of completion for all the items in the scope of the Contractor shall be as per
Special Terms & Conditions. The detailed schedule (bar chart) for various items /
activities shall be discussed & agreed during the Contract stage, which shall be
sequential and to suit the Purchaser’s erection / overall completion schedule.
3.2 Time schedule for feedback data, drawings and documents
A detailed drawing list (where applicable) with schedule of submission shall be
furnished by the Contractor during Contract stage for Purchaser’s approval. The
drawing submission schedule shall be to suit the above time schedule and Purchaser’s
erection schedule.
3.3 Liquidated Damages for non-fulfillment of Time Schedule
3.3.1 The time stipulated in the Contract shall be deemed to be the essence of the
Contract. In case the Contractor fails to adhere to the time specified in the contract,
then Liquidated Damages may be claimed by the Purchaser, as per Special Terms
& Conditions. The Purchaser may without prejudice to any method of recovery
deduct the amount for such damages from any amount due.
3.3.2 In case of any delay beyond the ceiling fixed in the Special Terms & Conditions,
Purchaser has the right to reject the Plant / equipment or terminate the Contract and
replace / order the entire plant / equipment at the risk and cost of the Contractor.
3.3.3 Payment of Liquidated Damages shall in no way relieve the Contractor from his
contractual obligations to complete the Works.
3.3.4 Purchaser may recover the Liquidated Damages payable by the Contractor from any
amounts due to him or which may subsequently become due to him under this or any
other Contract.
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3.4 Progress Monitoring
3.4.1 The Contractor shall appoint a Project Manager (PM) on or before the effective
date of Contract for overall co-ordination. The Bio data of the PM shall be furnished
to the Purchaser. The Purchaser shall inform the Contractor within 15 days of
receipt of Bio data, objections, if any and shall demand for a change in PM
assigning valid reasons.
3.4.2 In case of site activities, a Site Manager (SM) shall be appointed. All provisions as
per 3.4.1 are applicable for this clause also.
3.4.3 Within 7 days of the effective date of Contract, the Contractor shall submit to the
Purchaser a detailed organization chart showing the proposed organization
structure for the project, along with details of key personnel, both at office and at
site. The Purchaser shall inform the Contractor within 15 days of receipt these
details, objections, if any and shall demand for alteration assigning valid reasons.
3.4.4 These PM / SM and other key personnel shall not be removed from this Project
without the permission of Purchaser, unless the reason is resignation.
3.4.5 In the interest of the timely completion of the Project, the Purchaser may request
that the Contractor alter or modify the area of monitoring. The Contractor shall
furnish adequate information in the monthly progress reports in the format to be
mutually agreed upon between the Purchaser and Contractor. The Contractor shall
submit the requisite number of progress reports.
3.4.6 The Purchaser may call for monthly/fortnightly or more frequent meetings at
Purchaser’s premises to review the progress of each activity. In case the PM is not
able to attend the meeting, the Contractor shall depute some other authorised
representative.
3.4.7 The Contractor shall submit programme of execution both in the form of activities in
'Network' as well as quantitative programme in terms of month wise physical
targets for various disciplines of work. These shall be periodically updated
considering the progress of the Project.
3.4.8 On the first day of each calendar month following effectiveness of the Contract, ten
copies of a monthly progress report with exception report showing current status of
various activities including status of ordered/yet to be ordered items shall be
submitted by the Contractor to the Purchaser.
3.4.9 The monthly progress report to be submitted by the Contractor shall indicate
progress of activities against targeted dates and targeted quantities in Performa as
per the requirement of the Contract for maintaining consistency of reporting and for
maintaining database by, the Purchaser. Reasons for shortfalls, if any, shall be
clearly brought out and proposed remedial measures to arrest the delays shall be
indicated by the Contractor in the progress report, wherever applicable.
3.4.10 The Contractor shall submit progress photographs in requisite number of copies
every month relating to the progress and sequence of work of all major Site
activities. The Purchaser will arrange necessary permission for the same.
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3.4.11 The progress report shall also highlight inspection status. The Contractor shall
submit one copy of the inspection certificate duly signed by representatives
/authorized agencies after inspection along with each progress report.
3.4.12 In case of site work, manpower schedules area wise / skill wise for subsequent
month and status of the same for the previous month shall be submitted.
4.0 TERMS OF PAYMENT
4.1 Terms of Payment
4.1.1 Terms of Payment shall be as per Special Terms & Conditions.
4.2 Payment Method
4.2.1 The Purchaser shall release the initial advance payment to the Contractor within 30 days
of receipt of Bank Guarantees for advance payments and security deposit, provided the
bank guarantees are submitted by the Contractor within 15 days from the effective date of
the Contract.
4.2.2 Within 30 days of Effective Date, the Contractor shall furnish detailed billing and
dispatch / construction schedules for the purpose of claim of progress payments that will
be scrutinized and approved by the Purchaser. After such approval such schedules shall
form the basis for progress/interim payments. The detailed billing schedules shall be
based on critical path network linked milestones for the respective payment terms in
accordance with the terms of payment.
4.2.3 All payments to be released to the Contractor as indicated in this section shall be paid
only against submission of complete and correct invoices as prescribed and documents
by the Contractor duly certified by the Purchaser except as otherwise specified in the
Contract. Payment shall be released within 15 days after receipt of complete and correct
invoices / documents.
4.2.4 All the progress/interim payments mentioned above shall be made by the Purchaser
based on the satisfactory progress of work as agreed and as per approved billing and
dispatch / construction schedule. Payment against supply / progress work which are done
prior to the date mentioned in agreed schedule will be made only when the supply /
progress work is due to have been done, except where the advancement in date has
been specifically requested or agreed to by the Purchaser.
4.2.5 The Contractor or any subcontractor, as the case may be, shall supply a lien waiver in a
form reasonably acceptable to the Purchaser for any goods and materials in respect of
payments to be made pursuant to this Section.
4.2.6 Any statutory obligation related to site work / labour payment will be deducted from the
Contractor’s payment, if proof for having met the obligation has not been furnished by the
Contractor.
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4.2.7 All payments shall be released directly by the Purchaser to the Contractor or as
requested by the Contractor upon satisfaction of the conditions set forth in the Contract. If
as per provisions of Contract or as requested by the Contractor, any payments are made
directly by the Purchaser to the sub-contractors; such payments shall constitute a proper
discharge of Purchaser's obligations for such payments to the Contractor. The currencies
in which the payments have to be effected shall be as set forth in the Contract.
4.2.8 Payments shall be made through account payee cheques payable at Delhi.
4.2.9 All interim / progress payments shall be regarded as payments by way of advance against
the final payment only and not as payment for work actually completed or acceptance of
such work and shall not preclude rejection of defective, imperfect or incomplete work. It
will not be considered as an admission by the Purchaser of the due performance of the
Contract, or any part thereof by the Contractor nor shall it preclude, determine or affect in
any way the powers of the Purchaser under these conditions or in any other way vary or
affect the Contract.
4.2.10 Should the Contractor consider that he is entitled to an additional payment, due to a price
variation or otherwise, he shall forthwith give notice in writing to the Purchaser to that
effect. Such notice shall be given to the Purchaser containing full particulars and
justification of the additional claim. Irrespective of any provision in the Contract to the
contrary, the Contractor must intimate his intention to lodge claim on the Purchaser with
full details before the commencement of happening of the event, failing which, the
Contractor will lose his right to claim any compensation, reimbursement or damages or
refer the matter to arbitration. Purchaser will reject / approve / comment on such
additional claim within 21 days from the date of receipt of such claim.
4.2.11The initial advance payment and payment against Erection completion / Commissioning
Certificate / PG tests shall be respectively released at one point of time for the whole
Work/Unit.
4.3 Bank Guarantees
4.3.1 All Bank Guarantees for Indian Rupee payments shall be issued and be payable by
Nationalized banks or scheduled bank acceptable to the Purchaser.
4.3.2 The Contractor shall furnish to the Purchaser, Bank Guarantee in the prescribed
Performa and value towards Advance and Security Deposit in favour of the Purchaser.
The Security Deposit Bank Guarantee shall be for the time bound, due and faithful
performance of the Contract and shall remain binding notwithstanding such variations,
alterations or extensions of time as may be made, given, conceded or agreed to
between the Contractor and the Purchaser under this Contract or otherwise. The
Contractor shall ensure that the Advance Bank Guarantee remains valid till 30 days after
the completion of the Contract and Security Deposit Bank Guarantee remains valid and
effective until 60 days after the expiry of the warranty Period. In case of any amendment
to value of Contract, the security deposit value shall also be enhanced accordingly.
4.3.3 The security deposit furnished by the Contractor will be subject to the terms and
conditions of the Contract and the Purchaser will not be liable for payment for any
interest on the security deposit or depreciation thereof.
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4.3.4 The Security Deposit Bank Guarantee shall be released on application by the Contractor
within sixty (60) days after the expiry of the Guarantee Period and after the Contractor
has discharged all his obligations under the Contract and produced a "No Demand
Certificate" from the Purchaser. The Purchaser shall not unreasonably withhold the issue
of "No Demand Certificate" after receipt of request for the same.
4.3.5 The Purchaser reserves the right to en-cash Bank Guarantees if sufficiently convinced of
negligence and lack of dedication to the Work on the part of the Contractor.
5.0 GENERAL PROVISIONS
5.1 Amendment
5.1.1 Any amendment to the terms of this Contract (including Sections and Annexures) shall be
made in writing by both parties hereto and shall specifically state that it is an amendment
to this Contract.
5.2 Applicable Law
5.2.1 This Contract will be governed by the Indian Laws.
5.3 Arbitration
5.3.1 The venue of arbitration shall be Delhi and shall be governed by Indian Arbitration Laws.
5.3.2 In the event the parties are unable to resolve any dispute by mutual discussions, such
dispute shall be resolved in accordance with the following:
(a) Any Dispute arising out of or relating to this Contract or the interpretation hereof or with
respect to the breach, termination or invalidity hereof, shall be settled exclusively and
finally by arbitration. It is specifically understood and agreed that any Dispute which
cannot be resolved between the parties, including any matter relating to the
interpretation of this Contract, shall, upon election by any party, be submitted to
arbitration irrespective of the magnitude thereof or the amount in controversy. In any
such arbitration, any party shall be entitled to present positions and rely upon information
supplemental to or different from those relied upon for purposes of any attempted
resolution of a Dispute pursuant to Clause 5.3.
(b) The language to be used in the arbitration shall be the English language exclusively, and
any award shall be made in the English language.
(c) Any decision or award of the arbitral panel shall be final and binding upon the parties.
The parties hereto hereby waive any rights to appeal or to review of such award by any
court or panel. The parties hereto agree that the arbitral award may be enforced against
the parties to the arbitration proceeding or their assets wherever they may be found and
that a judgment upon the arbitral award may be entered in any court having jurisdiction.
(d) Contractor shall appoint one arbitrator, Purchaser shall appoint one arbitrator, and these
two arbitrators shall jointly appoint a third arbitrator, who shall chair the arbitral panel. If
one party fails to appoint its arbitrator within 15 days after the other party has appointed
its arbitrator, the party which has named an arbitrator may under the relevant provisions
of the Arbitration and Conciliation Act, 1996 seek to appoint a sole arbitrator for the
matter in dispute, and the arbitrator appointed pursuant to such application shall be the
sole arbitrator for that dispute. If the arbitrators named by the parties do not succeed in
appointing a third arbitrator within 30 days after the latter of the two arbitrators named by
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the parties has been appointed, the third arbitrator shall, at the request of either party, be
as per the provisions of the Arbitration and Conciliation Act, 1996. If for any reason an
arbitrator is unable to perform his function, a substitute shall be appointed in the same
manner as the original arbitrator.
5.3.3 Work under the contract shall be continued by the Contractor during the arbitration
proceedings unless otherwise directed in writing by the Purchaser or unless the matter is
such that the works cannot possibly be continued until the decision of the arbitrators or
of the arbitrator, as the case may be, is obtained and save as those, which are otherwise
expressly provided in the Contract, no payment due or payable by the Purchaser shall
be withheld on arbitration proceeding unless it is the subject matter or one of the subject
matters thereof or the party may do so in accordance with the terms of this Contract.
5.3.4 Any notice of arbitration shall be given by the party requesting arbitration to the other
party within 90 days of occurrence of such event, otherwise it shall be deemed to have
accepted the decision / direction given by the other party
5.4 Assignment
5.4.1 The Contractor shall not assign its rights and obligations under the terms of this Contract
to any party person without the written consent of the Purchaser.
5.5 Compliance with Laws and Regulations
5.5.1 The Work shall be designed by the Contractors to suit the climatic, geological,
hydrological, hydro geological, seismological and soil conditions of the Site. Measures
shall be taken by the Contractors against corrosion/erosion, ground water, storm surge,
floods, cyclones, wind speeds and all other Site conditions.
5.5.2 The Contractor shall, throughout the performance of this Contract comply with all laws,
rules, regulations and statutory requirements of Government of India, State Government
and other statutory bodies as far as such bodies have jurisdiction over the Work or any
part of the Site, as applicable.
5.5.3 If any new statutory regulation or law or modification of the existing regulation or law
comes into force subsequent to the Effective Date of Contract, the Contractor shall comply
with the same. However, if it calls for any modification of the design/equipment with
financial implication, the same shall be discussed between the Contractor and Purchaser
and mutually agreed.
5.6 Construction of Contract
5.6.1 The Sections and terms and conditions herein contained including annexures shall
construe the entire contract and understanding between the parties and shall supersede
all other communication which were made prior to the signature of the Contract, whether
written or oral between the parties hereto with respect to the subject matter hereof.
5.7 Errors and Omissions
5.7.1 The Contractor shall be responsible for all discrepancies, errors and omissions in the
drawings, documents or other information submitted by him, irrespective of whether these
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have been approved, reviewed or otherwise accepted by the Purchaser or not. However
any error in design/drawing arising out of any incorrect data/written information from
Purchaser will not be considered as error and omissions on part of the Contractor.
5.7.2 The Contractor shall take all corrective measures arising out of discrepancies, errors and
omissions in drawings and other information within the time schedule and without extra
cost to the Purchaser.
5.7.3 The Contractor shall also be responsible for any delay and/or extra cost if any, in carrying
out engineering, and site works by other agencies arising out of discrepancies, errors and
omissions stated in paras 5.7.1 as well as of any late revision/s of drawings and
information submitted by the Contractor.
5.8 Force Majeure
5.8.1 Force Majeure applies if the performance by either Party ("the Affected Party") of its
obligations under this Contract is materially and adversely affected.
5.8.2 “Force Majeure” shall mean any event or circumstance or combination of events or
circumstances referred below and their consequences that wholly or partly prevents or
unavoidably delays any Party in the performance of its obligations under this Agreement,
but only and to the extent that such events and circumstances are not within the
reasonable control, directly or indirectly, of the Affected Party and could not have been
avoided if the Affected Party had taken reasonable care:
(i) Act of war (whether declared or undeclared), invasion, armed conflict or act of
foreign enemy, embargo, blockade, revolution, riot, bombs, religious strife or civil
commotion, etc.
(ii) Politically motivated sabotage, or terrorism, etc.;
(iii)Strikes, lock-outs or other industrial action or labour disputes at the District or State
level which are not primarily motivated by the desire to influence the action of an
enterprise so as to preserve or improve conditions of employment;
(iv) Any change or interpretation in Law by GOI after the date of agreement to the extent
it prevents or delays a Party’s performance under this Agreement, except to the
extent that they constitute remedies or sanctions, lawfully exercised by State
Competent Authority as a result of any breach of Indian law or any Directive by the
Company, its contractors, servants or agents, any act of state or other exercise of
an executive prerogative by Government, Board, any State Competent Authority
(including expropriation or compulsory acquisition) but excluding Change in Law;
(v) any government agency’s delay, denial or refusal to grant or renew, or any
revocation of any required permit, license, approval or authorization, including
Governmental authorizations, provided that such action or inaction did not result
from any of the concerned party’s non compliance with any applicable law (other
than mentioned in (iv) above);
(vi) Termination of statutory clearance required for the project, which may result into
stalling of the project.
(vii) Explosions, serious / major accidents, chemical or radio active contamination
(other than resulting from an act of war, terrorism or sabotage), etc., caused by a
person not being the Affected Party or one of its contractors or subcontractors or
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any of their respective employees or agents, and not being due to inherent defects
of the affected facility or the failure to properly operate the affected facility;
(viii) Lightning, earthquake, tempest, cyclone, hurricane, whirlwind, storm, flood, etc.;
(ix) Epidemic or plague, etc.
(x) Loss of or damage to marine cargo in the course of marine, etc., occurring prior to
Entry into Commercial Operation;
(xi) Any act of God;
5.8.3 Time being the essence of the Contract, if either party is prevented from the performance
of its obligations in whole or in part due to an event of Force Majeure, then provided Notice
of happening of any event by the Affected Party is given to the other party within seven (7)
days from the date of occurrence of such event, the Affected Party’s performance under
this Contract shall be suspended until such event ceases and the Scheduled Completion
shall be delayed accordingly.
5.8.4 If Force Majeure event(s) continue for a period of more than three months, the parties
shall hold consultation to discuss the further course of action.
5.8.5 Neither party shall be considered to be in default or in breach of its obligation under the
Contract to the extent that performance of such obligation by either party is prevented by
any circumstances of Force Majeure which arise after effective date of Contract.
5.8.6 Neither party can claim any compensation from the other party on account of Force
Majeure.
5.9 Indemnity
5.9.1 The Contractor shall at all times indemnify, keep indemnified and hold harmless the
Purchaser and its officers, directors, employees, affiliates, agents, successors and assigns
against all actions, claims, demands, costs, charges and expenses arising from or incurred
by reason of any infringement of patent, trade mark, registered design, copy rights and/or
industrial property rights by manufacture, sale or use of the equipment supplied by the
Contractor whether or not the Purchaser is held liable for by any court judgement. In this
connection, the Purchaser shall pass on all claims made against him to the Contractor for
settlement.
5.9.2 The Contractor assumes responsibility for and shall indemnify and save harmless the
Purchaser from all liability, claims, costs, expenses, taxes and assessments including
penalties, punitive damages, attorney's fees and court costs which are or may be required
to be paid by the Purchaser and its officers, directors, employees, affiliates, agents,
successors and assigns arising from any breach of the Contractor’s obligations under the
Contract or for which the Contractor has assumed responsibilities under the Contract
including those imposed under any local or national law or laws, or in respect to all
salaries, wages or other compensation for all persons employed by the Contractor or his
Sub-Contractors or suppliers in connection with the performance of any work covered by
the Contract. The Contractor shall execute, deliver and shall cause his Sub-Contractor
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and suppliers to execute and deliver, such other further instruments and to comply with all
the requirements of such laws and regulation as may be necessary there under to conform
and effectuate the Contract and to protect the Purchaser.
5.9.3 The Purchaser shall not be held responsible for any accident or damages incurred or
claims arising, due to the Contractor’s error there from prior to completion of work. The
Contractor shall be liable for such accidents and after completion of work for such
accidents as the case may be due to negligence on his part to carry out Work in
accordance with Indian laws and regulations and the specifications set forth herein.
5.10 Language
5.10.1 All documents, instructions, catalogues, brochures, pamphlets, design data, norms and
calculations, drawings, operation, maintenance and safety manuals, reports, labels, on
deliveries and any other data shall be in English Language.
5.10.2 The Contract documents and all correspondence between the Purchaser, consultants
and the Contractor shall be in English language.
5.10.3 However, all signboards required indicating "Danger" and/or security at site and
otherwise statutory required shall be in English, Hindi, and local languages.
5.11 Liability
5.11.1 No director, officer, agent, representative, official or employee of the Purchaser shall in
any way be personally bound or liable for the acts or obligations of the Purchaser under
the contract or answerable for any default or omission in the observance or performance
of any of the acts, matters or things or conditions which are herein contained.
5.11.2 The rights and obligations of the parties are finally and conclusively defined in this
Contract. Neither the Purchaser nor the Contractor shall be entitled to claim indirect,
remote or consequential damages such as loss of production, loss of profit, loss of use
or otherwise with respect to or in connection with this Contract.
5.11.3 If the Contractor is a joint venture or consortium; all concerned parties shall be jointly
and severally bound to the Purchaser for the fulfillment of the provisions of the Contract.
The consortium or the joint venture shall designate one party as their leader, who will be
the coordinator between the parties and the Purchaser. The constituents & leader of the
consortium or joint venture shall not be changed without the prior consent of the
Purchaser.
5.12 Liens, Mortgages and Encumbrances
5.12.1 The Contractor shall not create any lien, mortgage or encumbrance of any kind on the
equipment / services provided which will prevent the Contractor from performing his
obligations.
5.13 Liquidation, Death, Bankruptcy etc.
5.13.1 If the Contractor shall either voluntarily or forcibly, dissolve or become bankrupt or
insolvent or cause or suffer any receiver to be appointed on his business or any assets
Page 26

thereof or compound with its creditors, or being a corporation commence to be wound
up, not being a member’s, winding up for the purpose of amalgamation or
reconstruction, or carry on its business under a receiver for the benefits of its creditors or
dissolve or die, the Purchaser shall be at liberty
a) to terminate the Contract forthwith upon coming to know of the happening of any
such event as aforesaid by notice in writing to the Contractor or to the receiver or
liquidator or to any person in whom the Contract may become vested to, or
b) to give such receiver, liquidator or other person the option of carrying out the
Contract subject to his providing a guarantee up to an amount to be agreed for
the due and faithful performance of the Contract.
5.14 Notices
5.14.1 All notices under this Contract shall be given in writing and shall be deemed sufficiently
given when delivered either in person or by telegram, telex, fax, email, courier or by
registered mail addressed to the other party at its address set forth below
If to the Purchaser, at:
North Delhi Power Limited,
Grid Substation Building, Hudson Lines
Kingsway Camp, Delhi – 110 009
If to the Contractor, at: ___________________________
5.14.2 If any such notice is delivered by hand, the issuing party shall have it duly acknowledged
and if given by telegram, telex / fax it shall be confirmed by Registered Letter / courier
within two days of the date of such notice. Either party shall by notice in writing inform
the other party of any change of its address as stated under 5.14.1 for receiving such
notices, 10 days in advance.
5.14.3 Date of notices under Clause-5.14.1 shall be the date of dispatch of such notice by the
issuing party in case of E-mail / fax and 5 days from the date of dispatch of such notice
by the issuing party in case of registered letter and courier.
5.15 Performance of Contract
5.15.1 The Contractor shall be responsible for the due and faithful performance of the Contract
in all respects according to the drawings, specifications, particulars and all other
documents referred to in this Contract. Any approval which the Purchaser/Consultant
may have given in respect of the stores, materials, supplies or other particulars and the
work or the workmanship involved in the Contract (whether with or without test carried
out by the Contractor or the Purchaser) shall not relieve the Contractor from his
obligations and notwithstanding any approval or acceptance given by the
Purchaser/Consultant, it shall be lawful for the Purchaser to reject the material, if it is
found that the materials supplied and/or erection and/or construction work carried out by
the Contractor are not in conformity with the terms and conditions of the Contract.
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5.15.2 The Contractor shall cooperate with the Purchaser's other contractors, if any, for any
associated plant and freely exchange all relevant technical information with them to
obtain the most efficient and economical design and to avoid unnecessary duplication of
equipment. The Contractor shall also co-ordinate with other contractors for any interface
activity at his battery limits. No remuneration shall be claimed from the Purchaser for
such technical co-operation.
5.16 Rejection of Defective Plant
5.16.1 If the completed Plant, or any portion thereof, before Final Take Over, is found to be
defective or fails to fulfill the requirements of the Contract, the Purchaser shall give the
Contractor notice setting forth particular of such defects or failure and the Contractor
shall forthwith make the defective plant good, or alter the same to make it comply with
the requirements of the Contract. Should he fail to do so within a period of time as
deemed reasonable by the Purchaser and stated in the said notice, the Purchaser may
reject and replace at the risk and cost of the Contractor, the whole or any portion of the
plant, as the case may be, which is defective or fails to fulfill the requirements of the
Contract. However, such rejection/replacement by the Purchaser shall not absolve the
Contractor of any of his responsibilities under this Contract.
5.16.2 In the event of such rejection, the Purchaser shall be entitled to the use of the plant in a
reasonable and proper manner for a time reasonably sufficient to enable him to obtain
other replacement plant.
5.17 Secrecy, Titles
5.17.1 All maps, plans, drawings, specifications, schemes and other documents or information
related to the Project and the subject matter contained therein and all other information
given to the Contractor by the Purchaser in connection with the performance of the Work
shall be held confidential by the Contractor and shall remain the property of the
Purchaser and shall not be used or disclosed to third parties by the Contractor for any
purpose other than for which they have been supplied or prepared. The Contractor may
disclose to third parties, upon execution of confidentiality agreements, such part of the
drawings, specifications or information if such disclosure is necessary for the
performance of the Work provided such third parties agree in writing to keep such
information confidential to the same extent and degree as provided herein, for the
benefit of the Purchaser.
5.17.2 Maps, layouts and photographs of the unit/plant including its surrounding regions
showing vital installation for national security of Purchaser's country shall not be
published or disclosed to the third parties or taken out of the country without prior written
approval of the Purchaser and upon execution of confidentiality agreements satisfactory
to the Purchaser with such third parties prior to disclosure.
5.17.3 Title to secret processes if any developed by the Contractor on an exclusive basis and
employed in the design of the equipment shall remain with the Contractor. The
Purchaser shall hold in confidence such processes and shall not disclose such
processes to the third parties without prior approval of the Contractor and execution by
such third parties of secrecy agreements satisfactory to the Contractor prior to
disclosure. Upon completion such processes shall become the property of the Purchaser
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5.17.4 Subject to Para 5.17.3, title to technical specifications, drawings, flow sheets, norms,
calculations, diagrams, interpretations of test results, schematics, layouts and such other
information, which the Contractor has supplied to the Purchaser under the Contract shall
be passed on to the Purchaser. The Purchaser shall have the right to use these for
construction, erection, start-up, Trial Run, operation, maintenance, modifications and/or
expansion of the works including for the manufacture of spare parts.
5.17.5 The provision of para 5.17.1 to 5.17.3 shall not apply to information:
• Which at the time of disclosure are in the public domain or which later on become part of
public domain through no fault of the party concerned, or
• Which were in the possession of the party concerned prior to disclosure to him by the
other party, or
• Which were received by the party concerned after the time of disclosure without
restriction on disclosure or use, from a third party who did not acquire such information
directly or indirectly from the other party or has no obligation of confidentiality for such
information
5.18 Statutory and other Regulations
5.18.1 The Contractor shall comply with all the statutory obligation of Government of India and
State applicable at the Site and the Purchaser shall not be liable for any action of the
statutes applicable due to non-fulfillment of statutory obligations by the Contractor.
5.18.2 The Contractor shall give all notices and pay all fees required to be given or paid under
any Central or State statute, ordinance or other law or any regulation or by-law of any
local or other duly constituted authority in relation to the execution of the Work.
5.18.3 The Contractor shall conform and comply in all respects with the provisions of any
statute, ordinance or laws as aforesaid and the rules, regulations or by-laws of any local
or other duly constituted authority which may be applicable to the works or to any
temporary works and with such rules and regulations of public bodies as aforesaid and
shall indemnify the Purchaser against all penalties and liabilities of every kind for breach
of any such statute, ordinance, law, rule, regulation or by-law.
5.18.4 The Contractor must perform the work so that it meets the requirements of the project
and applicable design, construction and other standards of Indian Electricity Rules,
Electricity Acts of Central and State Governments and good modern International
& Indian engineering principles and practices, which are defined as those practices,
methods, and equipment, in effect at the time of performance of the work that are
commonly used in electrical utility engineering.
5.18.5 The Contractor shall design and construct the Project so that it meets all the noise
requirements of local, state and central Government laws. It is the Contractors
responsibility to assure that the final design of the Project meets all requirements.
5.19 Sub-Contracts
Page 29

5.19.1The Contractor shall not sub-contract the Work in whole to third parties for the
performance of this Contract.
5.19.2 The Contractor may sub-contract a portion of the Contract Work to third parties with the
prior written approval of the Purchaser. In this respect the Contractor shall follow the
recommended suppliers list of the Purchaser, forming part of the Technical Specification.
5.19.3 The Contractor shall furnish all particulars about the proposed sub-contractors and the
details of the work to the Purchaser while seeking approval for additional vendors. The
Purchaser shall give approval or shall refuse approval in writing within thirty (30) days of
receipt of such request.
5.19.4 Bought-out items, critical components, proprietary items and equipment manufactured
and supplied by specialized manufacturers, which the Contractor intends to incorporate
in the Contract Work, shall also come within the purview of the provision under Clause-
5.19.2.
5.19.5 The approval extended by the Purchaser to sub-contractors recommended by the
Contractor shall not discharge the later from his Contract obligations. The Contractor
shall remain jointly and severally liable for any action, deficiency, and/or negligence on
the part of his sub-contractors/sub-suppliers.
5.19.6 The Contractor shall submit to the Purchaser unpriced copies of purchase orders with
technical specifications included in all orders covered under Clause 5.19.2 placed on
sub contractors/sub-suppliers as soon as the respective orders have been placed by the
Contractor.
5.19.7 In the event certain obligations extended by a sub-contractor to the Contractor should
extend beyond the Guarantee period specified in the Contract, the Purchaser shall
automatically be entitled to the benefit thereof.
5.19.8 In no event shall the Purchaser be deemed to have any contractual obligations
whatsoever in respect of Contractor's/ sub-contractors and/or title-holders of any sub-
orders placed by the Contractor.
5.20 Termination and Suspension
5.20.1 If the Contractor shall neglect to execute work with due diligence or expedition or shall
refuse or neglect to comply with any reasonable order given to him in writing by the
Purchaser in connection with the work or shall contravene the provisions of Contract or
in the judgement of the Purchaser, has engaged in corrupt or fraudulent practices during
bidding or execution stage leading to losses to Purchaser, the Purchaser may give
notice in writing to the Contractor calling upon him to make good the failure, neglect or
contravention complied of within such time as may be deemed reasonable by the
Purchaser and in default of compliance with the said notice, the Purchaser may either
(i) Rescind or cancel the Contract holding the Contractor fully liable for the damages
that the Purchaser may sustain. In such a case, the Contractor shall refund all
amounts paid to him by the Purchaser for all such work, which may become
infructuous due to such cancellation or
Page 30

(ii) Take the affected work wholly or in part out of the Contractor’s hands and may
complete the work, as envisaged in the Contract either departmentally or by
awarding fresh Contract(s) at a reasonable price to another persons or firm or
company to execute the same, at the risk and cost of the Contractor.
5.20.2 In such event the Purchaser shall, without being responsible to the Contractor for fair
wear and tear to the same, be entitled to seize and take possession and have free use
of all materials, construction equipment, tools, tackles and other things of the Contractor
which may be on the site for use at anytime in connection with the work to the exclusion
of any right of the Contractor over the same and the Purchaser shall be entitled to retain
and apply any sum which may otherwise be then due as per the Contract or any other
contract from him to the Contractor as may be necessary for the payment of the cost of
execution of such work as aforesaid.
5.20.3 If the cost of executing the work as aforesaid shall exceed the sum due to the Contractor
and the Contractor fails to make good the deficit, the said materials, tools, tackles,
construction plant or other things and properties of the Contractor as may not have been
used up in the completion of the work, may be sold by the Purchaser and proceeds
applied towards the payment of such difference and the cost of and incidental to such
sale. Any outstanding balance existing after crediting the proceeds of such sale shall be
paid by the Contractor on the demand of the Purchaser, but when all expenses, cost and
charges incurred in the completion of the work are paid by the Contractor, all such
materials, tools, tackle, construction plant or other things not used in the completion of
the work and remaining unsold shall be removed by the Contractor at its own cost with
the written permission of the Purchaser only.
5.20.4 The Purchaser reserves the right to terminate this Contract at any time without cause by
giving a notice of not less than one month. The Contractor shall stop the performance of
the Contract from the effective date of termination and hand over all the drawings,
documents, plant, equipment, supplies, material etc. including all the rights of work to the
Purchaser. The Purchaser shall pay to the Contractor compensation to cover the value
of all supplies made and all construction work done at site, as applicable under this
contract but not paid for.
5.20.5 The Purchaser may suspend the work in whole or in part at any time by giving
Contractor notice in writing to such effect stating the nature, the date and the anticipated
duration of such suspension. However if any such suspension affects the project
completion schedule, the same shall be extended by the number of days the works
remain affected by such suspension.
5.20.6 On receiving the notice of suspension as per clause- 5.20.5, the Contractor shall stop all
such work, which the Purchaser has directed to suspend with immediate effect. The
Contractor shall continue to perform other work in terms of the Contract, which the
Purchaser has not suspended.
5.20.7 The Purchaser may at anytime cancel the suspension notice for all or any part of
suspended work by giving written notice to the Contractor specifying the part of work to
be resumed and the effective date of suspension withdrawal. The Contractor shall
resume the suspended work as expeditiously as possible after receipt of such
withdrawal of suspension notice.
Page 31

5.20.8 In the event of suspension of work the Purchaser will not be liable to the Contractor for
any damage or loss or idle labour caused by such period of suspension of work. The
Purchaser shall not be liable to Contractor for any payment towards watch and ward and
any other expenditure.
5.20.9 In the case of any suspension of the entire work by the Purchaser under this Contract,
the performance date, Completion Date and the Initial Synchronisation Date shall be
extended by a period equal to the suspension period, and the progress schedule shall
be adjusted by Purchaser, in consultation with Contractor, to account for same.
5.21 Termination of Services of Contractor's Personnel
5.21.1 In the event any of the Contractor or his sub-contractors, personnel, agents, sub-agents,
assistants, or other employees shall be guilty of any misconduct or be incompetent or
insufficiently qualified or negligent in the performance of their duties or it is undesirable
for any administrative reasons for such person to be employed, the Contractor, if so
directed, shall immediately remove' such person or persons from employment for this
project thereon. Any person or persons so removed shall not again be employed in
connection with this Contract without the written permission of the Purchaser. Any
person so removed shall immediately be replaced by a qualified and competent
substitute at the Contractor's cost and expenses. Should the Contractor be requested to
repatriate any person he shall do so and shall bear all costs and charges in connection
therewith.
5.22 Transfer of Titles
5.22.1 Supplies: The title of ownership and property to all equipments, materials drawings &
documents shall pass to the Purchaser as per the terms and conditions of this contract.
5.22.3 However, such passing of title of ownership and property to the Purchaser shall not in
any way absolve, dilute or diminish the responsibility and obligations of the Contractor
under this Contract including loss or damages and all risks, which shall vest with the
Contractor.
5.23 Type, Quality of Materials and Workmanship
5.23.1 The Contractor shall be deemed to have carefully examined and to have knowledge of
the equipment, the general and other conditions, specifications, schedules, drawings,
etc. forming part of the Contract and also to have satisfied himself as to the nature and
character of the work to be executed and the type of the equipment and duties required
including wherever necessary of the site conditions and relevant matters and details.
Any information thus procured or otherwise obtained from Purchaser/Consultants shall
not in any way relieve the Contractor from his responsibility and executing the works in
accordance with the terms of contract.
5.23.2 The items / works under the scope of the Contractor shall be of the best quality and
workmanship according to the latest engineering practice and shall be manufactured
from materials of best quality considering strength and durability for their best
performance and, in any case, in accordance with the specifications set forth in this
Contract. All material shall be new. Substitution of specified material or variation from
Page 32

the method of fabrication may be permitted but only with the prior written approval of the
Purchaser.
5.23.3 The Contractor shall procure and/or fabricate all materials and equipment in accordance
with all requirements of Central and State enactment, rules and regulations governing
such work in India and at site. This shall not be construed as relieving the Contractor
from complying with any requirement of Purchaser as enumerated in the Contract which
may be more rigid than and not contrary to the above mentioned rules, nor providing
such construction as may be required by the above mentioned rules and regulations. In
case of variance of the Technical Specification from the laws, ordinance, rules and
regulations governing the work, the Contractor shall immediately notify the same to the
Purchaser. It is the sole responsibility of the Contractor, however, to determine that such
variance exists. Wherever required by rules and regulations, the Contractor shall also
obtain the statutory authorities' approval for the plant, machinery and equipment to be
supplied by the Contractor.
5.23.4 The Contractor shall follow all codes and standards referred in the Contract and the
documents related thereto. Codes and standards of other countries may be followed by
the Contractor with the prior written approval of Purchaser, provided materials, supplies
and equipment according to the standard are equal to or better than the corresponding
standards specified in the Contract.
5.23.5 Brand names mentioned in the Contract documents are for the purpose of establishing
the type and quality of products to be used. The Contractor shall not change the brand
name and qualities of the bought out items without the prior written approval of the
Purchaser. All such products and equipment shall be used or installed in strict
accordance with original manufacturer's recommendations, unless otherwise directed by
the Purchaser.
5.24 Validity
5.24.1 The validity of the Contract shall not be affected, should one or more of its stipulations
be or become legally invalid and such stipulation is severable from and not fundamental
to the obligations of either party to this Contract. In such a case, the parties shall
negotiate in good faith to replace the invalid clause by an agreed stipulation which is in
accordance with the applicable law and which shall be as close as possible to the
Contract’s original intent.
5.25 Waiver
5.25.1 Any waiver of a party’s rights, powers or remedies under the Contract must be in writing,
must be dated and signed by an authorized representative of the party granting such
waiver, and must specify the right and the extent to which it is being waived.
5.25.2 Non-enforcement or delay in enforcing by either party of any of the provisions of this
Contract shall not operate or constitute as a waiver of the provision itself or any
subsequent breach thereof.
5.26 Warranty
Page 33

5.26.1 The Contractor warrants that the Work shall be new and of most modern design based
on best engineering practices and employing up to date, proven and established
international technology and shall be suitable for tropical conditions and shall be of top
international standards
5.26.2 For a period as mentioned in Special Terms & Conditions, the Contractor shall be
liable to replace any parts that may fail or show signs of defects in the works done by
the Contractor under this Contract, or from any act or omission of the contractors.
Normal wear and tear after erection will be excluded from this obligation.
5.26.3 Any additional warranties provided by subcontractors of Contractor shall be passed on to
the Purchaser. Over and above this, any additional warranty is available on chargeable
basis from Contractor’s subcontractors, the same shall be notified to the Purchaser.
Purchaser may at his option, purchase the additional warranties & guarantees either
by amendment to Contract or directly from the subcontractor.
5.26.4 If during the Warranty period, some parts of the supplies are replaced owing to the
defects/ damages under the Warranty, the Warranty period for such replaced parts
shall be until the expiry of twelve months from the date of such replacement or renewal
or until the end of the warranty period, whichever may be later.
5.26.5 Upon detection of defects either by the Purchaser or by the Contractor and/or notification
thereof in writing to the Contractor by the Purchaser, the Contractor shall immediately
take appropriate or efficient measures to remove the defects at his cost by repair or
replacement as may be approved by the Purchaser.
5.26.6 If any defect be not satisfactorily remedied within a reasonable time, the Purchaser may
proceed to do the work at the Contractors risk and expense but without prejudice to
any other contractual rights which the Purchaser may have against the Contractor in
respect of any such defects.
5.26.7 If the Contractor does not commence the rectification either by repair or replacement of
such defects within fifteen (15) days from the date of notice by the Purchaser or does
not complete the said rectification with reasonable diligence and within a reasonable
time, the Purchaser may, at his option, rectify the defects at the Contractor's expense.
The Purchaser may, in such a case, deduct from payment due, if any to the Contractor
the expenses incurred by the Purchaser for remedy of such defects without prejudice
to the other rights of the Purchaser under this Contract.
5.26.8 In the case of defective parts not repairable at site but essential in the mean time for the
commercial use of the plant, the Contractor shall replace at site free of cost to the
Purchaser the said defective parts, before the defective parts are removed to his
works. If the spare parts are available with the Purchaser, the Contractor may be
allowed to use the same in replacing the defective parts, provided that the Contractor
undertake to replace such parts within the shortest possible time thereafter as may be
required by the Purchaser.
5.26.9 Where it is established that a defect in component is occasioned by a faulty design,
the Contractor shall replace all identical components furnished within the compass of
the Contract with components based on corrected design to perform the same
Page 34

functions in the same conditions, even though such components may not have given
rise to any failure.
5.26.10 All repaired / replaced parts / equipments shall be subjected to inspection & tests as
per approved Quality assurance plan and inspection & test procedure mentioned
elsewhere In the Contract.
5.26.11 If during the period of Warranty the entire Plant should be unavailable for reasons
ascribable to the Contractor or for performing a design modification to better adapt the
facility of technological progress, the period of Warranty covering the entire works shall
be extended by all of the period of unavailability of the plant.
5.26.12 The defective or replaced parts shall be returned to the Contractor upon request and at
his cost.
5.26.13 If the Contractor on account of the defects repairs and/or replaces certain items by
changing the design or materials, with prior approval of the Purchaser such change
shall not, in any way, reduce the performance guarantees of the plant as mentioned
elsewhere in the Contract.
5.26.14 If any drawings/documents supplied by the Contractor are found to be incorrect or
incomplete within the life of the project, the Contractor shall correct or complete such
drawings/documents at his cost within the shortest possible time. Contractor shall
continue to update and revise the Operating manual (if supplied) till the end of the
warranty period, as required, to reflect any changes made by Contractor in operating
or maintenance procedures, the final ‘as built’ configuration of the plant, improvement
in the original manual or Contractor’s implementation of revisions required by the
Purchaser.
5.26.15 The spare parts (where supplied) shall be packed by the Contractor in such a manner,
so as to not to require any reconservation by the Purchaser within the warranty period.
5.26.16 Notwithstanding the above, the Contractor is liable for any inherent defects in the
supplies / services provided by the Contractor, for the design life of the equipment.
5.26.17 The issue of acceptance certificate/ inspection certificate/ approval by the
Purchaser/Consultant shall in no way relieve the Contractor from the provisions of
Warranty clause 5.26.
6. PARTICIPATION OF PURCHASER’S ENGINEERS
6.1 For basic design and detail engineering of Plant and Equipment carried out by Contractor /
Subcontractors, Purchaser reserves the right to depute his / Consultants' engineers
hereafter called Purchaser’s Engineers, to participate in this work.
6.2 The participation assignment, number of Purchaser’s engineers, their technical disciplines
and the period of participation shall be mutually agreed.
6.3 The Contractor shall provide all opportunities and information to Purchaser’s engineers to
get acquainted with the technical know-how and the methods and practices adopted by the
Page 35

Contractor in basic and detail engineering. The Contractor shall provide documents,
drawings, calculations etc. as may be required by Purchaser’s Engineers.
6.4 The Contractor shall provide free of charge office accommodation, office facilities,
secretarial services, communication facilities, general and drawing office stationary, etc. as
may be reasonably required by the Purchaser’s engineers. Similarly, facilities shall also be
provided by Contractor's sub-contractors, if such basic and detail engineering activities are
carried out in the design offices of sub-contractors.
6.5 At all times the Purchaser’s Engineers shall remain employees of the Purchaser or
Consultant as the case may be.
6.6 The Purchaser shall bear all costs relating to airfares, local travel, residential
accommodation and subsistence in respect of Purchaser’s engineers.
7. PROCUREMENT / SUPPLIES
7.1 Maximization of Indian Supplies and Services
The Contractor shall make all efforts to maximize the supplies and services from Indian
sources, except for those items for which imported items are specifically agreed to.
7.2 Customs Clearance
Customs Clearance, if any, of imported equipment shall be the sole responsibility of the
Contractor and no documentation shall be provided by the Purchaser in this regard. All
costs and expenses including port rent, demurrage, and wharfage charges are deemed to
be included in the Contract Price.
7.3 Shipping Documents for material consigned to site as specified in the Special
Conditions of Contract
The Contractor shall arrange to dispatch the following documents to the Purchaser:
a) One (1) Original and three (3) photo copies of the clean transporter’s (rail, truck,
etc.) receipt.
b) One (1) Original and three (3) photo copies of Contractor's signed invoice (excise /
commercial as applicable) along with sub-supplier's invoice, if any (applicable for
bought out items)
c) Four (4) copies of challan and packing list.
d) One copy of Purchaser's certificate accepting shipment
e) One copy of inspection certificate or waiver certificate issued by the
Purchaser/his authorised representative.
f) Four (4) copies of certificate from the Contractor to the effect that the contents in
each case are not less than that entered in the invoices and packing.
g) Four (4) copies of warranty / guarantee certificates.
Page 36

h) A declaration by the Contractor/ Manufacturer that the spares supplied shall fit in
the main equipment supplied (if spares are supplied)
i) A declaration that Excise invoice (transporter's copy) has been handed over to the
transporter.
The Contractor shall ensure that the above documents are received by the Purchaser at
least 3 days before the receipt of materials at place of arrival.
7.4 Details of Consignee and other formalities will be issued after effective date of Contract.
7.5 Whether the spares are ordered along with main equipment or not, the Contractor shall
undertake to supply operating and maintenance spares at reasonable price and reasonable
delivery period (ex-stock in case of consumable spares) at any time later during the life of
the Plant on request from the Purchaser. In case during the life of the Plant, any spare(s)
becomes obsolete or goes out of OEM’s production programme, the Contractor through its
manufacturer shall serve prior written notice of not less than twelve (12) months to the
Purchaser to that effect and furnish detailed manufacturing drawings to the Purchaser for
such spares, if not already furnished. Contractor shall also ensure that the Purchaser is in a
position to procure such spares in sufficient quantities at reasonable prices before these
become obsolete or go out of production programme as stated above.
8. INSPECTION AND TESTING
8.1 The Purchaser or his authorized agent shall have the right of inspection and testing the
contract work or any part thereof at any stage during the manufacture and the Contractor
on demand from the Purchaser shall carry out such tests in an appropriate manner in the
presence and free of charge to Purchaser. Should the Contractor himself not be in a
position to carry out the tests, he shall, within five (5) days of receipt of the Purchaser's
demand prepare specimen and samples and send them at his own cost to such testing
stations as the Purchaser may specify and the cost of the test so effected shall be to the
Contractor's account. However, cost pertaining to the Purchaser's inspection personnel
shall be borne by the Purchaser.
8.2 The Contractor shall bear all costs of any and all inspections and tests.
8.3 Should a part of the plant be manufactured not on Contractor's own premises but on other
premises, the Contractor shall likewise obtain permission for the Purchaser/his authorized
representative to inspect and test the work as if the said plant were being manufactured on
the Contractor’s premises.
8.4 Within 15 days after the effective date of Contract, the Contractor shall submit a detailed
Quality Assurance Plan (QAP), covering all activities under scope of supply of the
Contractor and all stages of inspection, for the Purchaser to comment / approve the same,
and indicate Purchaser’s / Consultants’ hold points.
8.5 The Contractor shall submit to the Purchaser quarterly programme of inspection and tests
one-month in advance of the commencement of the calendar quarter. The inspection and
tests shall be so planned as not to impede the progress of manufacture of the subject
items. The Contractor shall give the Purchaser a minimum of ten days (10) days clear
notice of any work being ready for inspection and tests specifying the period likely to be
Page 37

required for such inspection and tests. Thereafter, the Purchaser or his inspector shall,
unless inspection or test is voluntarily waived, attend at the contractor's or his sub-
contractor's premises, such inspection and tests within seven (7) days of the date on
which the equipment is notified as being ready for inspection and test. Should the
Purchaser fail to attend such inspection and test, the Contractor may proceed with the
inspection and test at his option which shall be deemed to have been made in the
Purchaser's presence and shall forthwith forward to the Purchaser copies of inspection
certificates for acceptance by the Purchaser. The proforma and number of copies for
inspection/test certificates shall be mutually agreed.
8.6 The Contractor shall furnish to the Purchaser/his authorized inspector, five (5) copies of
unpriced purchase orders including detailed technical specification and drawings placed
on his sub-contractors/sub-suppliers as soon as such orders are placed by the Contractor,
but in any case not later than two (2) months before the expected date of the equipment
getting ready for inspection.
8.7 In cases where the Purchaser have to conduct the inspection, whether at the premises or
works of the Contractor or of any sub-contractor, the Contractor shall, provide free of
charge to the Purchaser such labour, materials, electricity, fuel, water, stores, apparatus
and instrument and/or facilities as may reasonably be deemed required to carry out
efficiently such tests of the plant in accordance with the contract and shall give all such
facilities to the Purchaser or his authorised representative to accomplish such tests.
8.8 When the inspection/tests have been satisfactorily completed at the contractor’s or his
sub-contractor's premises, the Purchaser shall issue a certificate to that effect (to the
extent such certificate is required to be delivered by the Purchaser pursuant to this
Contract). If the tests were not witnessed by the Purchaser or his representative the
certificate shall be issued on receipt of the inspection and tests report from the contractor
but not later than 10(10) days after the receipt of the said report by the Purchaser and
satisfaction of the Purchaser that such test have been satisfied.
8.9 In case any Equipment fails in inspection/tests or the test reports are not satisfactory, the
Purchaser shall reject or demand rectification / re-inspection. Re-inspection/retest shall be
carried out only after necessary rectification work/replacement by the Contractor.
8.10 No Plant, Equipment and Material shall be shipped before the inspection certificate /
waiver certificate and dispatch clearance have been issued by the Purchaser.
8.11 In the case of commissioning spares, operating and maintenance spares and insurance
spares, the same shall be offered for inspection along with the main equipment.
8.12 The inspection, examination or testing carried out by the Purchaser shall not relieve the
Contractor from any of his obligations under this Contract.
9. PACKING & FORWARDING
9.1 The Contractor shall include and provide for securely protecting and packing the materials
so as to avoid loss or damage during handling and transport by air, sea, rail and road or
any other means.
Page 38

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