NATIONAL HIGHWAYS AUTHORITY OF INDIA

(MINISTRY OF ROAD TRANSPORT & HIGHWAYS, GOVT.OF INDIA)

Construction Supervision of Toll Plazas, including road works and building works at various locations along Golden Quadrilateral and NS & EW Corridors

PACKAGE - I

REQUEST FOR PROPOSAL (RFP) APRIL 2002

CONTENTS

S.No. 1. 2.

Section Section-1 Section-2 : :

Title Letter of Invitation Information to consultants and Data sheet Technical Proposal (Standard Format) Financial Proposal (Standard Format) Terms of Reference (TOR) Standard Form of Contract Agreement and General Conditions of contract

3.

Section-3

4.

Section-4

5. 6.

Section-5 Section-6

: :

SECTION - 1
No. NHAI/20030/1/CM/2001/ Dated:

LETTER OF INVITATION (LOI) To

Sub: Construction Supervision of Toll Plazas, including road works and building works at various locations along Golden Quadrilateral and NS & EW Corridors Ref: Your submission of Expressions of Interest for the above work.

Sir, 2.1.1 1. National Highways Authority of India (NHAI) , wishes to

construct Toll Plazas, including road works and building works at various locations along Golden Quadrilateral and NS & EW Corridors. To obtain technical assistance for the design, planning and construction supervision of toll plazas, National Highways Authority of India invites proposal

from the highly qualified consultants for rendering consultancy services for proposed contract packages as detailed:
Package Section NH No. 1 8 8 Location Km. 132, 213 & 296. Km. 204.50 ManoharPur To be finalised State

I II III

Panipat Jalandhar Gurgaon - Jaipur Manor Mumbai

Haryana/Punjab Rajasthan Gujarat/ Maharashtra

2.

A Firm wi ll be selected under quality and cost based selection (QCBS) and procedures described in this RFP. 1. The RFP includes the following documents: Section 1 : Letter of Invitation (LOI)

Section 2 Section 3 Section 4 Section 5 Section 6

: : : : :

Information to Consultants and Data sheet Technical Proposal (Standard Format) Financial Proposal (Standard Format) Terms of Reference (TOR) Standard Form of conditions of contract Contract and General

2. Please Inform us on receipt: That you received the letter of invitation; and Whether you will submit a proposal.

Yours faithfully,

(S.S.P. Sinha) GM (Corridor Mgt.) For Member (Corridor Management).

SECTION-2 INFORMATION TO CONSULTANTS 2.1. INTRODUCTION

2.1.2 National Highways Authority of India (NHAI), wishes to construct Toll

Plazas, including road works and building works at various locations along Golden Quadrilateral and NS & EW Corridors. To obtain technical assistance for the design, planning and construction supervision of the proposed contract packages as detailed:
Package Section NH No. 1 8 8 Location Km. 132, 213 & 296. Km. 204.50 ManoharPur To be finalised State

I II III

Panipat Jalandhar Gurgaon - Jaipur Manor Mumbai

Haryana/Punjab Rajasthan Gujarat/ Maharashtra

2.1.2 The entire consultancy assignment as stated above comprises the contract packages. 2.1.3 A brief description of the Assignment and its objectives are given in the enclosed Data Sheet and the Terms of Reference. 2.1.4 The client named in the Data Sheet will select a firm from, in accordance with the method of selection indicated in the data sheet among, those shortlisted in the Letter of Invitation. 2.1.5 The consultants are invited to submit a Technical Proposal and a Financial Proposal as specified in the Data Sheet (the Proposal) for consulting services required for the Assignment named in the Data Sheet. The Proposal will be the basis for selection, contract negotiations and ultimately signing of a contract with the selected firm. 2.1.6 To obtain first hand information on the Assignments and on the local conditions, consultants are encouraged to pay a visit to the project sites before submitting a proposal. Consultants must familiarise themselves with the local conditions and take them into account in preparing the proposal.

2.1.7 Please note that the Client is not bound to accept any of the proposals submitted. 2.1.8 Costs of preparing the proposal and of negotiating the contract, including visits to the Client and the project area, are not reimbursable as a direct cost of the assignment 2.1.9 The proposals must be properly signed as detailed below: 2.1.9(a) i. ii. by the proprietor in case of a proprietary firm. by the partner holding the Power of Attorney in case of a firm in partnership (A certified copy of the Power of Attorney shall accompany the Proposal). by a duly authorised person holding the Power of Attorney in case of a Limited Company or a corporation (A certified copy of the Power of Attorney shall accompany the proposal).

iii.

2.1.9. (b) In case a Joint Venture/Association of two or more firms, the proposal shall be accompanied by a certified copy of legally binding Memorandum of Understanding (MOU), signed by all firms to the joint venture,/Association confirming the following therein: i. ii. Date and place of signing; Purpose of Joint Venture/Association (must include the details of contract works for which the joint venture has been invited to bid); A clear and definite description of the proposed administrative arrangements for the management and execution of the assignment. Delineation of duties / responsibilities and scope of work to be undertaken by each firm alongwith resources committed by each partner of the JV /Association for the proposed services; An undertaking that the firms are jointly and severally liable to the Employer for the performance of the services and, The authorised representative of the joint venture/Association

iii.

iv.

v.

vi.

It is expected that one of the firms of the Joint Venture/Association will act as the lead firm representing the Joint Venture/Association. The duties, responsibilities and powers of such lead firm shall be specifically included in the MOU / agreement. It is expected that the lead partner would be authorised to incur liabilities and to receive

instructions and payments for and on behalf of the Joint Venture/Association.

2.1.10 The project requires that consultants provide professional, objective

and impartial advice and at all times hold the Clients interests paramount, without any consideration for future work, and strictly avoid conflicts with other assignments or their own corporate interests. 2.1.11It is the NHAIs policy that the consultants under domestic funded contracts observe the highest standard of ethics during the selection and execution of such contracts. In pursuance of this policy, the NHAI; a) defines, for the purposes of this provision, the terms set forth below: i) corrupt practice means the offering, giving, receiving, or soliciting of anything of value to influence the action of an official in the selection process or in contract execution; and fraudulent practice means a misrepresentation of facts in order to influence a selection process or the execution of a contract to the detriment of the Client and includes collusive practices among consultants (prior to or after submission of proposals) designed to establish prices at artificial, noncompetitive levels and to deprive the Client of the benefits of free and open competition.

ii)

b)

Will reject a proposal for award if it determines that the firm recommended for award has engaged in corrupt or fraudulent activities in competing for the contract in question. Will declare a firm ineligible, either indefinitely or for a stated period of time to be awarded a domestic financed contract if it at any time determines that the firm has engaged in corrupt or fraudulent practices in competing for or in executing, a domestic financed contract; and Will have the right to require that, in domestic financed contract, a provision be included requiring consultants to permit the NHAI to inspect their accounts and records relating to the performance of the contract and to have them audited by authorized representatives of NHAI.

c)

d)

2.2

CLARIFICATION AND AMENDMENT OF RFP DOCUMENTS

2.2.1 To enable you to prepare a proposal, please find and use the attached Documents listed in the Data Sheet. 2.2.2 Consultants requiring a clarification of the Documents must notify the Client, in writing, not later than 15 days before the proposal submission date. Any request for clarification in writing or by telefax must be sent to the Clients address indicated in the Data Sheet. The Client will respond by cable, telefax to such requests and copies of the response will be sent to all invited Consultants. 2.2.3 At any time before the submission of proposals, the client may, for any reason, whether at its own initiative or in response to a clarification requested by an invited consulting firm, modify the Documents by amendment. The amendment will be notified in writing or telefax to all invited consulting firms and will be binding on them. The Client may at its discretion extend the deadline for the submission of proposals.

2.3

PREPARATION OF PROPOSAL Consultants are requested to submit the technical and a financial proposal separately in two envelopes. The proposal shall be written in English language.

2.3.1 Technical Proposal i). Consultants are expected to examine all terms and instructions included in the Documents. Failure to provide all requested information will be at their own risk and may result in rejection of their proposal. During preparation of the technical proposal consultants must give particular attention to the following:

ii).

a)

Majority of the key professional staff proposed may preferably be employees of the firm, unless otherwise indicated in the Data Sheet. No alternative to key professional staff may be proposed and only one C.V. may be submitted for each position; A good working knowledge of English Language is essential for key professional staff on this assignment.

b)

c)

d) 2.3.2

All reports must be in English Language.

The technical proposal shall include but be not limited to the following: i. Firms Organisation Structure and Relevant Experience (including details of previous experience and project sheets). ii. Any comments or suggestions on the TOR and on the data. iii. Description of Methodology and work plan for performing the assignment. iv. Details of equipment, vehicles, office infrastructure, communication facilities, their respective numbers and details of licenses for equipment and software proposed to be used for the assignment; v. The composition of the proposed Team and Task Assignment to Individual Members: The general description of qualifications, experience and tasks to be performed by the various experts in the format given in Section 3 Technical Proposal (3-E). The tasks to be assigned to each member of the proposed team should conform to but not be limited to the generalised tasks expected to be performed as per TOR. The consultant should take into account the various stipulations in the TOR and assign tasks to individual members of the Team. vi. Curriculum Vitae(C.V.) recently signed by the proposed key professional staff and also an authorised official of the Firm. The key information shall be as per the format given in Section 3 Technical Proposal (3-G) vii. Estimates of the total time effort (person x months) to be provided for the services, supported by bar diagrams showing the time proposed (person x months) for each Key Professional staff. viii. Any additional information requested in data sheet.

2.3.3 The Technical Proposal must not include any financial information.

2.3.4 Financial Proposal i) The financial proposal should include all costs associated with the assignment. The financial proposal shall be furnished for key personnel, supporting staff, fully furnished office accommodation, transportation, equipment, vehicles, supplies, communication facilities etc. commensurate with the work requirement. The format for the financial proposal is given in Section-4. The contract shall be finalised on lump sum basis. However, the details furnished in Section-4 will form the basis of evaluation and comparison of the financial bid. The financial proposals shall be prepared to cover the tasks mentioned in the TOR and also the tasks required to be carried out in order to meet the objectives. The financial proposal shall take into account the tax liability and cost of insurance specified in the Data Sheet . Costs shall be expressed in Indian Rupees. All payments shall also be made in Indian Rupees by the National Highways Authority of India. For the purpose of repatriating any amount in foreign currency pertaining to remuneration part, the necessary certificates shall be issued by NHAI. Payment for the consultancy services shall be made on monthly basis.

ii)

iii)

iv)

iv)

2.4

SUBMISSION OF PROPOSALS 2.4.1 Consultants must submit one original proposal and the number of copies indicated in the Data Sheet. Each proposal will be sealed in an outer envelop which will bear the address and information indicated in the Data Sheet. The envelope must be clearly marked: DO NOT OPEN, EXCEPT IN PRESENCE OF THE EVALUATION COMMITTEE i) This outer envelope will contain two separate envelopes, one clearly marked Technical Proposal and the other clearly marked Financial Proposal (both envelopes indicating original or copy as appropriate).

ii)

In the event of any discrepancy between the copies of the proposals, the original must govern. The original and each copy of the technical and financial proposal must be prepared in indelible ink and must be signed by the authorised representative of the consultants. The letter of authorization must be confirmed by a written power of attorney accompanying the proposals. The person or persons signing the proposal must initial all pages of the technical and financial proposals.

2.4.2 The proposal must contain no interlineation or overwriting except as necessary to correct errors made by the Consultants themselves, in which cases such corrections must be initialed by the person or persons signing the proposal. 2.4.3 The completed technical and financial proposal must be delivered on or before the time and date stated in the Data Sheet. 2.4.4 The proposal must be valid for the number of days stated in the Data Sheet from the closing date during which you must maintain available the professional staff proposed for the assignment. The Client will make its best effort to complete negotiations at the location stated in the Data Sheet within this period.

2.5

PROPOSAL EVALUATION A two-stage procedure will be adopted in evaluating the proposals: (i) a technical evaluation, which will be carried out prior to opening any financial proposal; (ii) a financial evaluation. Firms will be ranked using a combined technical/financial score, as indicated below. The technical proposal should score at least 75 points out of 100 to be considered for financial evaluation.

2.5.1 Evaluation of Technical Proposal The evaluation committee appointed by the Client will carry out its evaluation applying the evaluation criteria and point system specified in the Data Sheet . Each responsi ve proposal will be attributed a technical score (St.).

2.5.2 Opening and Evaluation of Financial Proposals; Ranking i) After the evaluation of quality is completed, the Client shall notify those consultants whose proposals did not meet the minimum qualifying mark or were considered non-responsive to the RFP and Terms of Reference, indicating that their Financial Proposals will be returned unopened after completing the selection process. The client shall simultaneously notify the consultants that have secured the minimum qualifying mark, indicating the date and time set for opening the Financial Proposals. The notification may be sent by registered letter, cable, facsimile, or electronic mail. The Financial Proposals shall be opened in the presence of the consultants representatives who choose to attend. The name of the consultant, the quality scores, and the proposed prices shall be read loudly and recorded when the Financial Proposals are opened. The client shall prepare minutes of opening. The Evaluation Committee will determine whether the Financial Proposals are complete, (i.e. whether they have costed all items of the corresponding Technical Proposals, if not, the client will cost them and add their cost to the initial price) and correc t any computational errors. The lowest Financial Proposals (Fm) will be given a financial score (Sf) of 100 points. The financial scores (Sf) of the other Financial Proposals will be computed as indicated in the Data Sheet. Proposals will be ranked according to their combined technical (St) and Financial (Sf) scores using the weights (T = the weight given to the Technical Proposal & F = the weight given to the Financial Proposal; T + F = 1) indicated in the Data Sheet: S = St x T% + Sf x F%. The firm achieving the highest combined technical / financial score will be invited for negotiations.

ii)

iii)

iv)

2.6

NEGOTIATIONS

2.6.1 Negotiations will be held at the address indicated in the Data Sheet and normally take two to five days. The aim is to reach an agreement on all points and sign a contract. 2.6.2 Negotiations will commence with discussion of the technical proposal, the proposed methodology (work plan), staffing and

any suggestions made by the firm to improve the TOR. Agreement must then be reached on the final TOR, the staffing and bar charts, which will indicate activities, staff, periods in the field and in the home office, staff months, logistics and reporting. The financial proposal is subject to rationalization. 2.6.3 The Financial Negotiations will include a clarification (if any) of the firms tax liability in the Clients country, and the manner in which it will be reflected in the contract; and will reflect the agreed technical modifications in the cost of the services. Unless there are exceptional reasons, the financial negotiations will involve neither the remuneration rates for staff (no breakdown of fees) nor other proposed unit rates. 2.6.4 Having selected Consultants, among other things, on the basis of an evaluation of proposed key professional staff, the Client expects to negotiate, within the proposal validity period, a contract on the basis of this staff named in the proposal and, prior to contract negotiations, will require assurances that the staff will be actually available. 2.6.5 The negotiations will conclude with a review of the draft form of the contract. To complete negotiations the Client and the firm will initial the agreed contract. If negotiations fail, the Client will invite the firm whose proposal received the second highest score to negotiate a contract. 2.7 AWARD OF CONTRACT 2.7.1 The Contract will be awarded following Negotiations. After negotiations are completed, the Client will promptly notify other consultants on the shortlist that they were unsuccessful and return the Financial Proposals of those consultants who did not pass the technical evaluation. 2.7.2 Consultants are expected to commence the Assignment on the date as specified in data sheet.

2.8

CONFIDENTIALITY Information relating to evaluation of proposals and recommendations concerning awards shall not be disclosed to the consultants who submitted the proposals or to other persons not officially concerned with the process, until the winning firm has been notified that it has been awarded the contract.

D ATA SHEET INFORMATION TO CONSULTANTS Reference A.1 The name of the Client is: National Highways Authority of India G 5 & 6, Sector 10, Dwarka, New Delhi - 110 045.

The method of selection is: Quality and Cost Based Selection (QCBS) A.2 Objectives and description of the Assignment: The main objective of this assignment is to obtain technical assistance for
the design, planning and construction supervision of toll plazas being undertaken by NHAI in full compliance of design,

specifications and other stipulations of the contract documents of the contractor. Consultancy services will be for design, planning and construction supervision of toll plazas: The detailed description of services are mentioned in the Terms of Reference.

A.3

The pre-proposal conference will be held: Date : Time : Venue: 20.05.2002 1500 hrs. National Highways Authority of India G 5 & 6, Sector10, Dwarka, New Delhi - 110 045.

B.1

The names and addresses of the Officials are:

Mr. Mukesh Kacker, Member (CM) NHAI, Plot no. 5 & 6, Sector10, Dwarka, New Delhi - 110 045. Fax: +91-11-5080360, 5080460 Telephone: +91-11-5074100 Extn. 1608 Mr. Praveen Singh, Director (CM) NHAI, Plot no. 5 & 6, Sector10, Dwarka, New Delhi - 110 045. Fax: +91-11-5080360, 5080460 Telephone: +91-11-5080272

Mr. S.S.P. Sinha, General Manager (CM), NHAI, Plot no. G5 & 6, Sector10, Dwarka, New Delhi - 110 045. Fax: +91-11-5080360, 5080460 Telephone: +91-11- 5074100 Extn. 1408

B.2

Clar ification may be requested on or before 15.05.2002. The address for requesting clarification is Mr. S.S.P. Sinha General Manager (Corridor Mgt.) National Highways Authority of India
Plot no. G5 & 6, Sector10, Dwarka, New Delhi - 110 045. Fax: +91-11-5080360, 5080460 Telephone: +91-11- 5074100 Extn. 1408

C.1

Proposals should be submitted in English (i) The estimated number of professional staff months and their minimum experience required for the assignment shall be as mentioned in TOR. Reports which are part of the assignment must be written in English.

(ii)

C.2 D.1

The consultants to state local costs in Indian Rupees. Consultants must submit: Technical Proposal: One original + One copy Financial Proposal: One original + One copy

D.2

The proposal submission is to:

Mr. Mukesh Kacker, Member (CM) NHAI, Plot no. 5 & 6, Sector10, Dwarka, New Delhi - 110 045. Fax: +91-11-5080360, 5080460 Telephone: +91-11-5074100 Extn. 1608

The information on the outer envelope should also include:

PROPOSALS FOR CONSULTANCY SERVICES FOR IMPLEMENTATION AND S UPERVISION OF OPERATIONS AND MAINTENANCE CONTRACT PACKAGE -

D.3

Proposals must be submitted no later than the following date and time: 27.05.2002 till 17.00 hrs. The proposal of the Consultant should be valid for 120 days from the last date of submission. The address to send information to the client is
Mr. Mukesh Kacker, Member (CM) NHAI, Plot no. 5 & 6, Sector10, Dwarka, New Delhi - 110 045. Fax: +91-11-5080360, 5080460 Telephone: +91-11-5074100 Extn. 1608

D.4

E.1

F.

i)

Manning Schedule : The consultant shall prepare manning schedule for deployment of key personnel in accordance with the TOR requirements Permanent Employment of the Staff with the firm: The Team Leader shall preferably be the regular employee of the main Consultant.

ii)

G.1

The points given to evaluation criteria are: Evaluation Criteria for Technical Proposal S.N I II III IV V Description Consultants relevant experience in design,
planning and construction supervision of toll plazas

Points 15 10 5 65 5 100

The Approach and methodology proposed including Work Plan Equipment (all types) and Software Proposed to be used Qualification of the Proposed Key Personnel Site appreciation, site organization, staffing Total

The weightage points given to evaluation sub-criteria for qualification and competence of key staff are: Weight (%) General Qualification 25 Relevant Experience and Adequacy for 70 the Assignment Permanent Employment with the firm 5 Total 100 The Minimum Technical Score required to pass is: 75 Points The technical proposal should score at least 75 points out of 100 to be considered for financial evaluation. Financial proposals of the firms securing less than 75 points in technical evaluation shall not be opened. G.2 The formula for determine the financial score is the following: Sf = 100 x Fm / F, in which Sf is the financial score, Fm is the lowest price, and F is the price of the proposal under consideration The weightage (T) given to the Technical Proposal: 70%. The weightage (F) given to the Financial Proposal: G.3 The single currency for price is: Indian Rupees The source of official selling rate is: SBI, B C Selling Rate of Exchange The date of Exchange rate: The last date for submission of proposals as indicated in clause D.3 of Data Sheet: G.4 The address for negotiation is: National Highways Authority of India
Plot No. 5 & 6, Sector10, Dwarka, New Delhi - 110 045. Fax: +91-11-5080360, 5080460 Telephone: +91-11- 5074100

30%

SECTION - 3 TECHNICAL PROPOSAL (STANDARD FORMS)

3A - TECHNICAL PROPOSAL SUBMISSION FORM FROM: _______________________________ ______________________________ _______________________________ _______________________________ TO: ______________________________ ______________________________ ______________________________ ______________________________

Sir:

Subject:

Consultancy Services for (name of the project)

____________________________ ____________________________ Regarding Technical Proposal

I/We _____________________________ Consultant/ Consultancy firm herewith enclose Technical Proposal for selection of my/our firm/organization as Consultant for_________ (name of the project)

Yours faithfully,

Signature ___________________ Full Name __________________ Designation _________________ Address ____________________

__
(Authorized Representative)

3B - FIRMS REFERENCES Relevant Services Completed in the Last Ten Years Which Best Illustrate Qualifications
The following information should be provided in the format below for each reference assignment for which your firm, either individually as a corporate entity or as one of the major companies within a consortium partner in Joint venture, was legally contracted by the client stated below: Assignment Name: Country:

Location within Country:

Professional Staff Provided by your firm: No. of Staff :

Name of Client:

Address:

No. of Staff Months :

Start Date (Month / Year)

Completion Date Approx. Value of (Month / Year) Services : (in Indian Rupees) :

Name of Association Firm(s) with their No. of Months of Professional position (if any): Staff provided by Associated Firm(s)
Name of Senior Staff (Project Director / Coordinator, Team Leader) involved and functions performed:

Narrative Description of Project: Description of Actual Services Provided by your Staff: (Consultancy for implementation

and supervision of operations and maintenance works.

3C - APPROACH AND METHODOLOGY PROPOSED FOR PERFORMING THE ASSIGNMENT (Not more than 3 pages)

CONSULTANT NAME:

The approach and methodology will be detailed precisely under the following topics. 1) 2) 3) 4) Understanding of the assignment Composition of the team Designated Engineer and responsibilities Duties and responsibilities of the Team Leader & other key personnel Methodology for supervising the Work of the contractor Quality Assurance System Reporting procedure

5)

6) 7)

Note: 1. The approach & methodology should be precise, to the point and relevant to the assignment. 2. Marks will be deducted for writing lengthy and out of context approach and methodology.

3D - COMMENTS/ SUGGESTIONS OF CONSULTANT (Not more than 1 page)

On the Terms of Reference: 1. 2. 3. 4. 5.

On the Data, services and facilities to be provided by the Client indicated in the Terms of Reference. 1. 2. 3. 4. 5.

3E - COMPOSITION OF THE TEAM PERSONNEL AND THE TASK WHICH WOULD BE ASSIGNED TO EACH TEAM MEMBER

1.

Key Personnel

_____________________________________________________________________________ Sl.No. Name Position Task assignment _____________________________________________________________________________ 1. 2. 3. 4. ___________________________________________________________________________

3 F - Junior Technical Staff ___________________________________________________________________________ Sl.No. Name Position Task assignment ___________________________________________________________________________ 1. 2. 3. 4. _____ _________________________________________________________________________

3G. F ORMAT OF CURRICULUM VITAE (CV) FOR PROPOSED PROFESSIONAL STAFF

Proposed Position: Name of Firm: Name of Staff: Profession: Date of Birth: Years with Firm/Entity: Membership in Professional Societies: Nationality:

Detailed Tasks Assigned:

Key Qualifications: [Give an outline of staff members experience and training most pertinent to tasks on assignment. Describe degree of responsibility held by staff member on relevant previous assignments and give dates and locations.]

Education: [Summarize college/university and other specialized education of staff member, giving names of schools, dates attended, and degrees obtained. Employment Record: [Starting with present position, list in reverse order every employment held. List all positions held by staff member since graduation, giving dates, names of employing organizations, titles of positions held, source of funding (World Bank, ADB, JBIC, UN etc.) for the projects handled, types of contract document used (FIDIC e,g,) and locations of assignments. For experience, also give types of activities performed and client references, where appropriate.]

Languages: [For each language indicate proficiency: excellent, good, fair, or poor; in speaking, reading, and writing] Certification: I, the undersigned, certify that to the best of my knowledge and belief, this biodata correctly describes myself, my qualification and my experience. Signature of the Candidate __________________________ Place _________________________ Date _________________________

Signature of the Authorized Representative of the firm_______________________ Place ________________________ Date _________________________

Note : The CV Shall be signed by both the person and the

Authorized Representative of the firm.

SECTION - 4 FINANCIAL PROPOSAL (STANDARD FORMS)

4A - FINANCIAL PROPOSAL
FROM:
_______________________________ ______________________________ _______________________________ _______________________________

To:
______________________________ ______________________________ ______________________________ ______________________________

Sir:

Subject:

Consultancy Services for (name of the project) ____________________________ ____________________________

Regarding Financial Proposal

I/We _____________________________ Consultant/ Consultancy firm herewith enclose Financial Proposal for selection of my/our firm/organization as Consultant for_________ (name of the project)

Yours faithfully,

Signature ___________________ Full Name __________________ Designation _________________ Address ____________________

_____________________ (Authorized Representative)

4B CONSULTANCY SERVICES FOR PACKAGE __ (NAME OF THE PROJECT) Abstract of Cost (In Rs.)

A B. C.

Remuneration (including escalation) Out of Pocket Expenses Miscellaneous Cost (reimbursable) Total

D.

Service Tax @ 5% on remuneration only or as applicable Total

(Rupees in words)

4C - CONSULTANCY SERVICES FOR PACKAGE ______ NAME OF THE PROJECT) Local Currency Cost Estimates A. Remuneration (Expressed in Indian Rupees) Name Title

Estimated Number of Manmonth Inputs

Monthly Rate

Estimated Amount

(a) Technical Staff 1. To be named 2. To be named 3. To be named 4. (b) Junior Staff 1. To be Named 2. To be Named Team Leader

Field Service Total NOTE: 1) 2) The man month rates should be inclusive of residential accommodation, allowances, Income tax, With holding tax, Personnel taxes etc. The man-month inputs mentioned above are indicative. These would be mobilised as per the requirement at site and shall be reimbursed as per actual inputs. Service tax payable in India as applicable at the time of payment shall be reimbursed / paid.

3)

Consultancy Services for implementation and supervision of operations and maintenance work ____________ (Name of the Project) B. Out of Pocket Expenses (Expressed in Indian Rupees) Unit a. Per Diem Allowance (Fixed rate) Senior Personnel Junior Personnel b. Cost of Transport (Fixed rate) Per month Per month Included in Agreed Fixed Monthly Rate Quantity Unit Rates Total

Per Car rental including O & M month c. Office Supplies, Consumables, Stationary & Report Production (Fixed rate Office supplies including operations & Per maintenance month d. Communications (Fixed rate) Communications (telephone, fax, postage etc.) e. Maintenance of Office Equipment and Consumable (Fixed rate) & Office Accommodations including furnishing (rental) (Fixed rate) f. Travel to Delhi (Fixed Cost) Senior Personnel Junior Personnel g. Travel to other places L.S. provision (as per actuals but limited to) Per trip Per trip Per Month Per month

L.S. Total

Note: No escalation will be payable on out of pocket expenses

Consultancy Services for Construction Supervision, Package ________________ (Name of the project) C. Miscellaneous Costs Rental Charges for following Office Equipments (Expressed in Indian Rupees) Quantity Office Equipment (Rental) 1 Computer-Pentium IV (including UPS) all complete (HP/Compaq/IBM) 2 Laser Printer A3/A4 size HP LaserJet 5000 3 Computer Software - Microsoft Office 2000 (Premium) - MS Project - HDM 4 - AutoCAD Rel. 2000 - Antivirus - Other Useful softwares related to the project 5 Photocopier 6 Fax Machine 7 Binding Machine 8 Refrigerator 9 Telephone Connection including installation 10 Generating Set Rental Charges per month of above equipment (Sl. Nos. 1 to 10) TOTAL Unit Rates Total

2 1

2 1 1 1 1 1 1 1 1 2 1

Any additional equipment required for efficient implementation of the project shall be hired by the consultant within the above cost and no additional cost is payable.

Note: No escalation will be payable on miscellaneous cost.

Construction Supervision of Toll Plazas including road & building works at various locations along Golden Quadrilateral and NS & EW Corridors
TERMS OF REFERENCE (TOR)
5.1 Background of project - General Introduction

5.1.1 The National Highways Authority of India (NHAI) has been given the mandate to upgrade to 4/6 lanes (dual carriageway) about 13,000 km of the existing National Highway corridors connecting the four metros of Delhi, Mumbai, Chennai and Calcutta forming the Golden Quadrangle (GQ) and Srinagar to Kanyakumari and Silchar to Porbandar (NS & EW Corridor) in India, besides a number of other Highway projects like Port connectivity, development of bypasses etc. Some of the stretches on the corridors are already 4-laned and on some sections the work of improvements is in progress. The work on GQ is targeted for substantial completion by the end of 2003 and on the NSEW corridor by 2007. 5.1.2 The main role of Corridor Management is to enhance the overall performance of National Highway Corridors through cost effective maintenance, engineering and improved operational management. The objectives would be to preserve assets, improve safety and reduce travel time and in lieu of these facilities the specified toll as per ministry guidelines should be collected. The NHAI, therefore, wishes to construct Toll Plazas, including road works and building works at various locations along Golden Quadrilateral and NS & EW Corridors. To obtain technical assistance for the design, planning and construction supervision of toll plazas being undertaken by NHAI as detailed below: Table - 5 (a)
Package Section NH No. 1 Location Km. 132, 213 & 296. Km. 204.50 ManoharPur To be finalised State

I II III

Panipat Jalandhar

Haryana/Punjab

Gurgaon - Jaipur Manor Mumbai

8 8

Rajasthan Gujarat/ Maharashtra

The consultant services have been broadly classified into two phases. Phase - I includes traffic data collection, topographic survey and review of tender drawings

and their justification with respect to design to ensure a sufficient spare capacity in relation with the average traffic flow including future growths along with proposals for their improvements/modifications where ever required. Where as in phase - II the construction supervision of the proposed civil work has been taken. The supervision consultancy services broadly include project management, supervise the work and approve the materials and workmanship of the work in cooperation and in consultation with the employer ensuring timely completion of the project with respect to specified contract documents. The Employer will be the National Highways Authority of India, the executing agency of the Ministry of Road Transport and Highways (MORTH). The Engineer in terms of the works contract to be eventually drawn up for the execution of the wo rks will be the Consulting Firm/JV, acting through the CEO (Chief Executive Officer) of the firm/ lead partner in case of a JV, who would be directly responsible to the owner for implementation of the contract as per the contract stipulations. 5.2 Objectives The objectives of the proposed consultancy services are: i. To design Toll plazas to ensure sufficient spare capacity in relation with the average traffic flow and to avoid, too frequent adaptations in line with reference to future traffic growth. To ensure that high quality construction is achieved and to ensure that all works has been carried out in full compliance with the engineering design, technical specifications and other contract documents within the stipulated time period. To demonstrate the efficiency of contract supervision by independent external agencies experienced in this field of work and To promote technology transfer through association between International and domestic firms and training to the technical officers of NHAI associated with the National Highway Development Project , to enhance their capabilities. Scope of Work The consultant will function as the "Engineer" and their scope of services includes design, planning and construction supervision of toll plaza and are classified into two phases viz. phase-I and phase-II. 5.3.1 Phase - I (Design and Planning Period) i. ii. iii. Review the indicative toll plaza tender drawings and do the customization with respect to the site conditions. Carry out seven day classified volume count to derive Average Daily Traffic (ADT) at the toll plaza location and traffic projections for next 10 years. Derive number of toll lanes for a minimum design period of 10 years.

ii.

iii. iv.

5.3

iv. v.

vi. vii.

Topographic survey for toll plaza (about 10 hectare area) and along the highway alignment for 500 m in each directions from the proposed start/end of taper. Prepare and Issue working drawings with reference to the tender Drawings, with improvements, If any. Working drawings are to be provide full construction details which will include, but not limited to the following: Detailed highway geometry. This work will include amending and finalizing the tender alignment, Plan and profile drawings based on updated topography survey of the project site, as work proceeds. Where potential improvements to the tender, alignment drawings are identified, these are to be proposed to the employer. Detailed earthwork quantity estimation Detailed drainage, including extension and connections to existing culverts and drains and associated earthwork protection. Detail of all road furniture, Plaza signage's and markings and all other traffic control and safety measures. Toll building including structural, electrical, plumbing, sewer works and space frames for canopy. Identification of L.A. requirements with names and area belonging to the titleholders. Preparation of specifications for civil works, electrical, sanitary and other ancillary works confirming to IRC, MORT&H and other relevant Indian Standards.

Note: The consultant will prepare and submit the report (for Phase - I work) to the employer within 30 days from the date of commencement of work.

5.3.2 Phase - II (Implementation and Construction Supervision) 5.3.2.1 (i) (ii) (iii) (iv) Principal responsibilities of the Consulting Engineer will be, but not limited to, the following: To give the order to commence the works; carry out generally all the duties of the Engineer as specified in the construction Contract, within the limitations specified therein; to approve the Contractors key superintendent personnel, construction mobilisation programs, temporary land to be occupied by the Contractor; to approve/suggest modifications in the contractors work program method statements, material sources etc., including activity scheduling and resource programming; review and approve contractor(s) proposed personnel for positions nominated in the contract for construction works; ensure that the construction works are in accordance with the technical specifications, Environmental Management Plan and other stipulation of construction contract documents and the construction methods proposed by the contractor are in compliance with the above stipulations particularly, in relation to contractors construction equipment and other resource deployment; to approve the setting out of the works;

(v) (vi)

(vii)

(viii)

to verify, and if necessary order correction of, the as-staked drawings supplied by the Contractor; ensure a system of Quality Assurance of works; approve materials and sources of materials; review all bituminous mix designs and concrete mix designs proposed by the contractor and approve/suggest modifications in the mix design, laying methods, sampling and testing procedure and Quality Control measures to ensure required standard and consistency in quality, at the commencement of item; check the setting up of laboratory (including calibration of equipments) and field tests carried out by the contractor and develop a mechanism in consultation with Employer to involve Team Leader/RE to carry out adequate number of independent tests other than the regular testing done by laboratory personnel; order special tests of materials and/or completed works, order removal and substitution of improper materials and/or works as required; to make independent measurements and check all quantity measurements and calculations required for payment purpose and ensure that all measurements and calculations are carried out in a manner and at the frequencies specified in the contract documents to issue a working drawing or modify the existing drawing or to supply a new/supplementary drawing, which is not included in the contract, wherever required and to given instructions thereof in this connection to the contractor; to control and appraise the progress of the works, to order suspension of works and to authorize, with the Employers approval, extensions of the period of completion of works; to monitor and check the day to day quality control and quantity measurements of the works carried out under the Contract, keep all measurement records as per the directions of the Employer and issue monthly/ interim payment certificates when the quality of the works is satisfactory and the quantities are correct. The consultant shall be responsible in this regard to any Central Govt. Agency(ies) including Chief Technical Examiner for his performance; to direct the Contractor in all matters concerning construction safety and care of the works (including the erection of the temporary signs at roadworks) and, if required, to request the Contractor to provide any necessary lights, guards, fencing and watchmen;

(ix)

(x)

(xi)

(xii)

(xiii)

(xiv)

(xv)

(xvi)

(xvii)

to direct the Contractor to carry out all such works or to do such things as may be necessary in his opinion to avoid or to reduce the risk of any emergency affecting the safety of life or of adjoining property to direct the contractor to take all necessary steps including those mentioned in the construction contract to protect the environment on and off the site which arise due to construction operations to inspect the works, during the construction period and at proper interval during the Defects Liability Period and to issue Defects Liability Certificates after the rectification, by the Contractor, of possible defects and issue final payment certificates ; to direct contractor to take all necessary steps to maintain the rate of progress of works as per the approved programme of the contractor on monthly basis; Issue variation orders, fix rates for non-priced works, using prevailing PWD schedule of Rates as far as possible, all after obtaining prior approval of the Employer, and/or to make recommendations to the employer; Issue interim certificates for monthly payments to the contractors, and specify completion of parts of the totality of the works, details of progress. Payments are to be recorded in the measurement book before issue of interim certificate. to verify and correct the as built drawings supplied by the Contractor; to provide adequate Supervision of Contractors work carried out in more than one shift thus matching the working hours to be the same as that of the contractor(s); to ensure timely completion of the project without diluting the quality standards envisaged and be fully accountable to the employer including various Central Govt. agencies such as Chief Technical Examiner, Chief Vigilance Commission etc. in this regard; responsibility for maintaining smooth flow of existing traffic on concerned NH. provide assistance to the employer in respect of contract implementation, claims and other matters; advise and assist the employer with respect to arbitration, litigation if so required; provide other specialist services relevant to the project as may be agreed to during negotiations or ordered by the employer;

(xviii)

(xix)

(xx)

(xxi)

(xxii)

(xxiii) (xxv)

(xxvi)

(xxvii) (xxviii) (xxix) (xxx)

(xxxi) (xxxii) (xxxiii)

certify completion of part or all of the work review and ensure continuity of contractors services in approved formats prepare quarterly cash flow projects for the employee in a format acceptable to the employer. Cash flow should identify budget estimates for all outstanding work. Update cost estimate each year or at quarterly completion (25 percent, 50 percent, 75 percent and 100 percent) of the project whichever takes place early; Maintain records of all plan labour and material used in the construction of the works The other responsibilities of the Engineer will be to carry out all such duties which are essential for effective implementation of the construction contract as mentioned in, but not limited to, the following: to prepare, in consultation with the Employer, a Construction Supervision Manual outlining routines and procedures to be applied in contract management, construction supervision and administration. The routines and procedures will be in accordance with the requirements; assist/advise Employer for advance actions required to be taken for handing over of site and in achieving different milestone for completion of projects as per schedule; to verify the quantities of all items in the BOQ and suggest modifications to the same if necessary as per the prevailing site conditions, for the approval of the employer; assist Employer in proper monitoring/progress of works and implementation of project through computer aided project management technique and Management Information System (MIS); to write a day by day project diary which shall record all events pertaining to the administration of the Contract, request from and orders given to the Contractor, any other information which may at a later date be of assistance in resolving queries which may arise concerning execution of the works; prepare and issue monthly and quarterly progress reports along with detailed quality control test statement in an approved format and also prepare detailed contract completion report;

(xxxiv)

(xxxv)

5.3.2.2

(i)

(ii)

(iii)

(iv)

(v)

(vi)

(vii)

to advise the Employer on all matters relating to execution of the works, claims from the Contractor and to make recommendations thereon, including the possible recourse to arbitration; Analyse any contractual claim submitted by the contractors and prepare a report for the employer addressing the contractual basis. In terms of both Technical and Financial issues, for the claim and recommendations for a response to the contractor; to prepare detailed recommendations to the Employer for contract change orders and addenda, as necessary, to ensure the best possible technical results are achieved with the available funds; to assist the Employer in taking over from the Contractor of each section, in particular by preparing lists of deficiencies which need to be corrected, and assisting with monitoring of the performance of the works during the defects liability period; prepare a maintenance manual, outlining the routines to be adopted in each specific reach and for the C.D. works and bridges; assist the Employer in providing clarifications/explanations to observations made, from time to time, by the Auditor. impart on the job training to Employers personnel, if associated with the project. assist the Employer in co-ordination works with different agencies and hold meetings for proper and timely implementation of the project; preparation of revised estimate etc., if required. Modification in design and drawings, if required. To seek the approval of the employer to all variations, the engineer shall submit as early as possible but not latter than 7 days after commencement of works on these variations, detailed Technical and Financial justification; quantity calculations; method of construction; rate analysis using MOST data book and prevailing Market rates; extract from observation register for equipment and labour deployed; invoices of contractor and independent quotations for materials. To seek the approval of the employer for allowing subletting of any part of work, the engineer shall examine and furnish details of sub-contractor w.r.to. his Technical and Financial capabilities. The sub-contractor shall meet the qualification criteria, which shall be fixed by the employer.

(viii)

(ix)

(x)

(xi)

(xii)

(xiii)

(xiv)

(xv) (xvi) (xvii)

(xviii)

(xix)

The seek the approval of the employer to any extension of contractual limits, the engineer shall furnish full details viz-a-viz claim of the contractor, supporting documents used for evaluating the claim, basis for assumptions and recommendations made etc. To carry out any other duties relevant to the project agreed during the negotiation. ACTION REQUIRING SPECIFIC APPROVAL OF THE EMPLOYER The Engineer will be required to obtain the specific approval of the Employer in the matters as specified in construction Contract Agreement.

(xx)

5.3.3 5.3.3.1

5.3.3.2 The Engineer will seek prior approval of the Employer in the following matters: (i) Issuing the order to commence the works; (ii) Issuing / approving variation orders which have financial implications; except (a) in an emergency situation as reasonably determined by the Engineer or (b) if such variation are within the limits of approval by the Engineer as specified in the construction contract documents; (iii) Approving new rates either for existing items of work, which arises from variation of quantities beyond the limit, defined in the contract or fixing rates of non-priced works involving any extra item and certifying any additional cost determined under the provisions of contract; (iv) Approving subletting of any part of works; (v) Approving any extension of contractual time limits; (vi) Issuing the order for special tests not provided for in the contract and determining the cost of such tests, which shall be added to the contract price; (vii) Issuing/approving the Technical Specification, if not provided for an item of works in the Construction Contract; similarly; for any change in Technical Specification of any item of wo rk including those for geo-textile/polymer modified bitumen. (viii) Allowing Bonus to the Contractors for early completion of works 5.3.4 DUTIES AND RESPONSIBILIES OF TEAM LEADER / RESIDENT ENGINEER i. Under the proposed arrangement construction package is headed by a Resident Engineer who will be discharging the duties of Engineer's Representative (ER). The Resident Engineer may also be required to interact with the Project Director of the construction package.

ii. The employer may ask for delegation/revocation of any particular authority vested in the Engineer to Engineers Representatives, which shall be binding on the consultant. The working relationship including defining of the work areas of different experts is required to be settled before the award. The consultants may deal these aspects in the proposed methodology to be furnished by the consultants, suggesting therein suitable mechanism, so that the necessary provisions could be made in the consultancy contract document in this regard. A suggestive list or principle duties of the ER shall be as follows:

a. to check setting out of the project b. in inspect the performance of the works with regard to workmanship and compliance with the specifications and to order, to supervise, or perform tests on materials and/or work and to approve or disapprove the contractors plant and equipment c. to order the uncovering of completed work and/or the removal and substitution of proper materials and/or works, if required d. to check systematically the progress of the work and to order the initiation of certain work , which is part of contract; to examine and attend the measures of any work, which is about to be covered or put out of view before permanent work is placed thereon and/or to examine and attend the measurement of the completed works in the prescribed form

e.

f. to check the contractors accounts, invoices, and other statements as regards arithmetical errors and compliance with the contract and if required, to make corrections thereof g. to supervise the contractors in all matters concerning safety and care of the works to direct the contracts to carryout all such work or to do all such things as may be necessary in the opinion of the Engineers Representative to avoid or to reduce the risk, in case of any emergency, affecting the safety of life or the works or of adjoining property and to advise the Employer thereof as soon thereafter as is reasonable practicable.

h.

i. To maintain day-to-day project diary, which shall record all events pertaining to the administration of the contract, request forms and order given to the contractor and any other information which may at a later date be of assistance in resolving queries which may arise concerning execution of the works; j. To verify the as-built drawing, supplied by the contractors as a true record of the works constructed

k. To carry out periodic review of contractors resources vis--vis work program and l. To provide information and answer all queries raised by various Govt. Agencies, including Chief Technical Examiner/Central Vigilance Commission.

m. Any other assignments given by the Engineer

iii.

The Resident Engineer shall accompany the Project Director in carrying out at least one joint inspection fortnightly for resolving various outstanding matters. The observations sha ll be communicated to all parties concerned along with the actions taken on previous observations and the actions to be taken on the present observations. As Engineer the consultant will assist the Employer to administer the works as per the contract and ensure that all contractual clauses, whether related to the quality or quantities of work are respected and the works are executed in accordance with its provisions. The Consultant will assist the Employer to make all necessary measurements and control the quality of works. The Consultant will make all engineering decisions required for the successful and timely implementation of the contract in consultation with the Employer (NHAI). Accordingly, the principal duties, responsibilities and activities of the consultant shall be: i. ii. to assist the Employer in administering the Contract Management System; to approve materials, and ensure that the quality of the works is in accordance with the contractual specifications; to suggest modifications in the contractors work programme, method statement, material sources etc; to ensure that the construction management method as proposed by the contractor for carrying out the works are satisfactory, with particular reference to management of environmental standards, safety of the works, safety of traffic, safety of property, safety of personnel and adequacy, suitability and safety of construction management & operation equipments; prepare and present monthly progress reports to the Employer, containing description of project activities to approve the setting out of the works and give instruction to the contractor; to prepare working drawings and their approval by Employer before being issued to contractor; to assist the Employer in interpreting the Technical Specifications; to evolve a system of Quality Assurance of works; to review all bituminous and concrete mix designs proposed by the contractor and suggest modifications in the mix design, laying methods, sampling and testing procedure and quality control measures required to

iii.

iv.

v.

vi.

vii.

viii. ix. x.

obtain the desired standards and consistency in the quality of work for final approval by the Employer; xi. to assess and check the laboratory and field tests carried out by the contractor and carryout independent tests; to assist/advise the Employer for advance actions required to be taken for road safety during construction; to assist the Engineer in proper monitoring / progress of works and implementation of the management programme; to make measurements and keep measurement records, as per the direction of NHAI. The measurement books will be issued to him by the Employer; to recommend issue of interim certificates for progressive payments; to maintain records, test data, details of variations, correspondence and diaries in the formats approved / specified by the Employer; to assist the Employer in the certification of completion of part or all of the works; to inspect the works at appropriate intervals and assist the Employer to issue Non-Conformance Report after identification of defect for its nonconformance either to specification or to a specific requirement in the contract document; to review and ensure continuity of Contractors sureties in approved formats; to prepare quarterly cash flow projections for the Employer ; to update cost estimates biannually on the basis of work executed and future projections based on various defect measurements; to provide assistance to the Employer implementation, claims and other matters; in respect of contract

xii.

xiii.

xiv.

xv. xvi.

xvii.

xviii.

xix.

xx. xxi.

xxii.

xxiii.

to advise and assist the Employer with respect to any arbitration or litigation relating to the works, whenever required; to assist the Employer in providing clarifications/explanations to the observations made from time to time, by Auditors; to assist works; the Employer t o order the removal of improper/substandard

xxiv.

xxv.

xxvi.

to assist the Employer in co-ordination work with different agencies and hold meetings for proper and timely implementation of the works;

xxvii. to order the uncovering of completed work and / or the removal and substitution of proper materials and / or works, if required; xxviii. to examine and attend the measurement of any work which is about to be covered or put out of view before permanent work is placed thereon and / or examined and attend the measurement of the completed works in the prescribed form; xxix. to check the contractors accounts, invoices, and other statements as regards arithmetical errors and compliance with contract and if required, to make corrections thereof; to maintain a day-to-day diary which shall record all events pertaining to the administration of the Contract, request forms and orders given to the contractor and any other information which may at a later date be of assistance in resolving queries which may arise concerning execution of the works; to carry out periodic review of contractors resources vis--vis work programme and the progress achieved in the previous month and revise the schedule, if required; and

xxx.

xxxi.

xxxii. review any changes required in the schedule due to extraneous reasons beyond the control of the Contractor. xxxiii. any other assignment given by the Employer. 5.4 OTHER RELEVANT INFORMATION 5.4.1 The general conditions of the contracts are based on Standard Conditions of Contract for Global Competitive Bidding 5.4.2 The Consultant shall perform the services in accordance with the laws and any other instruments having the force of Law in India, as they may be issued from time to time. 5.5 MEASUREMENT OF QUANTITIES AND CERTIFICATION TO CONTRACTOR The Supervision Consultant will process interim and final payments to the Contractor in accordance with Contract Agreement. Interim monthly payments shall be based on interim payment certificates processed by the Supervision Consultants following claims filed by the Contractor. In processing contractual payments, the Team Leader of the Supervision Consultant will certify that he has

checked at least 15% of the measurements and quality control tests. The Consultant shall intimate the details of these check tests to the Corridor Management Unit before undertaking them, so that the Corridor Management Unit could associate, if they wish to do so. The Consultant or any of his experts concerned shall do the repeat tests or measurements, if directed by the Corridor Management Unit in the presence of Head of Corridor Management Unit or any of his representative. In case of any conflict the consultant may do the test check in the presence of the CMU representative limited to 5% of total measurement / quality control tests. 5.6 EXPECTED INPUTS

5.6.1 The consultants are required to make their own assessment of the man-power requirement in terms of man-months for different category of persons proposed to be deployed to carry out the supervisions works as envisaged in this TOR. The consultants shall deliberate on this aspect in their proposed methodology to be submitted to the Employer suitably explaining any difference of opinion with the Employer perception about them as reflected in Table 5(b) and 5(c). 5.6.2 Table 5(b) and 5(c) furnishes the details of man-months requirement as estimated by the Employer to carry out the services effectively. Table 5(b) deals with the man-months requirement of key and other professional experts. Table 5(c) furnishes the details for sub-professionals. Consultants are free to make their own estimate for the office support personnel. 5.6.3 The financial proposal shall be based on the man-month requirements indicated in the Table 5(b) & 5(c).

Table - 5 (b): STAFFING OF KEY AND PROFESSIONAL EXPERTS Unit Main office 1. Team leader/Resident Engineer cum Sr. No. Highway Engineer Mm 2.Sr.Pavement cum Material Engineer No. Mm 3.Sr. Quantity and Contracts Engineer No. mm 4.Sr.Building Engineer No. Mm 5.Toll Specialist No. Mm Total for Key and Professional Expert Mm Man-Months 1 10 1 10 1 10 1 10 1 3 43

Table - 5 (c): SUB-PROFESSIONAL STAFF Field office: SN Position 1 Assistant Resident Engineer No. mm No. mm No. mm No. mm No. mm No. mm mm

Man-Months 1 10 1 10 1 10 1 10 2 9 1 9 58

Highway cum CADD Engineer

Jr. Materials cum Pavement Engineer

Jr. Quantity & Contracts Engineer

Assistant Building Engineer

Lab Technician

Total

5.6.4 Consultants are required to furnish duly signed CVs of the following key and other professional experts as per Table-5 (d) at the time of submission of proposal. The employer shall evaluate all such CVs thus submitted. The CVs of other experts as desired by the Employer shall be submitted at an appropriate time after award of work but before engaging them on work. Table - 5 (d): Key and other Professional Experts Sl. No. 1 2 3 4 5 Position Key expert No. 1 1 1 1 1

Team Leader/Resident Engineer cum Senior Highway Engineer Sr. Pavement and Material Engineer Sr. Quantity and Contracts Engineer Sr. Building Engineer Toll Specialist

5.6.5 STAFFING SCHEDULE 5.6.5.1 The total implementation period will consist of (i) the construction period of 9 (Nine) months; (ii) a Defect Liability Period of 12 months. As per the arrangement proposed. As far as possible, the Resident Engineer and Sr. Pavement cum Material Engineer shall be deployed one month before the mobilization of the contractors. This period will be utilized in finalizing all the preliminary details in consultation with the Employer. 5.6.5.2 The site supervision team would be mobilized on the date of actual commencement of works by the contractors as decided by the Employer. During the defect liability period, the Engineer along with other experts will be required to continue on a part time basis, as and when required for which the matter shall be dealt separately at the appropriate stage towards the completion of the project. The consulta nt may propose the various categories of technical and administrative support staff and the corresponding man-months requirements. Man-months requirements for each category as proposed by the consultant will be generally considered as ceiling for each category and the deployment shall generally not exceed more than 10% for the category, except in exceptional circumstances with prior approval of the client.

5.6.5.3

5.6.5.4

After award of the contract the client expects all the proposed key personnel to be available during implementation of the contract as per the agreed staffing schedule. The client will not consider substitutions during

contract implementation except under exceptional circumstances (such as death and/or extreme nature of ailment for which Medical Certificate shall be produced from Hospital/Nursing Home). In case of such replacements, the Consultant will ensure that there is a reasonable overlap between the staff to be replaced and replacement wherever feasible/possible. Replacement of key personnel and other Professional Staff beyond an upper limit of 25% shall invite penalty. The new key personnel and other Professional Staff after substitution beyond 25% limit shall be paid 85% of the agreed billing rates.

Note:
(a) The inputs of the Team leader and other key Personnel include one month for settlement of claims after completion of work. Visits and review by consultants headquarter will be deemed to have been covered within the overheads.

(b)

5.7

ADDITIONAL SERVICES The supervision consultant shall, if so required by the Client, provide any additional services on man-month rates as per the contract, or as mutually agreed upon, as a variation order.

5.8

REPORTS The consultant will prepare and submit the following reports (Table -5(e) to the Employer on the format prepared by the consultants and as approved by the Employer (except for commencement report) Table - 5 (e)

Sl No. Report 1. Commencement Report Specifications and construction supervision manual Progress Report (weekly, Monthly & Quarterly)

Frequency One time One time

Due Date/Time Within 30 days after commencement o f services. Within 30 days after commencement of services. 2nd day of following week. And 10th of the month

No. of Copies 5 5

2.

3.

Every Week, Month, and every three Months

4.

Final Report with CD One time

5.

Quality Assurance (QA) Document Engineering Up gradation necessity report Design and planning report (Phase - I)

One time

Within 30 days of completion of services. 30 days after commencement of services. 10th of month Within 30 days from date of commencement of services. Within 45 days from date of commencement of services.

6.

Every Six months

7.

One Time

8.

Working Drawings One time

The Commencement Report shall contain the details of all meetings held with the Client and the Contractor, the decisions taken therein, the resources mobilised by the Consultants as well as the Contractor and the Consultants perception of the management and supervision of the Operations and management works. The Report shall also include the Master Work Programme and Resource Mobilisation for the Project. Immediately after the commencement of work of the Contractor, the Consultant will start submitting their compliance report with respect to the activities to be performed by the contractor as covered in Contractors scope and contract documents. The Progress Report (Monthly and Quarterly) shall contain details of all meetings, the decisions taken therein, mobilisation of resources (Consultants and the Contractors), Detailed compliance report of each activity, physical and financial progress and the projected progress for the forthcoming periods. The Report shall clearly bring out the delays, if any reasons for such delay(s) and the recommendations for corrective measures. The Report shall also contain the performance data for Contractors plants and equipments.

Final Report: The consultant will prepare a comprehensive final completion report of the contract package after completion of the work. The report shall incorporate summary of the methodology adopted, their implementation, management and supervision performed, as built construction drawings, problems encountered and solutions undertaken thereon and recommendations for future projects of similar nature to be undertaken by the employer. The consultant shall also

submit a self appraisal report within the prescribed time summarizing the following details: 1. 2. 3. 4. 5. 6. 7. Details of Personnel including substitution made during the assignment. Details of variation orders issued Details of extension of time granted to the Contractor Details of Quality Assurance System Quality observed at site by the consultant. Details of claims Special preventive measures for management suggested by the consultant.

Review 1. 2. Review the progress achieved in the previous month and revise the schedule, if required; and Review any changes required in the schedule due to extraneous reasons beyond the control of the Contractor.

Supervision Manual The primary objective of the Supervision Manual will be to evolve guidelines for administration, supervision and management of the project. Such a manual is not intended to be a contractual document nor is it to take precedence over the specifications. The Manual will merely act as a guide and reference to the staff in the management and supervision of the project in discharging their duties in a smooth and systematic manner. Quality Assurance Document The Quality Assurance (QA) Document shall be based on the relevant Manual for Quality System for Bridges and Highways published by the Indian Road Congress (IRC). 5.9 STAFFING SCHEDULE

5.9.1 The total implementation period will be nine months.

5.9.2 After award of the contract the client expects all the proposed key personnel to be available during implementation of the contract as per the agreed staffing schedule. The client will not consider substitutions during contract implementation except under exceptional circumstances (such as death and/or extreme nature of ailment for which Medical Certificate shall be produced from Hospital/Nursing Home). In case of such replacements, the Consultant will ensure that there is a reasonable overlap between the staff to be replaced and the replacement. Substitution of key professional staff shall be approved by NHAI Headquarters. 5.10 PERFORMANCE SECUIRTY The Consultant shall be required to submit acceptable Bank Guarantee for an amount equal to 10% of the accepted consultancy cost towards Performance Security proportionately in the currencies of payment asked for in the bid proposal. The validity of the Bank Guarantee(s) shall cover the entire duration of the consultancy period plus 3 months. The format of the Bank Guarantee(s) shall be got approved by the consultant from the Employer. The Bank Guarantee(s) shall be released after satisfactory completion of the assignment. 5.11 PENALTIES In case the consultant is responsible for the delay in satisfactory completion of services beyond the stipulated period of months, he shall be liable to pay penalty @ 0.05% (one-twentieth percent) per calendar day subject to a maximum of 2.5% (two and a half percent) of the contract sum. For delay in satisfactory completion of work beyond 3 (three) months, the amount of performance security in part or full as decided by NHAI is liable to be forfeited. However, if the completion of services is delayed due to reasons beyond the control of the consultant, suitable extension of time for completion of services shall be granted upon receipt of express request accompanying full justification. In the event of grant of any time extension, the Employer shall pay the same rates on prorata basis as have been applicable prior to the extension and the Bank Guarantee(s) towards Performance Security shall be suitably extended by the Consultant upon advise by NHAI with no extra cost to the Employer.

5.12 5.5.6.1

CONSULTANTS PROPOSAL SUBMISSION The TOR is prepared to address all the supervision consultancy packages in a general w ay. The consultants are also advised to inspect the concerned project stretch and acquaint themselves with the ground realities. The consultants are also advised to go through the bid documents of the operations & management package, which have been put to tenders by the Employer before submission of their proposal.

5.5.6.2

The consultants submission should be focussed on project requirements as per the TOR details. The methodology to be submitted should address the project stretch requirements. All specific issues for which references have been made in various paras of this TOR should be addressed effectively. General nature descriptions should be avoided. ANNEX-I

BROAD QUALIFICATION REQUIREMENTS OF KEY PERSONNEL 1.

i)

Team Leader / Resident Engineer cum Highway Engineer

Educational Qualification a) Minimum b) Desirable Graduate in Civil Engineering Post graduation in Highway Engineering

ii)

Experience a) Total Experience: 15 years b) Experience in Similar Capacity Min. 10 year as highway engineer. Min. 5 years in Highway Design and Construction Supervision projects in senior managerial position and having handled highway contracts of similar or large size and complexity. Experience in design, planning and construction of Toll Plaza and use of modern techniques are desirable. Not more than 55 years on the date of submission.

c) Other Experience

iii)

Age limit

2.
i)

Pavement cum materials Engineer

Educational Qualification a) Minimum b) Desirable Graduate in Civil Engineering Post graduation in Highway Engineering

ii)

Experience: a) Overall Professional Experience (15 years) Min. 15 years in Highway Engineering, Experience in Pavement Design/Construction and Material related

field. b) Experience Capacity in Similar Min. 5 years in Pavement Design/Construction and Material related field in key position. Experience in design & construction of highway project, conversant with highway utility packages, design & construction of rigid/flexible pavement, conversant with HDM-IV and modern techniques for construction project. Not more than 55 years on the date of submission

c)

Other Experience

iii)

Age limit

3.
i)

Building Engineer
Educational Qualification a) Minimum Graduate in Civil Engineering Post Graduate in Structural Engineering / Construction management.

b) Desirable ii) Experience i) Total Experience ii) Experience Capacity in

Min. 15 years in Civil and Building Construction Projects. Similar Min. 5 years in Construction and Management work of building projects in senior managerial position. Not more than 55 years on the date of submission.

Iii)

Age limit

4.
i)

Toll Specialist
Educational Qualification a) Minimum Graduate in Civil Engineering

ii)

Experience Min. 15 years in Highway Engineering and having experience in Identification of Toll Plaza Location, Layout, Design and Construction. Min. 5 years in Identification of Toll Plaza Location, Layout, Design and Construction work. Conversant with modern Toll Collection and Toll Operation system. Not More than 55 Years on the date of submission

a) Overall Professional Experience

b)

Experience in Similar Capacity Other Experience

c) iii)

Age limit

5.
i)

Quantity surveyor and Contracts Engineer

Educational Qualification a) Minimum Graduate in Civil Engineering

ii)

Experience a) Overall Professional Experience Minimum 15 years in quantity estimation, preparation of BOQ, analysis of rates, cost control and contract management of highways and building projects. Min. 10 years experience at bar having dealt with b) c) Experience in Similar Capacity Other Experience Min. 5 years as quantity surveyor in highways and building projects. Experience in design of highway project, conversant with some highway utility packages and modern construction techniques of construction. Having knowledge of Civil, Labor and Contract cases and conversant with FIDIC system contract. Not more than 55 years on the date of submission

Iii)

Age limit

SECTION 6

STANDARD FORM OF AGREEMENT & GENERAL CONDITIONS OF CONTRACT

I.

CONTRACT FOR CONSULTANCY SERVICES

This Contract (hereinafter called the Contract) is made on this _________ day of ______ 2002. BETWEEN NATIONAL HIGHWAYS AUTHORITY OF INDIA, Plot No. 5 & 6, Sector - 10, Dwarka, New Delhi 110 045 (hereinafter called the Client), on the one part, AND _______________________________________ (Name of the address) (hereinafter called the Consultants) on the other part. WHEREAS a) the client intends to carry out _______________________ (Name of the project) as defined in this contract (hereinafter called the Project). the Client has requested the Consultants to provide certain consulting services (Operation & Management Supervision) required for the project as defined in this Contract (hereinafter called the Services). the Consultants, having represented to the Client that they have the required professional skills, personnel and technical resources, have agreed to provide the services on the terms and conditions set forth in the Contract. Consultant with

b)

c)

NOW THEREFORE, the parties hereby agree as follows:GENERAL CONDITIONS OF CONTRACT 1. 5.2 GENERAL PROVISIONS Definitions Unless the context otherwise requires, the following terms wherever used in this Contract have following meanings: a) "Applicable Law" means the laws and any other instruments having the force of law in India as they may be issued and in force from time to time. "Client" means the National Highways Authority of India "Consultants" means____________________________ (Name of the consultant)

b) c)

d)

"Contract" means the Contract signed by the Parties, together with all documents/Appendices attached hereto and includes all modifications made in terms of the provisions of Clause 2.6 hereof, "Contractor" means any person or entity who are employed by the Client for execution of operations & management works, of _________________________________________ (Name of project). "Effective Date" means the date on which the Contract comes into force and effect pursuant to Clause 2.1 hereof ; "Government" means the Government of India "Local Currency" means the Indian Rupees "Personnel" means persons hired by the Consultants as employees and assigned to the performance of the Services or any part thereof. "Party" means the Client or the Consultants, as the case may be, and "Parties" means both of them. "Services" means the work to be performed by the Consultants pursuant to this Contract for the purpose of operations & management work. "Starting Date" means the date referred to in Clause 2.3 hereof; Third Party means any person or entity other than the Government, the Client and the Consultants.

e)

f)

g) h) i)

j)

k)

l) m)

1.2

Relations between the Parties Nothing contained herein shall be construed as establishing a relation of master and servant or of agent and principal as between the Client and the Consultants. The Consultants, subject to this Contract, have complete charge of Personnel performing the Services and shall be fully responsible for the services performed by them or on their behalf hereunder.

1.3

Law Governing Contract This Contract, its meaning and interpretation, and the relation between the Parties shall be governed by the Applicable Laws of the Government of India.

1.4

Language This Contract has been executed in English Language, which shall be the binding and controlling language for all matters relating to the meaning of interpretation of this Contract.

1.5

Headings The headings shall not limit, alter or affect the meaning of this Contract.

1.6

Notices

1.6.1 Any notice, request or consent required or permitted to be given or made pursuant to this Contract shall be in writing. Any such notice, request or consent shall be deemed to have been given or made when delivered in person to an authorized representative of the Party to whom the communication is addressed, or when sent by registered mail, telex, telegram or facsimile to such Party at the addresses specified as under: For the Client : Attention: Address:

Fax: Telephone:

Mr. S.S. P. Sinha, General Manager (Corridor Mgt.) National Highways Authority of India Plot No. - 5 & 6, Sector 10, Dwarka New Delhi - 110 045 +91-11-5080360, 5080460 +91-11-5074100 Extn. 1408

For the Consultants: Attention: Address: _______________________ (Name Representative) _______________________ ______________________ Name and address of the consulting firm. of Authorised

Fax: Telephone:

1.6.2 Notice will be deemed to be effective as follows: a) b) c) d) 1.7 In the case of personal delivery or registered mail, on delivery; In the case of telexes, (24) hours following confirmed transmission; In the case of telegrams, (24) hours following confirmed transmission; and In the case of facsimiles, (24) hours following confirmed transmission

Location The services shall be performed at such locations as are specified in TOR hereto and, where the location of a particular task is not so specified at such locations, in India, as the Client may approve.

1.8

Authorized Representatives Any action required or permitted to be taken and any document required or permitted to be executed under the Contract by the Client or the Consultants be taken or executed by the officials as under : For the Client : For the Consultants : Mr S.S.P. Sinha or an authorised officer of NHAI Authorised Representative representative or his designated

1.9

Taxes and Duties 1.9.1 The consultant and the personnel shall pay the taxes and other impositions levied under the existing amendment or enacted laws during life of this contract and the client shall perform such duties in regard to the deduction of such taxes as may be lawfully imposed.

1.9.2 Service Tax The client shall, however, pay to the consultants all amounts due for their service tax in accordance with the applicable law of the Govt. of India. 2. COMMENCEMENT, COMPLETION, MODIFICATION AND TERMINATION OF CONTRACT Effectiveness of Contract This Contract shall come into force and effect on the date (The "Effective Date") of the Client's notice to this effect to the Consultants. 2.2 Termination of Contract for Failure to Become Effective If this Contract has not become effective within six (6) months of the date hereof, either Party may, by not less than four (4) weeks written notice to other Party, declare this Contract to be null and void, and in the event of such a declaration by either Party, neither Party shall have any claim against the other Party with respect hereto. 2.3 Commencement of Services The Consultants shall commence the Services not later than on a date (Starting Date) thirty (30) days after the Effective Date or on such date as the parties may agree in writing.

2.1

2.4

Expiration of Contract Unless terminated earlier pursuant to Clause GC 2.9 hereof, the Contract shall expire when pursuant to the provisions hereof, the services have been completed and payments of remuneration and reimbursable expenditure have been made.

2.5

Entire Agreement This Contract contains all covenants, stipulations and provisions agreed by the Parties. No agent or representative of either Party has authority to make, and the Parties shall not be bound by or be liable for, any statement, representation, promise or agreement not set forth herein.

2.6

Modifications Modifications of the terms and conditions of this Contract, including any modification of the scope of the services, may only be made by written agreement between the Parties. Pursuant to Clause GC 7.2 hereof, however, each Party shall give due consideration to any proposals for modifications made by the other Party.

2.7

Force Majeure

2.7.1 Definition a) For the purpose of this Contract, "Force Majeure" means an event which is beyond the reasonable control of a Party, and which makes a Party's performance of its obligations hereunder impossible or so impractical as reasonably to be considered impossible in the circumstances, and includes, but is not limited to, war, riots, civil disorder, earthquake, fire, explosion, storm, flood or other adverse weather conditions, strikes, lockouts or other industrial action are within the power of the Party invoking Force Majeure to prevent, confiscation or any other action by Government Agencies. Force Majeure shall not include (i) any event which is caused by the negligence or intentional action of a Party or such Party's Sub Consultants or agent or employees nor (ii) any event which a diligent Party could reasonably have been expected to both (A) take into account at the time of the conclusion of this Contract, and (B) avoid or overcome in the carrying out of its obligations hereunder:

b)

d)

Force Majeure shall not include insufficiency of funds or failure to make any payment required hereunder.

2.7.2 No Breach of Contract The failure of a Party to fulfil any of its obligations hereunder shall not be considered to be a breach of, or default under this Contract insofar as such inability arises from an event of Force Majeure, provided that the Party affected by such an event has taken all reasonable precautions, due care and reasonable alternative measures, all with the objective of carrying out the terms and conditions of the Contract. 2.7.3 Measures to be Taken a) A Party affected by an event of Force Majeure shall take all reasonable measures to remove such Party's inability to fulfil its obligations hereunder with a minimum of delay. A Party affected by an event of Force Majeure shall notify the other Party of such event as soon as possible, and in any event not later than fourteen (14) days following the occurrence of such event, providing evidence of the nature and cause of such event, and shall similarly give notice of the restoration of normal conditions as soon as possible. The Parties shall take all reasonable measures to minimize the consequences of any event of Force Majeure.

b)

c)

2.7.4 Consultation Not later than thirty (30) days after the Consultants, as a result of an event of Force Majeure, have become unable to perform a material portion of the Services, the Parties shall consult with each other with a view to agreeing on appropriate measures to be taken in the circumstances.

2.7.5 Extension of Time Any period within which a Party shall, pursuant to this Contract, complete any action or task, shall be extended for a period equal to the time during which such Party was unable to perform such action as a result of Force Majeure. 2.7.6 Payments During the period of their inability to perform the Services as a result of an event of Force Majeure, the Consultants shall be entitled to continue to be paid under the terms of this Contract subject to consultation as per Clause 2.7.4 hereof which may include costs necessarily incurred by them during such period exclusively for the purpose of discharging their obligation under the Contract and in reactivating the services after the end of such period.

2.8

Suspension The Client may, by written notice of suspension to the Consultants, suspend all payments to the Consultants hereunder if the Consultants fail to perform any of their obligations under this Contract, including the carrying out of the Services, provided that such notice of suspension (i) shall specify the nature of the failure, and (ii) shall request the Consultants to remedy such failure within a period not exceeding thirty (30) days after receipt by the Consultants of such notice of suspension.

2.9

Termination

2.9.1 By the Client The Client may, by not less than thirty (30) days written notice of termination to the Consultants (except in the event listed in paragraph (f) below, for which there shall be written notice of not less than sixty (60) days), such notice to be given after the occurrence of any of the event specified in paragraphs (a) through (g) of this Clause 2.9.1, terminate this Contract. a) If the Consultants fail to remedy a failure in the performance of their obligations hereunder, as specified in a notice of suspension pursuant to Clause 2.8, hereinabove, within thirty (30) days of receipt of such notice of suspension or within such further period as the Client may have subsequently approved in writing; If the Consultants or if any of their members become insolvent or bankrupt or enter into any agreement with their creditors for relief or debt or take advantage of any law for the benefit of debtors or go into liquidation or receivership whether compulsory or voluntary; If the Consultants fail to comply with any final decision reached as a result of arbitration proceedings pursuant to Clause 8 hereof; If the Consultants submit to the Client, a statement which has a material effect on the rights, obligations or interests of the Client and representation or statement, made/submitted by the Consultants of any part thereof is found to be false; If, as a result of Force Majeure, the Consultants are unable to perform a material portion of the services for a period of not less than sixty (60) days; If the Client, in its sole discretion and for any reason whatsoever, decides to terminate this Contract;

b)

c)

d)

e)

f)

g)

If the Consultants, in the judgement of the Client has engaged in corrupt or fraudulent practices in competing for or in executing the Contract.

For the purpose of this Clause : Corrupt practice means the offering, giving, receiving or soliciting of anything of value to influence the action of a public official in the selection process or in contract execution. "Fraudulent practice" means a misrepresentation of facts in order to influence a selection process or the execution of a contract to the detriment of the Client, and includes collusive practice among Consultants (prior to or after submission of proposals) designed to establish prices at artificial noncompetitive levels and to deprive the Borrower of the benefits of free and open completion. 2.9.2 By the Consultants The Consultants may, by not less than thirty (30) days written notice of termination to the Client (except in the event listed in the paragraph (e) below for which there shall be written notice of not less than sixty (60) days), such notice to be given after the occurrence of any of the events specified in paragraphs (a) through (e) of this Clause 2.9.2 terminate this Contract: a) If the Client fails to pay any money due to Consultants pursuant to this Contract and not subject to dispute pursuant to Clause 8 hereof within thirty (30) days after receiving written notice from the Consultants that such payment is overdue; If the Client is in material breach of its obligations pursuant to this Contract and has not remedied the same within forty five (45) days (or such longer period as the Consultants may have subsequently approved in writing) following the receipt by the Client of the Consultants notice specifying such breach; If as a result of Force Majeure, the Consultants are unable to perform a material portion of the services for a period of not less than sixty (60) days; or If the Client fails to comply with any final decision reached as a result of arbitration pursuant to Clause 8 hereof If the Consultants, in its sole discretion and for any reason whatsoever decides to terminate the Contract.

b)

c)

d)

(e)

2.9.3 Cessation of Rights and Obligations Upon termination of this Contract, pursuant to Clauses 2.2 or 2.9 hereof, or upon expiration of this Contract pursuant to Clause 2.4 hereof, all rights and obligations of the Parties hereunder shall cease, except (i) such rights and obligations as may have accrued on the date of termination or expiration (ii) the obligation of confidentiality set forth in Clause 3.3 hereof, (iii) the Consultants' obligations to permit inspection, copying and auditing of their accounts and records set forth in Clause 3.6 (ii) hereof, (iv) the Consultants' obligations regarding default in performance of the service in accordance with the provisions of the Contract and for any loss suffered by the Client, whereof, as a result of such default, and (v) any right which a Party may have under the Applicable Law. 2.9.4 Cessation of Services Upon termination of this Contract, by notice of either Party to the other, pursuant to Clauses 2.9.1 or 2.9.2 hereof, the Consultants shall, immediately upon dispatch or receipt of such notice, take all necessary steps to bring the services to a close in a prompt and orderly manner and shall make every reasonable effort to keep expenditures for this purpose to a minimum. With respect to documents prepared by the Consultants and equipment and materials furnished by the Client, the Consultants shall proceed as provided, respectively by Clauses 3.9 or 3.10 hereof. 2.9.5 Payment under Termination Upon termination of this Contract pursuant to Clauses 2.9.1 or 2.9.2 hereof, the Client shall make the following payments to the Consultants (after offsetting against these payments any amount that may be due from the Consultants to the Client ): i) Remuneration pursuant to Clause 6 hereof for Services satisfactorily performed prior to the effective date of termination: Reimbursable expenditures pursuant to Clause 6 hereof for expenditure actually incurred prior to the effective date of termination; and Except in the case of termination pursuant to paragraphs (a) through (d) of Clause 2.9.1 hereof, reimbursement of any reasonable cost incidental to the prompt and orderly termination of the Contract including the cost of the return travel of the Consultants personnel and their eligible dependents.

ii)

iii)

2.9.6 Disputes about Events of Termination If either Party whether an event specified in Clause 2.9.1 or in Clause 2.9.2 hereof has occurred, such Party may, within forty-five (45) days after receipt of notice of termination from the other Party, refer the matter to arbitration, pursuant to

Clause 8 hereof, and this Contract, shall not be terminated on account of such event except in accordance with the terms of any resulting arbitral award. 3. 3.1 OBLIGATIONS OF THE CONSULTANT General

3.1.1 Standard of Performance The Consultants shall perform the Services and carry out their obligations hereunder with all due diligence, efficiency and economy, in accordance with generally accepted professional techniques and practices, and shall observe sound management practices, and employ appropriate advanced technology and safe and effective equipment, machinery, materials and methods. The Consultants shall always act, in respect of any matter relating to this Contract, or to the Services, as faithful advisers to the Client, and shall at all times support and safeguard the Client's legitimate interests in any dealing with Sub-Consultants or Third Parties. 3.1.2 Law Governing Services The Consultants shall perform the Services in accordance with the Applicable Law and shall take all practicable steps to ensure that any of the Personnel and agents of the Consultants, comply with the Applicable Law. 3.2 Conflict of Interests

3.2.1 Consultants not to benefit from Commissions, Discounts, etc. The remuneration of the Consultants pursuant to Clause 6 hereof shall constitute the Consultants' sole remuneration in connection with the contract or the services, and subject to Clause 3.2.2 hereof, the Consultants shall not accept for their own benefit any trade commission, discount or similar payment in connection with activities pursuant to this Contract or to the Services or in the Discharge of their obligations hereunder, and the Consultants shall use their best efforts to ensure that any of the Personnel and agents of either of them, similarly shall not receive any such additional remuneration. 3.2.2 Procurement If the Consultants, as part of the Services, have the responsibility of advising the Client, on the procurement of goods, works or services, the Consultants shall

comply with any applicable procurement guidelines of the Client and shall at all times exercise such responsibility in the best interest of the Client. 3.2.3 Consultants and Affiliates not to engage in certain activities. The Consultants agree that during the term of this Contract and after its termination, the Consultants and any entity affiliated with the Consultants, as well as any sub-Consultants and any entity affiliated with such sub-Consultants, shall be disqualified from providing goods, works or services (other than the Services and any continuation thereof) for the project to the Services. 3.2.4 Prohibition of Conflicting Activities Neither the Consultants nor their Sub-Consultants nor the personnel of either of them shall engage, either directly or indirectly, during the term of this Contract, in any business or professional activities in India which would conflict with the activities assigned to them under this Contract. 3.3 Confidentiality The Consultants, their Sub-Consultants and the Personnel of either of them shall not, either during the term or within two (2) years after the expiration of this Contract, disclose any proprietary or confidential information relating to the Project, the Services, this Contract or the Client's business or operations without the prior written consent of the Client.

3.4

Liability of the Consultants Subject to additional provisions, as under, the Consultants liability under this Contract shall be as provided by the Applicable law. (a) Except in case of gross negligence or willful misconduct on the part of the Consultants or on the part of any person or firm acting on behalf of the Consultants in carrying out the services, the Consultants, with respect to damage caused by the Consultants to the Client's property, shall not be liable to the Client: (i) (ii) For any indirect or consequential loss or damage; and For any direct loss or damage that exceeds (A) total payments for Professional Fees and Reimbursable Expenditures made or expected to be made to the Consultants hereunder or (B) the proceeds, the Consultants may be entitled to receive from any insurance maintained by the Consultants to cover such a liability, whichever of (A) or (B) is higher.

(b)

This limitation of liability shall not affect the Consultants liability, if any for damage to Third Parties caused by the Consultants or any person or firm acting on behalf of the Consultants in carrying out the Services.

3.5

Insurance to be taken out by the Consultants The Consultants (i) shall take out and maintain at his own cost and shall cause any Sub-Consultants to take out and maintain at his own cost, (or the Sub-Consultants, as the case may be), but on terms and conditions approved by the Client, insurance against the risks and for the coverage, specified as under and (ii) at the Client's request shall provide evidence to the Client showing that such insurance has been taken out and maintained and that the current premiums therefor have been paid. a) Third Party motor vehicle liability insurance (as per Motor Vehicles Act 1988) in respect of motor vehicles operated in India by the Consultants or their Personnel or any Sub-Consultants or their Personnel, with a minimum coverage for the Project period. Third Party liability insurance, with a minimum coverage of Rs. 0.5 million per accident with number accidents which shall be identified by the Consultants and got approved by the Client for Project Period. Professional liability insurance, with a minimum coverage equal to the total amount of the Contract value except the out of pocket expenses. This liability shall be valid for a period of the five years after completion of the Services. Employer's liability and worker's compensation insurance in respect of the Personnel of the Consultants, in accordance with the relevant provisions of the Applicable Law, as well as, with respect to such Personnel, any such life, health, accident, travel or other insurance as may be appropriate; and Insurance against loss of or damage to (i) equipment purchased in whole or in part with funds provided under this Contract, (ii) the Consultants property used in the performance of the Services, and (iii) any documents prepared by the Consultants in the Performance of the Services.

b)

c)

d)

e)

3.6

Accounting, Inspection and Auditing The Consultants (i) shall keep accurate and systematic accounts and records of the Services hereunder, in accordance with internationally accepted accounting principles and in such form and detail as will clearly identify all relevant time charges and cost, and the basis thereof (ii) shall permit the Client or its designated representative periodically and up to one year from the expiration or termination of

this Contract, to inspect the same and make copies thereof as well as to have them audited by auditors appointed by the Client. 3.7 Consultants' Actions requiring Client's prior Approval The Consultants shall obtain the Client's prior approval in writing before taking any of the following actions: a) b) Deployment of personnel as listed in Appendix B. Appointing such number of Personnel as are not listed in Appendix B ("Consultants, Sub-Consultants" and "Consultants Key Personnel"); Entering into a subcontract for the performance of any part of the Services, it being understood (i) that the selection of the Sub-Consultants and the terms and conditions of the subcontract shall have been approved in writing by the Client prior to the execution of the subcontract, and (ii) that the Consultants shall remain fully liable for the performance of the Services by the Sub-Consultants and its Personnel pursuant to this Contract; Substitution of any personnel if required on grounds beyond reasonable Control of the Consultants; Purchase of equipment required for performing the services.

c)

d)

e) 3.8

Reporting Obligations The Consultants shall submit to the Client reports and documents specified in Appendix A hereto in the form and the numbers and within the time period set forth in the said Appendix.

3.9

Documents prepared by the Consultants to be the Property of the Client All plans, drawings, specifications, designs, reports and other documents prepared by the Consultants in performing the Services shall become and remain the property of the Client, and the Consultants shall, not later than upon termination or expiration of this Contract, deliver all such documents to the Client, together with a detailed inventory thereof. The Consultants may retain a copy of such documents but shall not use these documents for purposes unrelated to this Contract without the prior written approval of the Client.

3.10

Equipment and Materials Furnished by the Client No equipments and material will be provided by the client.

4. 4.1

CONSULTANTS' PERSONNEL General The Consultants shall employ and provide such qualified and experienced Personnel as are required to carry out the Services.

4.2

Description of Personnel a) The list of Consultants key personnel and their estimated periods of engagement have been described in Appendix B. If additional work is required beyond the scope of the Services specified in TOR the estimated periods of engagement of Key Personnel set forth in Appendix B may be increased by agreement in writing between the Client and the Consultants.

b)

4.3

Approval of Personnel The Key Personnel listed by title as by name in Appendix B are hereby approved by the Client. In respect of other personnel whom the Consultants propose to use in carrying out of the Services, the Consultants shall submit to the Client for review and approval of a copy of their biographical data. If the Client does not object in writing (stating the reasons for the objection) within thirty (30) calendar days from the date of receipt of such biographical data and (if applicable) such Personnel shall be deemed to have been approved by the Client. The removal and/or replacement of personnel is covered under Clause 4.5 hereof.

4.4

Working Hours, Overtime, Leave etc. a) Working hours and holidays for the Consultants' Personnel shall match with that of the Client. To account for travel time at site, Services shall be deemed to have commenced (or finished) from the time of departure from the place of origin (site office of consultant) for the project site or time of arrival at the place of origin after the services. The Personnel shall not be entitled to be paid for overtime nor to take paid sick leave or vacation leave. The Consultant's remuneration shall be deemed to cover these items. Any taking of leave by personnel shall be subject to the prior approval by the Client and the Consultant shall ensure that absence for leave purposes will not delay the progress and adequate supervision of the Services. The manmonths shown against each personnel shall be exclusive of leave period. The period for which the Consultants personnel will be on annual leave or on sick leave shall not be charged on the bill. The work of the personnel of the Consultants will have to be adjusted within the regulatory working hours, without any overtime according to the requirement at site.

b)

c)

4.5

Removal and/or Replacement of Personnel a) No changes shall be made in the Key Personnel. If, for any reason beyond the reasonable control of the Consultants, it becomes necessary to replace any of the Personnel, the Consultants shall forthwith provide as a replacement a person of equivalent or better qualifications and experience acceptable to the Client. Such replaced person shall be inducted only after approval by the Client. The remuneration will be reduced to 90% for such replacements each time in addition to clause 9.2 of TOR. If the Client (i) finds that any of the Personnel has committed serious misconduct or has been charged with having committed a criminal action, or (ii) has reasonable cause to be dissatisfied with the performance of any of the Personnel, then the Consultants shall, at the Client's written request specifying the grounds therefor, forthwith provide as a replacement a person with qualifications and experience acceptable to the Client. Such person shall be inducted only after approval by the Client. Any of the Personnel provided as a replacement under Clauses (a) and (b) above, the rate of remuneration applicable to such person as well as any reimbursable expenditures (including expenditures due to the number of eligible dependents) the Consultants may wish to claim as a result of such replacement, shall be subject to the prior written approval by the Client. Except as the Client may otherwise agree, (i) the Consultants shall bear all additional travel and other costs arising out of or incidental to any removal and/or replacement, and (ii) the remuneration t o be paid for any of the Personnel provided as a replacement shall not exceed the remuneration which would have been payable to the Personnel replaced.

b)

c)

5. 5.1

OBLIGATIONS OF THE CLIENT Assistance and Exemptions Unless otherwise specified, the Client shall use its best efforts to ensure that the Government shall: (a) provide the Consultants, Sub-consultants and Personnel with work permits and such other documents as shall be necessary to enable the Consultants, Sub-consultants or Personnel to perform the Services; (b) assist for the Personnel and, if appropriate, their eligible dependents to be provided promptly with all necessary entry and exit visas, residence permits, exchange permits and any other documents required for their stay in Governments country;

(c) facilitate prompt clearance through customs of any property required for the Services and of the personal effects of the Personnel and their eligible dependents; (d) issue to officials, agents and representatives of the Government all such instructions as may be necessary or appropriate for the prompt and effective implementation of the Services; (e) assist the Consultants and the Personnel and any Sub -consultants employed by the Consultants for the Services from any requirement to register or obtain any permit to practice their profession or to establish themselves either individually or as a corporate entity according to the Applicable Law; (f) grant to the Consultants, any Sub-consultant and the Personnel of either of them the privilege, pursuant to the Applicable Law, of bringing into Governments country reasonable amounts of foreign currency for the purposes of the Services or for the personal use of the Personnel and their dependents and of withdrawing any such amounts as may be earned therein by the Personnel in the execution of the Services; and

(g) provide to the Consultants, Sub -consultants and Personnel any such other assistance as may be specified in the contract. 5.2 Access to Land The Client warrants that the Consultants shall have free and unimpeded access to all land in India in respect of which access is required for the performance of the Services. The Client will be responsible for any damage to such land or any property thereon resulting from such access and will indemnify the Consultants and each their personnel in respect of liability for any such damage, unless such damage is caused by the default or negligence of the Consultants any Subconsultants or the Personnel of either of them. 5.3 Change in the Applicable Law If after the date of signing of agreement there is any change in the Applicable Law with respect to taxes and duties which increases or decreases the cost of reimbursable expenses incurred by the Consultants in performing the Services, then the remuneration and reimbursable expenses otherwise payable to the Consultants under this Contract shall be increased or decreased accordingly. 5.4 Facilities to be provided by the Client

5.4.1 The Client shall nominate an authorised representative to liaise with the Consultants on all matters connected with this agreement. In turn, the Team Leader of the Consultants for the work shall act as the Liaison Officer for the Consultants to liaise with the representative of the Client.

5.5

Payment In consideration of the Services performed by the Consultants under this Contract the Client shall make to the Consultants such payments and in such manner as is provided in Clause 6 of the Contract.

6.0 6.1

PAYMENTS TO THE CONSULTANTS Payments to the Consultants All payments shall be made by the Client to the Consultants in Indian Rupees as per the payment schedule given in data sheet.

6.2

Price Adjustment Remuneration paid in local currency pursuant to the rates set forth in Financial Proposals, Appendix- B only shall be adjusted every 12 (twelve) months (and, for the first time, with effect for the remuneration earned in the 13th calendar month after the date of the Contract) by applying the following formula: RI = RIo X H/Ho Where RI is the adjusted price remuneration, RIo is the remuneration payable on the basis of the rate set forth in Financial Proposals, Form - 4C (Part-A) for remuneration payable in local currency, H is the official Index of salary's in the clients country (Indices for "urban Non Manual Employees" for Delhi published by Director General of Commercial Intelligence and Statistics, Ministry of Commerce/Government of India) for the first month for which the adjustment is to have effect, and Ho is the Official index for salaries in the client's country for the month of the date of the contract.

6.3

Currency of Payment: All payments shall be made in Indian Rupees. For the purpose of repatriating any amount in foreign currency pertaining to remuneration part only, the necessary certificates shall be issued by NHAI.

6.4 a)

Duties and Taxes: For domestic consultants / personnel and foreign consultants / personnel's who are permanent residents in India: The consultants, Sub-consultants and the Personnel shall pay the taxes, duties, fees, levies and other impositions levied under the existing, amended or in acted laws during life of this contract and the client shall perform such duties in regard to the deduction of such taxes as may be lawfully imposed.

b)

For foreign Consultants / Personnel

The consultants, Sub-consultants and the Personnel shall pay any taxes, duties, fees, levies and other impositions imposed, under the Applicable Law, on the Consultants, Sub-consultants and the Personnel in respect of: (a) any payments whatsoever made to the Consultants, Sub-consultants and the Personnel of either of them (other than Indian nationals or foreign nationals now permanently residing in India), in connection with the carrying out of the Services; any equipment, materials and supplies brought into India by the Consultants or Subconsultants for the purpose of carrying out the Services and which, after having been bought into such territories, will be subsequently withdrawn there from by them; any equipment imported for the purpose of carrying out the Services and paid for out of funds provided by the client and which is treated as property of the client; any property brought into India by the Consultants, any Sub-consultants, the Personnel of either of them (other than Indian nationals or permanent residents of India), or the eligible dependents of such Personnel for their personal use and which will subsequently be withdrawn there from by them upon their respective departure from India, provided that: (1) the Consultants, Sub-consultants and Personnel, and their eligible dependents, shall follow the usual customs procedures of the Government in importing property into India; and if the Consultants, Sub-consultants or Personnel, or their eligible dependents, do not withdraw but dispose of any property in India upon which customs duties and taxes have been exempted, the Consultants, Sub-consultants or Personnel, as the case may be, (i) shall bear such customs duties and taxes in conformity with the regulations of the Government, or

(b)

(c)

(d)

(2)

(ii) shall reimburse them to the client if they were paid by the client at the time the property in question was brought into India. 6.5 Mode of Billing and Payment a) The Client shall pay to the Consultants an interest free advance payment as specified hereunder and as otherwise set forth below. The advance payment will be due at effective date after provision by the Consultants to the Client of a Bank Guarantee by a Bank acceptable to the Client in local currency. Such Bank Guarantee shall (i) remain effective until the advance payments have been completely set off as provided hereinafter, and (ii) be

in the form set forth in Appendix C hereto or in such other form as the Client shall have approved in writing. The advance payment shall be paid within fifteen days after above provisions are complied with. b) An advance payment of 15% in local currency (both exclusive of taxes and contingency provisions) shall be made within 30 days after the conditions set forth in Clause 6.4 (a) above are complied with. This advance will be recovered in on pro-rata basis during the currency of contract. Service Tax as applicable law of the Government of India will be payable by the Client. As soon as practicable but not later than fifteen (15) days after the end of each submission and its subsequent approval by the competent authority, the consultant shall raise their bill as per the payment schedule given in the Data Sheet. The Client shall cause the payment of the Consultants periodic statements within fifteen (15) days after the receipt by the Client of such statements with supporting documents. Only such portion of a statement that is not satisfactorily supported may be withheld from payment. Should any discrepancy be found to exist between actual payment and cost authorized to be incurred by the Consultants, the Client may add or subtract the difference from any subsequent payments. The interest at 12% per year on local currency shall become payable as from the above due date on any amount due but not paid on such due date. The final payment under this Clause shall be made only after the final report and final statement identified as such shall have been submitted by the Consultants and approved as satisfactory by the Client. The services shall be deemed completed and finally accepted by the Client and final report and final statement shall be deemed approved by the Client as satisfactory, thirty (30) calendar days after receipt of the final report and final statement by the Client unless the Client within such thirty (30) days period gives written notice to the Consultants, specifying in detail, deficiencies in the services, the final report or final statement. The Consultants shall thereupon promptly make any necessary corrections and upon completion of such corrections the foregoing process shall be repeated. Any amount which the Client has paid or caused to be paid in accordance with this clause in excess of the amount actually payable in accordance with the provisions of the Contract shall be reimbursed by the Consultants to the Client within thirty (30) days after receipt by the Consultants of notice thereof.. Any such claim by the Client for reimbursement must be made within three (3) calendar months after receipt by the Client of a final report and a final statement approved by the Client in accordance with the above. All payments under this contract shall be made to the accounts of the consultant:

c)

d)

e)

f)

7. 7.1

FAIRNESS AND GOOD FAITH Good Faith The Parties undertake to act in good faith in respect to each other's rights under this Contract and to adopt all reasonable measures to ensure the realization of the objectives of this Contract. Operation of the Contract: The Parties recognise that it is impractical in this Contract to provide for every contingency which may arise during the life of the Contract and the Parties hereby agree that it is their intention that this contract shall operate fairly as between them and without detriment to the interest of either of them and that if during the term of this Contract either Party believes that this Contract is operating unfairly, the Parties will use their best efforts to agree on such action as may be necessary to remove the cause or causes of such unfairness but on failure to agree on any action pursuant to this Clause shall have the right of dispute subject to arbitration in accordance with Clause 8 thereof. SETTLEMENT OF DISPUTES Amicable Settlement The Parties shall use their best efforts to settle amicably all disputes arising out of or in connection with this Contract or the interpretation thereof.

7.2

8.0 8.1

8.2

Right to Arbitration and Rules of Procedure Any dispute between the parties as to matters arising pursuant to this Contract which cannot be settled amicably within sixty (60) days after receipt by one Party of the other Party's request for such amicable settlement, shall be referred to the adjudication of a Committee of three arbitrators. The Committee shall be composed of one Dispute Review Expert to be nominated by the Client, one to be nominated by the Consultants and the third, who will also act as the chairman of the Committee but not as an umpire, who will be chosen jointly by the two arbitrators from a panel of five candidates, none of whom would be in regular employment of the Government, supplied by the Executive Committee of Indian Roads Congress. If either of the Parties fail to appoint his arbitrator or fail to agree on the third nominee within sixty (60) days after receipt of notice for the appointment of such arbitrator, the President of the Indian

Roads Congress shall appoint, upon request from either Party and from such panel or otherwise, such arbitrator(s) for the matter in dispute. Save as otherwise provided in the Contract, the arbitration shall be conducted in accordance with the provisions of the Arbitration and Conciliation Act 1996 and any statutory modification or enactment thereof and shall be held at such place and time in India as the committee of arbitrators may determine. The decision of the majority of the Arbitrators shall be final and binding as may be determined by the Arbitrators. Performance under the Contract shall continue during the arbitration proceedings and payments due to the Consultants by the Client shall not be withheld, unless they are the subject matter of the arbitration proceedings. All awards shall be in writing and such awards shall state reasons for the awards. 8.3 Miscellaneous If any arbitration proceedings hereunder: a) b) c) proceedings shall, unless otherwise agreed by the Parties, be held in Delhi. the English language shall be the official language for all the purposes, and the decision of majority of the arbitrators shall be final and binding and shall be enforceable in any court of competent jurisdiction and the Parties hereby waive any objections to or claims of immunity in respect of such enforcement.

Appendix A

REPORTS TO BE SUBMITTED

Sl No. Report 1. Commencement Report Specifications and construction supervision manual Progress Report (weekly, Monthly & Quarterly) Final Report with CD

Frequency One time

Due Date/Time Within 30 days after commencement of services. Within 30 days after commencement of services. 2nd day of following week. And 10th of the month Within 30 days of completion of services. 30 days after commencement of services. 10 of month
th

No. of Copies

5 5

2.

One time

3.

Every Week, Month, and every three Months One time

4.

5.

Quality Assurance (QA) Document Engineering Up gradation necessity report Design and planning report (Phase - I)

One time

6.

Every Six months

7.

One Time

Within 30 days from date of commencement of services. Within 45 days from date of commencement of services.

8.

Working Drawings

One time

Appendix B KEY PERSONNEL & JUNIOR TECHNICAL STAFF Sl. No. 1. Title Name Duration in months

2.

3.

4.

5.

APPENDIX C FORM OF ADVANCE PAYMENT GUARANTEE

Ref :_________ Date:_____________ The Chairman National Highways Authority of India Plot No. 5 & 6, Sector 10, Dwarka, New Delhi 110045. Dear Sir,

Bank Guarantee__________

In consideration of National Highways Authority of India (hereinafter referred to as the Client, which expression shall, unless repugnant to the context or meaning thereof include its successors, administrators and assigns), having awarded to _________(Name of the Consultant). (hereinafter referred to as the Consultants which expression shall unless repugnant to the context or meaning thereof, include its successors, administrators, executors and assigns), Contract by issue of Clients Contract Agreement dated______ and the same having been unequivocally accepted by the Consultants resulting in a Contract valued at _______for ______________ (Name of the project) (hereinafter called the Contract) and the Client having agreed to make (scope of work) an advance payment to the Consultants for performance of the above Contract amounting to ______________________________________________ (in words and figures) as an advance against Bank Guarantee to be furnished by the Consultants. We_____________________ (Name of the Bank) having its Head Office at _______________ (hereinafter referred to as the Bank, which expression shall, unless repugnant to the context or meaning thereof, include its successors, administrators, executors and assigns), do hereby guarantee and undertake to pay the Client immediately on demand any or, all monies payable by the Consultants to the extent of __________________ as aforesaid at any time upto_________ @_______________ without any demur, reservation, contest, recourse or protect and/or without any reference to the Consultants. Any such demand made by the Client on the Bank shall be conclusive and binding notwithstanding any difference between the Client and the Consultants or any dispute pending before any Court, Tribunal, Arbitrator or any other authority, we agree that the Guarantee herein contained shall be irrevocable and shall continue to be enforceable till the Client discharges this guarantee. The client shall have the fullest liberty without affecting any way the liability of the Bank under this guarantee, from time to time to vary the advance or to extend the time for performance of the Contract by the Consultants. The Client shall have the fullest liberty without affecting this guarantee, to postpone from time to time the exercise of any

powers vested in them or of any right which they might have against the Client and to exercise the same at any time in any manner, and either to enforce or to forebear to enforce any cove nants, contained or implied, in the Contract between the Client and the Consultants any other course or remedy or security available to the client. The Bank shall not be relieved of its obligations under these presents by any exercise by the Client of its liberty with reference to the matters aforesaid or any of them or by reason of any other act of forbearance or other acts of omissions or commission on the part of the Client or any other indulgence shown by the Client or by any other matter or thing whatsoever which under law would but for this provision have the effect of relieving the Bank. The Bank also agrees that the Client at its option shall be entitled to enforce this Guarantee against the Bank as a principal debtor, in the first instance witho ut proceeding against the Consultants and notwithstanding any security or other guarantee the Client may have in relation to the Consultants liabilities. Notwithstanding anything contained herein above our liability under this guarantee is limited to __________ and it shall remain in force up to and including ________ @ _______ and shall be extended from time to time for such period (not exceeding one year), as may be desired by _______________ (Name of the Consultant). On whose behalf this guarantee has been given.

Dated this __________________ day of ___________2001 at___________ WITNESS _________________ (Signature) ______________________ (Name) ___________________ (Signature) ___________________ (Name)

_____________________ (Official Address)

___________________ (Designation with Bank Stamp) Attorney as per Power of Attorney

No. _____________ Dated____________ @ The date will be ninety (90) days after the date of completion of Contract.

APPENDIX C

FORM OF BANK GUARANTEE FOR PERFORMANCE SECURITY Ref: _______________ Date: _______________ To, The Chairman National Highways Authority of India Plot No. 5 & 6, Sector 10, Dwarka, New Delhi 110045. Bank Guarantee: ________________

Dear Sir, In consideration of National Highways Authority of India (NHAI) (hereinafter referred as the Client, which expression shall, unless repugnant to the context or meaning thereof include it successors, administrators and assigns) having awarded to M/s. ____________________ (hereinafter referred to as the Consultant which expression shall unless repugnant to the context or meaning thereof, include its successors, administrators, executors and assigns), a contract by issue of clients Contract Agreement No. ________________ dated __________ and the same having been unequivocally accepted by the Consultant, resulting in a Contract valued at ___________________ for (name of the project) _____________________________________ (hereinafter called the Contract) and the Consultant having agreed to furnish a Bank Guarantee to the Client as Performance Security as stipulated by the Client in the said contract for performance of the above Contract amounting to ____________________ (in words and figures). We _____________ (Name of the Bank) having its Head Office at _______________ (hereinafter referred to as the Bank), which expression shall, unless repugnant to the context or meaning thereof, include its successors, administrators executors and assigns) do hereby guarantee and undertake to pay the client immediately on demand any or, all monies payable by the Consultant to the extent of _______________ as aforesaid at any time upto _________ @ __________ without any demur, reservation, contest, recourse or protest and/or without any reference to the consultant. Any such demand made by the client on the Bank shall be conclusive and binding notwithstanding any difference between the Client and the Consultant or any dispute pending before any Court, Tribunal, Arbitrator or any other authority. we agree that the Guarantee herein contained shall be irrevocable and shall continue to be enforceable till the Client discharges this guarantee.

The Client shall have the fullest liberty without affecting in any way the liability of the Bank under this Guarantee, from time to time to vary the advance or to extend the time for performance of the contract by the Consultant. The Client shall have the fullest liberty without affecting this guarantee, to postpone from time to time the exercise of any powers vested in them or of any right which they might have against the Client and to exercise the same at any time in any manner, and either to enforce or to forebear to enforce any covenants, contained or implied, in the Contract between the Client and the Consultant any other course or remedy or security available to the Client. The bank shall not be relieved of its obligations under these presents by any exercise by the Client of its liberty with refe rence to the matters aforesaid or any of them or by reason of any other act or forbearance or other acts of omission or commission on the part of the Client or any other indulgence shown by the Client or by any other matter or thing whatsoever which under law would but for this provision have the effect of relieving the Bank. The Bank also agrees that the Client at its option shall be entitled to enforce this Guarantee against the Bank as a principal debtor, in the first instance without proceeding against the Consultant and notwithstanding any security or other guarantee that the Client may have in relation to the Consultants liabilities. Notwithstanding anything contained herein above our liability under this guarantee is limited to _______ and it shall remain in force upto and including ______________ @ ________ and shall be extended from time to time for such period (not exceeding one year), as may be desired by M/s. ________________ on whose behalf this guarantee has been given.

Dated this ________________ ____________________________ WITNESS _________________________ (signature) _________________________ (Name) _________________________ __________________________ (Official Address)

day

of

___________

19______at

__________________________ (signature) __________________________ (Name) __________________________ __________________________ Designation (with Bank stamp) Attorney as per Power of Attorney No. _______________ Dated ___________________

Strike out, whichever is not applicable. @ The date will be eighteen months after the date of commencement of services.

Note 1:

The stamp papers of appropriate value shall be purchased in the name of bank who issues the Bank Guarantee. The Bank Guarantee will be accepted which is issued by State Bank of India or its subsidiaries or any Indian Nationalised Bank. If the Bank Guarantee is drawn on a foreign bank it will be accepted by NHAI only if such Guarantee is also accepted either by State Bank of India or any of its subsidiaries or any Indian Nationalised Bank.

Note 2: