EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

FDR1234
-- EOI Document
for
Selection of partner
for
The Design, Supply, Installation, Testing and
Commissioning of a 2MWac Floating Solar Power Plant
(FSP) at Tamarind Falls Reservoir (TFR), Republic of
Mauritius

EOI No: TCIL/MUR/EOI/2024/T-3

Date of Issue: 09/07/2024

Issued By:
[TCIL, Mauritius]
Fax :+230 4280369
Tel: +230 4280143
E-mail: tcil@[Link]
[Link]

Telecommunications Consultants India Ltd.

(A Govt. of India Enterprise)
TCIL Bhawan, Greater Kailash-I
New Delhi – 110048 (India)
Telephone no.:011-26202020, Fax:011-26241865,
website: [Link] Email:
tcil@[Link]
CIN No.:U74999DL1978GOI008911

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Contents
1. EXPRESSION OF INTEREST (EOI)................................................................................. 3
2. GENERAL TERMS & CONDITIONS OF THE CONTRACT ..................................... 11
3. SPECIAL CONDITIONS OF CONTRACT .................................................................... 17
4. SCOPE OF WORK & TECHNICAL SPECIFICATIONS ............................................ 20
5. PROJECT EXPERIENCE ................................................................................................. 21
6. PRICE BID SCHEDULE ................................................................................................... 22
7. MANUFACTURER'S AUTHORISATION FORM ........................................................ 24
8. BID SECURITY / EMD (BANK GUARANTEE FORMAT) ......................................... 25
9. AUTHORIZATION LETTER ........................................................................................... 26
10. NO-CONVICTION CERTIFICATE ................................................................................ 27
11. BID SUBMISSION FORM ................................................................................................ 28
12. EOI CHECKLIST ............................................................................................................... 30
13. RATE CONTRACT ............................................................................................................ 31
14. PERFORMANCE SECURITY (BANK GUARANTEE FORMAT) ............................. 32
15. MEMORANDUM OF UNDERSTANDING .................................................................... 33

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SECTION-1

EXPRESSION OF INTEREST (EOI)

EOIs are invited from all eligible bidders for Pre-Tender Tie-up with TCIL for “Design, Supply,
Installation, Testing and Commissioning of a 2 MWac Floating Solar PV Farm at Tamarind Falls
Reservoir, Republic of Mauritius” against client’s Tender IFB vide Procurement Reference No.
CEB/IFB/2024/7837 for Design, Supply, Installation, Testing and Commissioning of a 2 MWac
Floating Solar PV Farm at Tamarind Falls Reservoir, Republic of Mauritius

Telecommunications Consultants India Ltd. (TCIL) is a Govt. of India Enterprise, under Department
of Telecommunications, Ministry of Communications. It was set up in 1978 to share Indian
experience and expertise with developing countries and to assist bulk users of telecom services in
setting up dedicated telecom networks.

TCIL has been undertaking various projects in all fields of telecommunications and information
technology and also continuously deploying new technologies in the field of Telecom Software,
Switching and Transmission Systems, Cellular Services, Rural Telecommunications, Optical Fiber
based Backbone Transmission Systems etc. TCIL has diversified its operation and has been executing
projects in the field of Civil Infrastructure, Architecture and Power, Rural Roads and Civil
Construction. TCIL has been executing projects in the latest technologies like FTTH, VOIP, IPTV
etc.

TCIL is having presence in Mauritius since 1991 and intends to participate in this tender as the lead
bidder. This EOI is floated for selection of a back end partner ready to work with TCIL on exclusive
basis for the above project.
Bid needs to be submitted offline/online for this EOI. Prospective bidders need to submit their bids
with the most competitive Techno-commercial offer for the aforesaid work. EOI document is
available on TCIL website ([Link]

1.1 IMPORTANT DATES

Date of Posting of EOI: [09/07/24]

Start Date of downloading/viewing EOI: [09/07/24]
Start date & time for Online submission of Bids: [10/07/24], [11:00 hrs]
Last date & time for Online submission of Bids: [24/07/24], [12:00 noon]
Opening of Technical Bid (Part-I): [24/07/24], [15:00 hrs]
Opening of Financial Bid (Part-II): To be notified later

The hard copy of all the document comprising the bid in respect of eligibility, technical
literature along with Price bid (in separate envelope) should be submitted at the following
address by the last date and time of bid submission:
CEO,
TCIL Mauritius,
10, Darwin Avenue, Quatre Bornes,
Mauritius -72350C.

The bid can also be submitted vide email at eointenders@[Link]. In that case, price bid shall
be password protected, which shall be shared by prospective bidder on prescribed date and time
of financial bid opening through e-mail to tcil@[Link]. Bidder however needs to submit the
bid in files of maximum size of 8.5mb only.

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1.2 ELIGIBILITY CRITERIA

a) Bidder should a registered entity and should submit a scanned copy of Certificate of
Incorporation/ Registration/ Partnership Deed or any other relevant document, as
applicable, along with a copy of address proof while bidding
b) The bidder shall fulfill the following financial criteria:

i. Average Annual Financial Turnover during the last 3 financial years or as applicable,
ending 31st March of the previous financial year should be at least 500,000USD
ii. Net worth should be positive as on 31st March of last Financial Year or as applicable.

iii. The bidder should have Profit Before Tax (PBT) in two out of the last three financial
years.

c) Experience in the Design, Supply, Delivery, Installation and Commissioning as

contractor, management contractor, or Specialized Subcontractor, of one (1) Floating
Solar PV Farm of at least 1.6 MWp capacity and which have been connected to a
utility grid.

OR

Experience in the Design, Supply, Delivery, Installation and Commissioning as

contractor, management contractor, or Specialized Subcontractor, of two (2) Floating
Solar PV Farm of at least 1.0 MWp capacity each and which have been connected to a
utility grid.

Experience of the Bidder or its Specialized Subcontractor in the Installation, Testing and
Commissioning for at least two 22 kV (or higher voltage) metal clad switchgears in the
last 5 years.”

Experience of the Bidder or its Specialized Subcontractor in the construction of at least

two (2) new buildings in last 5 years.

Experience limited solely to civil refurbishment works will not be considered sufficient.

The similarity shall be based on the complexity, methods/technology or other

characteristics as described in Section, Employer’s Requirements of client’s IFB.

Note: Experience in Roof-top or Ground-mounted PV installations shall be considered

ineligible to above requirements.
d) The bidder should have a valid TIN/PAN and GST/VAT Registration (copy of TIN/PAN
and GST /VAT Registration certificate should be submitted in the bid).

e) Manufacturers Authorization Certificate (MAF)

The bidder should submit Manufacturers Authorization Certificate (MAF) from Original
Equipment Manufacturers (OEMs) specific to the bid for items mentioned in the client’s
IFB . In case of unavailability of MAF at the time of EOI response, bidder should submit
an undertaking stating that the same shall be submitted before opening of financial bid.

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f) The bidder should not be insolvent, in receivership, bankrupt or being wound up, not have
had their business activities suspended and not be the subject of legal proceedings for any
of the foregoing. An undertaking by the bidder should be submitted.

g) The Bidder should not be blacklisted/debarred/banned/restricted by any Union Govt./State

Govt. /PSU as on date of submission of the Bid. “No-Conviction Certificate” duly signed
by authorized signatory signing the bid, should be submitted in the prescribed format.

h) The bidder needs to submit un-priced BOQ along with their technical bid.

i) The bidder needs to submit an undertaking stating that: Vendors, whose Purchase Order(s)
for any Project of TCIL was/were cancelled on risk & cost basis for non-performance or
non-submission of performance guarantee in last 2 years, are not eligible to participate in
this tender.
j) Proof of PF/CSG/NSF registration to be submitted by the bidder as applicable in respective
country. The Bidder shall comply with all applicable Labour laws, Payment of Minimum
Wages Act, Workman’s Compensation Act, CSG/NSF provisions and any such statutory
provisions applicable in respective country. In case the bidder is found to be not complying
to any of the relevant statutory requirement, action as deemed fit may be initiated by TCIL
at its sole discretion

k) The bidder should have a local office where work is to be executed. Else, he should give
an undertaking that he will open a local office after award of work.

l) LABOUR LAWS (wherever applicable):

1. (a) The rates of remuneration and other conditions of work of the employees
of the Contractor shall not be less favourable than those established for work of the
same character in the trade concerned-

(i) by collective agreement applying to a substantial proportion of

the workers and employers in the trade concerned;

(ii) by arbitration awards; or

(iii) by Remuneration Regulations made under the Employment

Relation Act 2008/Workers’ Rights Act 2019.

(b) Where remuneration and conditions of work are not regulated in a

manner referred to at (a) above, the rates of the remuneration and other
conditions of work which are not less favourable than the general level observed
in the trade in which the contractor is engaged by employers whose general
circumstances are similar.

2. No contractor shall be entitled to any payment in respect of work performed

in the execution of the contract unless he has, together with his claim for payment,
filed a certificate:

(a) stating the rates of remuneration and hours of work of the various
categories of employees employed in the execution of the contracts;

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(b) stating whether any remuneration payable in respect of work done is

due;

(c) containing such other information as the authorized officer administering

the contract may require to satisfy himself that the provisions under this clause
have been complied with.

3. Where the where the authorized officer is satisfied that remuneration is still
due to an employee employed under this contract at the time the claim for payment
is filed, he may, unless the remuneration is sooner paid by the Contractor, arrange
for the payment of the remuneration out of the money payable under this contract.

4. Every contractor shall display a copy of this clause of the contract at the place
at which the work required by the contract is performed.

m) It is a mandatory requirement that the bidder shall provide formally certified skilled
workforce

n) Bid by Consortium is allowed (if applicable). Consortium must comply the following
requirements:
i. The consortium agreement must be submitted clearly identifying the “Lead Partner”.
This authorization shall be evidenced by submitting with the bid a Authorization
letter/Board Resolution signed by legally authorized signatories of all the
partners. Application in consortium is permitted subject to a maximum of three (03)
agencies. For Turnover Financial Eligibility Criteria, the turnover of each partner shall
be added for the propose of eligibility criteria. However, the turnover of lead bidder
shall not be less than 25% of average turnover requirement of bid and must fulfil net-
worth requirement criteria.

In case of consortium, the experience criteria of similar work to be full filled by lead
bidder against eligibility criteria 1.2.d is as follow:

a) One work if total requirement is for One work (Value/ years as per Clause 1.2.d)
b) At least One work if total requirement is for Two work (Value/ years as per Clause
1.2.d)
c) At least One work if total requirement is for Three work (Value/ years as per
Clause 1.2.d)

In case Lead Partner nominated by the consortium does not meet the experience
criteria and Net Worth Criteria, submitted bid shall not be considered. Each
consortium partner shall be jointly and severally responsible for completing the task
as per the contract. TCIL, in any case, will deal with the lead partner, who shall be
responsible for execution of work and shall be entitled to receive payments as per
payment terms.

ii. The bid may be signed by all members of the consortium. Alternatively, the leader
may sign the bid. In such a case, the Authorization Letter/ Board Resolution from each
member authorizing the leader for signing and submission of bid on behalf of
individual member must accompany the bid offer.

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iii. The formation of consortium or change in the consortium character/partners after

submission of the bid and any change in the bidding regarding consortium will not be
permitted.

iv. The bid submission must include documentary evidence to the relationship between
consortium partners in the form of Consortium Agreement to legally bind all partners
jointly and severally for the proposed agreement, which should set out the principles
for the constitution, operation, responsibilities regarding work and financial
arrangements, participation (percentage share in the total) and liabilities (jointly and
severally) in respect of each and all of the firms in the consortium. Such consortium
agreement must evidence the commitment of the parties to bid for the facilities applied
for (if pre-qualified) and to execute the contract for the facilities if their bid is
successful.

v. The consortium agreement must provide that the lead partner shall be authorized to
incur liabilities and receive instructions for and on behalf of any and all partners of the
consortium and the entire execution of the contract shall be done with active
participation of the lead partner.

vi. The contract agreement should be signed by each consortium partners so as to legally
bind all partners jointly and severally and bid shall be submitted with a copy of the
consortium agreement providing the joint and several liabilities with respect to the
contract. Subsequent declarations/letters/documents shall be signed by lead partner
authorized to sign on behalf of the consortium or authorized signatory on behalf of
consortium.

vii. The consortium agreement must specifically state that it is valid for the project for
which bidding is done. If consortium breaks up midway before award of work and
during bid validity period, bid will be rejected. If consortium breaks up midway before
award of work and during bid validity/after award of work/during pendency of
contract, in addition to normal penalties as per provision of tender document, all the
partners of the consortium shall be debarred from participating in future bids for a
minimum period of twelve (12) months or maximum 36 months as per decision of
TCIL.

viii. Consortium agreement shall be registered in accordance with law so as to be legally

valid and binding on the members before making any payment.

ix. In case of separate entity by way of JV etc., then eligibility of the entity only shall be
considered.

1.3 The bidder should give an undertaking on the company’s letter head that all the
documents/certificates/information submitted by them against this EOI are genuine.

In case any of the documents/certificates/information submitted by the bidder is found to be

false or forged, TCIL shall immediately reject the bid of such bidder(s) or cancel/terminate the
contract and forfeit bid security / Performance Security submitted by the bidder and debar them
from participation in future EOIs/tenders of TCIL for a period up to 2 years.

1.4 A statement showing Clause-by-Clause compliance to all Terms & Conditions of all the
Sections of this EOI as well as client’s tender (which forms part of this EOI), duly Signed and
stamped on the Letter Head of their Organization. The bidder shall submit No-Deviation
Certificate along with above.

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Bidder shall submit technical data sheet by highlighting each complied specification. Wherever
technical specifications and operational/functional requirements are not mentioned in the
datasheet, OEM compliance shall be submitted.

1.5 The Client’s IFB No. [CEB/IFB/2024/7837] [Design, Supply, Installation, Testing and
Commissioning of a 2MWac Floating Solar Power Plant (FSP) at Tamarind Falls Reservoir
(TFR), Republic of Mauritius] and its amendments forms an integral part of this EOI.

1.6 BID SECURITY (EARNEST MONEY DEPOSIT)

Bidder shall submit bid security of MUR 2,90,000/- (MUR Two lakhs ninety Thousand only)
valid for 210 days in the form of bank guarantee issued by a reputable overseas bank from India
or reputed commercial bank operating in Mauritius or in the form of Banker cheque or Cheque
as per enclosed Proforma at Section-8 in favour of TCIL enforceable in Mauritius.
Bidder has the option to submit bid security of MUR 2,70,000/- (MUR Two lakhs ninety
Thousand only) through bank transfer to the credit of following account:
Account Number: 90310200004379
Name of account holder: Telecommunications Consultants India Limited
Name of Bank: Bank of Baroda
Branch: Port Louis, Mauritius
Swift code: BARBMUMUOBU
i) The bidder is required to submit the proof of bank transfer in the technical bid.
ii) ii) The EMD/Bid Security of unsuccessful bidder shall be returned as promptly as
possible as but not later than 30 days after expiry of the bid validity

1.7 TENDER FEES

NIL

1.8 EVALUATION

a) TCIL shall evaluate bids in respect to substantive responsiveness of the bid or otherwise.
TCIL shall carry out detailed evaluation of the substantially responsive bids only.

b) A bid determined as substantially non-responsive technically/financially shall be rejected,

even after opening the price bid.

c) TCIL may waive any minor infirmity or non-conformity or irregularity in the bid which
does not constitute a material deviation.

d) Among all technically qualified bids, the lowest bid will be termed as L1 (excluding taxes)
derived from Price Bid Schedule. The Purchase Preference needs to be given as per
Purchase Preference defined in this EOI.

e) If there is a discrepancy between the unit price and total price that is obtained
multiplying the unit price and quantity, the unit price shall prevail and the total price shall
be corrected.

1.9 VALIDITY PERIOD OF BID

Bid shall remain valid for 210 days, after the date of bid opening. The bid valid for a shorter
period shall be rejected as non-responsive.

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In exceptional circumstances, TCIL may request the bidder for an extension to the period of bid
validity if same is extended by end client and accordingly, the bid security shall also be suitably
extended by the bidder.

1.10 AUTHORIZATION LETTER / BOARD RESOLUTION

The bidders need to submit board resolution along with authorization Letter in Online mode
authorizing the signatory to act on behalf of the bidder. The Authorized person should be
either authorized by Board or a employee authorized by one of the following person who has
the Board Resolution to delegate authorization to other:

1. Managing director
2. The Chief Executive Officer
3. The Manager
4. The Company Secretary
5. The Whole-time director
6. The Chief Financial Officer

The bidder should ensure that the Digital Signature used for uploading the tender document in
e-tender portal should be of the authorized signatory.

1.11 MOU / AGREEMENT

The selected bidder will have to sign a MoU with TCIL (as per format enclosed) before TCIL
submits bid to the end client. The template of Pre-bid MoU documents is enclosed.

1.12 SUBMISSION OF FORGED DOCUMENTS

Bidders should note that TCIL may verify authenticity of all the
documents/certificate/information submitted by them against the EOI. In case at any stage of
this process, if it is established that bidder has submitted forged
documents/certificates/information towards fulfillment of any of the EOI/contract conditions,
TCIL shall immediately reject the bid of such bidder(s) or cancel/terminate the contract and
forfeit bid security / Performance Security submitted by the bidder and debar them from
participation in future tenders of TCIL for a period up to 2 years.

1.13 CLARIFICATION FROM BIDDERS

The queries may be asked from bidders for submitting shortfall to be submitted within specified
date and time. Also, every document submitted against following queries should be signed by
the person authorized as per Authorization letter / Board Resolution submitted by bidder against
tender, without which the documents will not be accepted as valid.

1.14 The bidder must ensure that their bid is complete in all respects and conforms to EOI terms and
conditions, EOI specifications etc. including client specifications, failing which the bids are
liable to be rejected without seeking any clarifications on any exception/deviation taken by the
bidder in their bid.

1.15 TCIL reserves the right to accept or reject any or all the EOIs without assigning any reason.

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1.16 CONTACT INFORMATION

Project Division: TCIL, 10 Darwin Avenue, Quatre Bornes, Mauritius.

Telephone: +230-4280369,
Contact Person- 1. Mr. Yatendra Singh Chauhan (DGM)
Tel: +230-58984965
Email: [Link]@[Link]
2. Gargi Malik (ET)
Tel: +230-52935002
Email: tcilengineer02@[Link]

END OF SECTION-1

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SECTION-2

GENERAL TERMS & CONDITIONS OF THE CONTRACT

2.1 RISK PURCHASE

a) In case, the sub-contractor/ Supplier is not performing its obligations under the contract, the
notice shall be sent as per law to the sub-contractor informing that in case of non-
performance by a particular date/period, the contract shall be terminated and the
work/project will be executed (through a third party) at the risk and cost of the said sub-
contractor/ bidder/supplier as per the terms of the contract.

b) On completion of the specified period/date, the notice of termination shall be issued clearly
specifying that the remaining work shall be executed (through a third party) at the risk and
cost of the sub-contractor/bidder/supplier. Along with this notice of termination, intimation
shall be sent to the said sub-contractor/bidder/supplier for joint preparation of inventory of
the works performed/ supplies already undertaken by him. If the sub-
contractor/bidder/supplier fails to turn up on an appointed date for joint preparation of
inventory, in that situation he shall be proceeded ex parte and the inventory shall be prepared
by TCIL/Employer and the same be sent to the bidder/sub-contractor/bidder/supplier.

c) Further at the time of award of work to another sub-contractor/ Bidder/supplier, if the work
is awarded at an additional cost than the original sub-contractor/ Bidder/supplier, another
notice may be issued to the original sub-contractor/ Bidder/supplier specifying that the work
has been awarded to another agency at the additional cost of such and such amount, and he
is liable to pay that amount to TCIL.

d) Demand notices may be sent to the original bidder/sub-contractor / bidder/supplier from

time to time.

2.2 GENERAL LIEN / SET-OFF

a) Whenever under this contract, any sum of money is recoverable from and payable by the
bidder/supplier, the purchaser shall be entitled to recover such sum by appropriating in part
or in whole the security deposit of the bidder/supplier, if a security is taken from the
supplier/bidder. In the event of the security being insufficient or if no security has been
taken from the supplier/bidder, the balance or the total sum recoverable, as the case may be,
shall be deducted from any sum due to the bidder/supplier or which at any time thereafter
may become due to the bidder/supplier under this or any other contract with the purchaser.
Should this sum not be sufficient to cover the full amount recoverable, the bidder/supplier,
shall pay to the purchaser on demand the remaining balance due.

b) Any some of money (including refundable security deposit) due and payable to the
bidder/supplier, under this contract or any other contract entered between the parties herein
whether continuing or completed may be appropriated by TCIL and set off against any claim
of TCIL of any nature whatsoever, arising under this contract or any other contract entered
into between the parties, herein whether continuing or completed.

2.3 REPEAT / ADD-ON ORDER

a) In exceptional situation where the requirement is of an emergent nature, the purchaser

reserves the right to place repeat order up to 50% of the value of goods and services
contained in the running tender/contract within a period of twelve months from the date of

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commissioning/ commercialization of the project (date of acceptance of APO of the items

procured in case where no installation, commissioning is involved) at the same rate or a
rate negotiated (downwardly) with the existing venders considering the reasonability of
rates based on prevailing market conditions and the impact of reduction in duties and taxes
etc.

b) Further if required, an additional order for 50% of the value of the goods & services limited
to 100% of the value of goods and services contained in the running tender/contract may
be placed within a period of twelve months from the date of commissioning/
commercialization of the project (date of acceptance of APO of the items procured in case
where no installation, commissioning is involved) on the existing vendors at the same rate
or a rate negotiated (downwardly) considering the reasonability of rates based on prevailing
market conditions and the impact of reduction in duties and taxes etc.(with due approval
of the Board).

2.4 PURCHASERS RIGHT TO VARY QUANTITIES

TCIL will have the right to increase or decrease up to 25% of the value of goods and services
specified in the schedule of requirements without any change in the unit price or other terms
and conditions at the time of award of contract.

2.5 FORCE MAJEURE

The selected bidder shall be exempted from the responsibility for any non-performance arising
from a case of force majeure or act of God, hereinafter called force majeure (a) war and (b)
earthquake. If such circumstances should arise, the supplier/bidder shall inform the purchaser
within 72 hours in writing of the existence of the fact before suspending work without penalty
on either side from the period of such suspension not exceeding 3 months. Likewise, it must
proceed to inform the end of such fact. As soon as the facts constituting a force majeure cease
in their effects, the supplier/bidder shall restart or continue the fulfillment of its obligations
agreed upon. Should suspension of work as explained above exceed three months, the contract
shall be violable at the option of either party without penalty on either side.

2.6 DISPUTE RESOLUTION

Dispute Adjudication Board shall comprise: the number of members as defined by the rules of
the Arbitration center of Mauritius. Appointment of the DAB: Within twenty-eight (28) days
after the Commencement Date. DAB shall comprise of 3 members.
Procedure to settle disputes in respect of DAB’s decisions:
Arbitration in accordance to Laws of Mauritius
Seat of Arbitration: Mauritius
Any dispute not settled amicably and in respect of which the DAB’s decision (if any) has not
become final and binding shall be finally settled by arbitration. Unless otherwise agreed by
both Parties, the dispute shall be referred to the competent court of Mauritius or for Arbitration
under Mauritian Laws. Appointing entity shall be TCIL.

2.7 FALL CLAUSE

a) The prices once fixed will remain valid during the scheduled delivery period. Further, if at
any time during the contract

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I. It comes to the notice of purchaser regarding reduction of price for the same or similar
equipment/ service

And/or

II. The prices received in a new tender for the same or similar equipment/service are less
than the prices chargeable under the contract.

The purchaser, for the purpose of delivery period extension/during rate contract, if any, will
determine and intimate the new price, taking into account various related aspects such as
quantity, geographical location etc., and the date of its effect for the balance quantity/
service to the vendor. In case the vendor does not accept the new price to be made applicable
during the extended delivery period and the date of its effect, the purchaser shall have the
right to terminate the contract without accepting any further supplies. This termination of
the contract shall be at the risk and responsibility of the bidder/suplier and the purchaser
reserves the right to purchase the balance unsupplied quantity/ service at the risk and cost
of the defaulting vendor besides considering the forfeiture of his performance security.

b) The vendor while applying for extension of time for delivery of equipment/services, if any,
shall have to provide an undertaking as “We have not reduced the sale price, and/ or offered
to sell the same or similar equipment/ service to any person/organization including
Department of central/state Government or any central/state PSU at a price lower than the
price chargeable under the contract for scheduled delivery period.”

In case undertaking as in (b) above is not applicable, the vendor will give the details of prices,
the name(s) of purchaser, quantity etc. to the purchaser, while applying extension of delivery
period.

2.8 BANNING OF NON-PERFORMING VENDOR

In case any of the vendor’s work/PO/agreement is cancelled/terminated by TCIL after award,

due to non-performance, the vendor may be banned/blacklisted up to 2 years or action as
deemed fit may be taken by TCIL.

2.9 AMENDMENT TO BID DOCUMENTS

a) At any time, prior to the date of submission of bids, TCIL may for any reason, whether
at its own initiative or in response to a clarification requested by a prospective bidder,
modify the bid documents by amendments, which shall be available on TCIL Website
and the e-tendering portal.

b) In order to give the required time to the prospective bidders, in which to take the
amendments into action in preparing their bid, TCIL may at its discretion extend the
deadline for submission of bid suitably.

2.10 BID PRICE

a) The prices quoted by the bidder shall remain firm during the entire period of the contract
and shall not be subject to variation (unless asked by TCIL). Clauses such as “at actual”,
“extra’, “to be given later” etc. shall also be treated as non-responsive & are liable for
rejection.

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EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

2.11 MODIFICATION AND WITHDRAWAL OF BIDS

a) Bid withdrawal/modification shall not be allowed after end date and time of bid
submission.

b) Withdrawal of a bid between the deadline for submission of bids and the expiration of
the period of bid validity specified in the tender or as extended, may result in the
forfeiture of the bid security. Such defaulting vendor is liable to be debarred from
participating in future bids for a period of up to 2 years.

2.12 CLARIFICATION OF BIDS

During evaluation of bids, TCIL may at its discretion ask the Bidder for clarifications /
confirmations / deficient documents of its bid. The request for clarification and the response
shall be in writing and no change in the price of substance of the bid shall be sought or
permitted.

2.13 PURCHASER’S RIGHT TO SEEK QUOTES DIRECTLY FROM OEM

During the EOI / NIT process, TCIL reserves its right to seek rates directly from OEM or
its authorized representative / distributor for one or all items of BOQ under this EOI.

2.14 TERMINATION FOR DEFAULT

a) TCIL may, without prejudice to any other remedy for breach of contract, by written
notice of default, sent to the bidder/supplier, terminate this contract in whole or in part.

• if the bidder/supplier fails to deliver any or all the services/goods within the time
period specified in the contract, or any extension thereof granted by TCIL.
• if the bidder/supplier fails to perform any other obligation(s) under the contract;
• if the bidder/supplier, in either of the above circumstances, does not remedy his
failure within a period of 15 days (or such longer period as TCIL may authorize in
writing) after receipt of the default notice from TCIL.
• Failure of the successful bidder to comply with the requirement of submission of
performance security shall constitute sufficient ground for cancellation of the
award of work and forfeiture of the bid security.
b) In the event TCIL terminates the contract in whole or in part pursuant to above clause,
TCIL may procure, upon such terms and in such manner as it deems appropriate,
goods/services similar to those undelivered and the bidder/supplier shall be liable to
TCIL for any excess cost for such similar goods/services. However, the bidder/supplier
shall continue the performance of the contract to the extent not terminated.

2.15 TERMINATION FOR INSOLVENCY

TCIL may at any time terminate the contract by giving written notice to the bidder/supplier,
without compensation to the bidder/supplier, if the bidder/supplier becomes bankrupt or
otherwise insolvent as declared by the competent court; provided that such termination will
not prejudice or affect any right of action or remedy which has accrued or will accrue
thereafter to TCIL.

Page 14 of 42
EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

2.16 At any time, in case it comes to the knowledge of TCIL any of wrong information related
with eligibility of the bidder or non-compliance to any terms and conditions of tender, then
TCIL reserves the right to cancel or reject the bid of such bidder, cancel the tender or take
any other action as deemed fit in accordance with tender terms and conditions.

2.17 ADDITIONAL CLAUSES FOR DEBARMENT:

A. A bidder or any of its successor, shall be debarred from participating in any

procurement process undertaken by TCIL for a period not exceeding three (3) years if
he has been convicted of an offence as under:

a) under the Prevention of Corruption Act, 1988; or

b) the Indian Penal Code or any other law for the time being in force, for causing
any loss of life or property or causing a threat to public health as part of execution
of a public procurement contract.

B. A bidder or any of its successor, shall be debarred from participating in any

procurement process undertaken by TCIL for a period not exceeding two (2) years if
the following code of integrity as per rule 175 of GFRs 2017, is breached:

1. prohibition of
a) making offer, solicitation or acceptance of bribe, reward or gift or any material
benefit, either directly or indirectly, in exchange for an unfair advantage in the
procurement process or to otherwise influence the procurement process.
b) any omission, or misrepresentation that may mislead or attempt to mislead so
that financial or other benefit may be obtained or an obligation avoided.
c) any collusion, bid rigging or anticompetitive behaviour that may impair the
transparency, fairness and the progress of the procurement process.
d) improper use of information provided by the procuring entity to the bidder with
an intent to gain unfair advantage in the procurement process or for personal
gain.
e) any financial or business transactions between the bidder and any official of
the procuring entity related to tender or execution process of contract; which
can affect the decision of the procuring entity directly or indirectly.
f) any coercion or any threat to impair or harm, directly or indirectly, any party
or its property to influence the procurement process.
g) Obstruction of any investigation or auditing of a procurement process.
h) making false declaration or providing false information for participation in a
tender process or to secure a contract;
2. disclosure of conflict of interest.
3. Disclosure by the bidder of any previous transgressions made in respect of the
provisions of sub-clause (i) with any entity in any country during the last three
years or of being debarred by any other procuring entity.

C. A bidder or any of its successor, shall be debarred from participating in any

procurement process undertaken by TCIL for a period not exceeding two (2) years if
the following is breached:

Page 15 of 42
EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

(i) If a Bidder withdraws the proposal or increases the quoted prices after opening of
the Proposal and during the period of Bid validity period or its extended period,
if any.

(ii) In case of a successful Bidder, if the Bidder fails to sign the Agreement in
accordance with the terms and conditions (including timelines for execution of
the Agreement) of this tender or fails to furnish the Performance Security in
accordance with the terms and conditions (including timelines for furnishing
Performance Security ) of this tender.

(iii) During the Bid process, if a Bidder indulges in any act as would jeopardize or
unnecessarily delay the process of bid evaluation and finalization.

D. The debarment in all cases shall be automatically extended to all its allied firms. In case
of Joint ventures/Consortium is debarred all partners shall also stands debarred for a
period specified in debarment order. The names of partners should be clearly specified
in the debarment order.

END OF SECTION-2

Page 16 of 42
EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

SECTION – 3
SPECIAL CONDITIONS OF CONTRACT

(In case clauses/ sub-clauses have any difference mentioned in this EOI at different places, the
conditions mentioned in Section-3 shall prevail. The terms and conditions of Secction-3 shall be on
back to-back basis based on client’s tender)

3.1 PAYMENT TERMS

As per Terms and conditions of the tender under participation on back-to-back basis after
receipt of payment from the end client. All the payments shall be subject to required conditions
and applicable deductions as per prevailing law.

3.2 PERFORMANCE SECURITY

a) The selected bidder shall submit undertaking to submit PBG (Performance Security) for
10% of the contract price payable in the currencies and proportions of the Accepted
Contract Amount within with 14 days as from the date of issue of a Letter of Acceptance
if the contract is awarded to TCIL by the end Client.
b) PBG to be submitted in the prescribed format from a Commercial Bank in Mauritius.
c) The proceeds of Performance Security shall be payable to TCIL in case of breach of any
of the terms and conditions of the contract/PO/tender by the vendor. Recovery/adjustment
due to LD or any other loss to TCIL shall be in addition to point (f).

d) The Performance Security will be discharged by TCIL after completion of

bidder/supplier’s obligations, including any warranty obligations, under the contract.

e) PBG should be valid upto sixty days from the date of issuance of the Defects Liability
Certificate (12 months) from the end client. The PBG shall be refunded once the PBG of
TCIL is returned by the client.

f) Failure of the successful bidder to submit the Performance Security or bidders’ failure to
complete its obligations under the contract shall constitute sufficient ground for the
annulment of the award / cancellation of the award of work and forfeiture of the Bid
Security / Performance Security.

g) Additionally, TCIL reserves the right to debar such defaulting bidder from participating in
future bids for a period up to 2 years.

3.3 PRICE BASIS

(a) The unit rates and prices shall be quoted by the Bidder in the Bill of Quantities separately in
the following currencies:
(i) for those inputs to the Works that the Bidder expects to supply from within Mauritius, in
Mauritian Rupees, and further referred to as “the local currency”; and
(ii) for those inputs to the Works that the Bidder expects to supply from outside Mauritius
(referred to as “the foreign currency requirements”), in any one of the following currencies
EUR, USD, GBP and MUR.

Page 17 of 42
EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

3.4 PAYING AUTHORITY

CEO, TCIL, MAURITIUS.

3.5 INSURANCE

As per Client’s tender.

3.6 DELIVERY / IMPLEMENTATION SCHEDULE

As per Client's tender.

3.7 WARRANTY

As per Client's tender.

3.8 PERIOD OF CONTRACT

As per client’s tender (Time for completion from the Commencement Date is: Twelve (12)
Months upon acquisition of BLUP)

3.9 TERMINATION OF CONTRACT

As per client’s tender.

3.10 PENALTY

As per client's tender clause- delay damages.

3.11 SLA

As per clients' tender.

3.12 UPTIME

As per client's tender.

3.13 LIQUIDATED DAMAGES

One percent (1%) of the final Contract Price per week or part thereof, in the currencies
and proportions in which the Contract Price is payable. Maximum amount of delay
damages shall be:6 % of Contract Price.
i) Notwithstanding anything contained in this Agreement or any other agreement between
the parties, TCIL may, without prejudice to its right to effect recovery by any other method,
deduct the amount of Liquidated Damages from any money belonging to the selected
bidder/contractor in its hand in relation to this or any other contract between the parties
(which includes TCIL’s right to claim such amount against invoices raised by the selected
bidder/contractor or Bank Guarantees submitted by the bidder/contractor under this
Contract or any other contract) or which may become due to the selected bidder/contractor.
Any such recovery of Liquidated Damages shall not in any way relieve the
bidder/contractor from any of its obligations to complete the Works or from any other
obligation and liabilities under the Contract.

Page 18 of 42
EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

ii) To facilitate recovery of Liquidated Damages from the invoices raised by the selected
bidder/contractor, Credit Note for the same shall be issued by the selected
bidder/contractor, failing which the TCIL shall adjust the amount to be recovered from the
pending payments by issuing an invoice/debit note for the corresponding amount, at the
risk and cost to the bidder/contractor including applicable GST/VAT, interest and penalty,
if any

END OF SECTION-3

Page 19 of 42
EOI NO: TCIL/MUR/EOI/2024/T-3 V(6) Date:09/07/2024

SECTION-4

SCOPE OF WORK & TECHNICAL SPECIFICATIONS

Bidder must meet all the requirements/specifications/clauses mentioned in above mentioned IFB
Brief description of the Scope of Works:
-The scope of work shall comprise of the design engineering, procurement, supply, construction,
testing, commissioning, and start-up of Floating Solar PV Plant at Tamarind Falls Reservoir on
turnkey basis.

-It shall also include the design and construction of a Control room (CMCS) building which
comprises of MV and LV switchgears, Inverters, Transformers, Battery and chargers and
appropriate access roads and drains for the site.

-The AC output of the floating solar PV Plant shall be connected to the outgoing 22KV feeder.

The technical proposal shall consist of the following forms in the format mentioned in the attached
IFB

A. Bidder Qualification Forms

ELI-1: Bidder Information Sheet
ELI-2: JV/Association/Sub-contractor Information Sheet
ELI-3: Government-Owned Enterprise Certification Form
CON-1: Historical Contract Non-Performance
FIN-1: Financial Situation – To fill and upload form as provided
Fin-2 : Average Annual Turnover – NOT APPLICABLE
FIN-3: Financial Resources
FIN-4: Current Contract Commitments/Works in Progress
EXP-1: General Design Experience
EXP-3: Similar Design Experience
EXP-5: Specific Design Experience in Key Activities

B. Technical Offer Forms

Tech 1: Design Proposal
Tech 2: Method Statement
Tech 3: Environmental, Social, Gender, Health & Safety Staffing Methodology
Tech 4: Program
Tech 5: Cash Flow Projection
Tech 6: Project Management Organization
Tech 7: Construction Equipment
Tech 8: CVs of Key Personnel
Tech 9: Compliance with Employer’s Requirement

END OF SECTION-4

Page 20 of 42
 SECTION-5

PROJECT EXPERIENCE

Bidder is required to submit the Experience as per the format in the attached IFB.

END OF SECTION-5

Page 21 of 42
 SECTION – 6

PRICE BID SCHEDULE

To
CEO
Telecommunications Consultants India Limited.
10, Darwin Avenue, Quatre Bornes
Mauritius

Dear Sir,
We, the undersigned, offer to provide the [Insert title of assignment] against your EOI No. [Insert
EOI No.] dated [Insert Date]. Our attached Financial Proposal is for the sum of [Insert amount(s) in
words and figures1].

Yours sincerely,

Authorized Signature [In full and initials]:

Name and Title of Signatory:
Name of Firm:
Address:

Lot Item Price Price Price Price

No Description Total_Mauritia Total_Foreig Total_Foreig Total_Foreig
(Parent n Rupees n n Currency 2 n Currency 3
) Currency 1
1 Design,
Drawings and
Documentatio
n

2 PV Plant,
Floating
Structure and
Equipment

3 Civil Works,
Installation
and other
Services

4 Mandatory
Spare Parts
(Section
3.37.2. Spare
Parts

Page 22 of 42
 Employer
Requirements
of clients IFB)

GRAND TOTAL

Note 1: The bidder to provide un-priced Price-Bid along with Technical bid.

Notes2:
a) Lowest Bid will be on the basis of Grand Total.

b) Bidder shall mandatory mention the 8 digit / 6 digit applicable HSN / SAC code of all the
Quoted items.
c) In case of change in rate due to change in Taxes/Duties the rate shall be applicable on prorate
basis based on actual nos. of applicable days.

d) Before Submitting their Duly Filled “Price Bid Schedule & BOQ” the bidders should ensure
that they do not enter any Comments in the above Table like “ As per Actuals, Will be
Intimated Later on etc” . If Bidder uses these type of Comments while filling up the above
Table for Price Bid Schedule & BOQ Or if the charges for any item is left blank the Charges
for the Items wherever such comments are used or if left blank shall be Considered as “Zero”
and the same shall be a binding on the bidder.

e) If there is a discrepancy between the unit price and total price that is obtained multiplying the
unit price and quantity, the unit price shall prevail and the total price shall be corrected.

f) The Bidder must specify the make of each product / Line items of the BOQ in the price bid.

g) The requirements / Quantity mentioned above are indicative & may vary as per the actual
requirements.

END OF SECTION-6

Page 23 of 42
 SECTION-7

MANUFACTURER'S AUTHORISATION FORM

To:
CEO
Telecommunications Consultants India Limited.
10, Darwin Avenue, Quatre Bornes
Mauritius

Dear Sir,
Ref: Your [document No] _________dated __________
We, ____________________who are proven and reputable manufacturers of (name and
description of the factories at goods offered in the bid) having, hereby authorize M/s (name and
address of the agent) to submit a bid, process the same further and enter into a contract with you
against your requirement as contained in the above referred documents for the above goods
manufactured by us.
We also state that we are not participating directly in this bid for the following reason(s):
___________________________________________________________________ (Please
provide reason here).

We also hereby extend our full warranty, CAMC as applicable as per Client’s [tender No.] and
[tender name], read with modification, if any, for the goods and services offered for supply by the
above firm against this EOI document.

We also hereby confirm that we would be responsible for the satisfactory execution of contract
placed on the authorized agent and the spares for the equipment shall be available for at least 10
years from the date of supply of equipment.

We also confirm that the price quoted by our agent shall not exceed the price which we would have
quoted directly"

Yours faithfully,
[Signature with date, name and designation]
for and on behalf of M/s__________________
[Name & address of the manufacturers]

Note:

This letter of authorization should be on the letter head of the manufacturing firm and should be
signed by a person competent and having the Authorization letter / Board Resolution to legally bind
the manufacturer.

END OF SECTION-7

Page 24 of 42
 SECTION - 8

BID SECURITY / EMD (BANK GUARANTEE FORMAT)

Whereas ……………………. (hereinafter called “the Bidder”) has submitted its bid dated
…………… For the supply of …………. Vide Tender No. ……………………….. dated
…………… KNOW ALL MEN by these presents that WE ……………………. OF ……………….
Having our registered office at ………….. (hereinafter called “the Bank”) are bound unto
Telecommunications Consultants India Limited (hereinafter called “the Purchaser”) in the sum of Rs.
………………… for which payment will and truly to be made of the said Purchaser, the Bank binds
itself, its successors and assigns by these present.

THE CONDITIONS of the obligation are:

1. If the Bidder withdraws his bid during the period of bid validity specified by the Bidder on
the Bid form or

2. If the Bidder, having been notified of the acceptance of his bid by the Purchaser during the
period of bid validity

(i) fails or refuses to execute the Contract, if required; or

(ii) The successful bidder fails to submit performance security within the prescribed time or

(iii)The proceeds of EMD shall be payable to TCIL in case of breach of any of the terms and
conditions of the contract / PO / tender by the vendor.

We undertake to pay to the Purchaser up to the above amount upon receipt of its first written demand,
without the purchaser having to substantiate its demand, provided that in its demand, the purchaser
will note that the amount claimed by it is due to it owning to the occurrence of one or both of the two
conditions, specifying the occurred condition or conditions.

This guarantee will remain in force up to and including THIRTY (30) days after the Period of bid
validity and any demand in respect thereof should reach the Bank not later than the specified
date/dates.

Name & Signature of witness Signature of the Bank Authority

Address of witness Name
Signed in Capacity of
Full address of Branch
Tel No. of Branch
Fax No. of Branch

END OF SECTION-8

Page 25 of 42
 SECTION-9

AUTHORIZATION LETTER

Format for Authorization letter to be submitted by Bidder

Know all men by these presents that we (name of Company) _______________

______________, incorporated in India under the Companies Act, 1956 and having its Registered
Office at ____________________________. (India) ("Hereinafter called the Company") DOTH
hereby nominate, constitute and appoint (Name, Designation)
__________________________, S/o _________________ to be true and lawful authorized
signatory in fact and at law of the Company for and in the name and on behalf of the Company, to
do, execute and perform all or any of the following acts, deeds, matters and things namely:-

1. To represent the Company to all intents and purposes in connection with the matters
pertaining to signing & submission of (EOI No, EOI Date, EOI Description)__________ ,
_________, ____________________________________________and all affairs ancillary or
incidental thereto.
2. AND the Company hereby agrees that all acts, deeds and things lawfully done by the said
authorized signatory shall be construed as acts, deeds and things done by the Company itself
and the Company hereby undertakes to ratify and confirm all and whatever its authorized
signatory shall lawfully do or cause to be done for and on behalf of the Company by virtue
of the powers hereby given.

In witness whereof (Name , Designation) ____________, ______________of the Company acting

for and on behalf of the Company under the authority conferred by the Board of Directors of the
Company in its _________ meeting held on (Date) _________ has signed this Authorization
Letter at (place)_________on this (Date) _____________________.

The signatures of (Name, Designation) ______________________ given below are hereby certified.
Signature: ________________________
Signature of (Name, Designation) _______________________
CERTIFIED
Signature: ___________________
WITNESS:
Signature: _______________
(Name, Designation): ____________

END OF SECTION-9

Page 26 of 42
 SECTION-10

NO-CONVICTION CERTIFICATE

[To be submitted on the Letterhead of the Bidder]

Offer No.: ____________________________________ Date: _____________

To

CEO
Telecommunications Consultants India Limited.
10, Darwin Avenue, Quatre Bornes
Mauritius

Sub: Self Declaration of not been blacklisted for [EOI No.] dated [EOI date]

Dear Sir,

This is to notify you that our Firm /Company/ Organization <provide Name of the Firm/ Company/
Organization> intends to submit a proposal in response to [EOI No.] dated [EOI date] for [EOI
Name].

In accordance with the above, we declare that:

a. We are not involved in any major litigation that may have an impact of affecting or compromising
the delivery of goods / services as required under this [EOI No] dated [EOI date].

b. We are neither banned/ debarred/ blacklisted/ put on holiday list nor action for banning /
debarment / blacklisting / holiday listing has been initiated by any Central/ State Government/
agency of Central/ State Government of India or any other country in the world/ Public Sector
Undertaking/ any Regulatory Authorities in India or any other country in the world for any kind
of fraudulent activities on any ground including but not limited to indulgence in corrupt practice,
fraudulent practice, coercive practice, undesirable practice or restrictive practice as on date of
submission of the Bid.

Yours sincerely,
(Signature of the Authorized signatory of the Bidding Organization)
Name:
Designation:
Contact details (including E-mail):
Business Address:
Date:
Seal:

END OF SECTION-10

Page 27 of 42
 SECTION-11
BID SUBMISSION FORM

Offer No.: Date:

To:

CEO
Telecommunications Consultants India Limited.
10, Darwin Avenue, Quatre Bornes
Mauritius
TCIL

Dear Sir,
In response to your Tender No. ___________________________, we hereby submit our offer
herewith.

1. Bidder Name : ___________________________________

2. Website Address : ___________________________________

3. Email Address :___________________________________

4. Address for Communication : ___________________________________

____________________________________
____________________________________

5. Telephone Number : ___________________________________

6. Fax/Telefax Number : ___________________________________

7. Authorized Person - Name: ____________________________________

Designation :____________________________________
Mobile No. :____________________________________
Email ID : ___________________________________

8. Alternate Person Name: :____________________________________

Designation :____________________________________
Mobile No. :____________________________________
Email ID : ___________________________________

9. PAN Number : ___________________________________

10. GST Regn. No. with Address : ___________________________________

____________________________________
____________________________________

11. Beneficiary’s complete Bank Details.

Bank Account No. : ___________________________________
IFSC / NEFT Code : ___________________________________
Name of the Bank : ___________________________________
Address of the Branch : ___________________________________

12. Particulars of EMD

Amount : Rs. ________________________________
Mode of Payment (DD/BG) : ___________________________________

Page 28 of 42
 DD/BG No. : ___________________________________
Date : ___________________________________
Name of the Bank : ___________________________________
Address of the Bank : ___________________________________
Validity of BG : ___________________________________

13. Particulars of Tender Fee

Amount : Rs._________________________________
DD No. :___________________________________
Date : ___________________________________
Name of the Bank : ___________________________________
Address of the Bank : ___________________________________

14. Turnover of the Bidder in last 3 years:

Year Year Annual Report attached Turnover in Rs. (Lakh)

at Page No.

Average Turnover

15. Are you a MSME Unit. If yes, please furnish Registration Details, Name of the DIC/State.
_______________________________________________________________________

16. If you are MSME, is it owned by SC/ST Entrepreneurs or Women Entrepreneurs? If Yes,
please specify the Name of the Owner who is SC or ST or Women Entrepreneur (as
applicable).
_______________________________________________________________________

17. Following Documents are submitted to substantiate other eligibility criteria.

i) _________________________________________________________________

ii) ________________________________________________________________

iii) ________________________________________________________________

DECLARATION

1. We have read and understood the terms & conditions of the above-mentioned tender and
comply to all Terms & Conditions of the Tender.
(In case of any deviation, the Bidder must attach a separate sheet clearly mentioning the
Clause No. of the Tender and Deviation thereto)

2. We certify that the information mentioned above are true and correct to best of our
knowledge.

Place: Signature of Authorized Signatory with Seal

Date: Name:
Designation:

END OF SECTION -11

Page 29 of 42
 SECTION-12

EOI CHECKLIST

[Link] Document Submitted (Yes or No)

1 EMD (BG / DD / NEFT / Insurance Surety Bond / FDR etc.)

2 Authorization Letter/Board Resolution
3 Certificate of Incorporation/ Registration/ Partnership Deed or
any other
4 Financial criteria
5 Similar Experience Criteria
6 Pan & GST/VAT
7 MAF
8 Insolvent Undertaking
9 No-Conviction Certificate
10 Unpriced BOQ
11 Undertaking from Vendors for non-cancellation of Purchase
Order(s) on risk and cost on risk & cost basis or
non-performance.
12 PF/CSG/NSF Registration
13 Local Office Undertaking
14 Labor Laws Compliance Undertaking
15 Consortium Agreement
16 Genuine Documents Undertaking
17 No-Deviation Certificate/ Clause-by Clause Compliance
18 Technical Brochure and Data Sheet
19 Bid Submission Form
20 Any Other Undertaking/ document as per EOI or client’s IFB.

END OF SECTION-12

Page 30 of 42
 SECTION-13

RATE CONTRACT

1. The quantity to be supplied during the currency of the rate Contract is not fixed and will
be decided based on their actual requirement as per approved Budget/ Indent on “as and
when” required basis.
2. The Company can place the orders during the validity of the rate contract period at the
same rate, terms and conditions.
3. Normally, no variation is allowed except statutory variations in Sales Tax and Excise
Duties. Sometimes, there are significant variations in the raw-material prices during the
rate contract period. If there are downward variations and the client insists for revised
quotations, the earlier rate contract is cancelled and new tenders are invited.

4. FALL CLAUSE

a) The prices once fixed will remain valid during currency of rate contract. Further, if at any
time during the contract

i. It comes to the notice of purchaser regarding reduction of price by the

supplier/vendor for the same or similar equipment/ service;
And/or
ii. The prices received in a new tender for the same or similar equipment/service are
less than the prices chargeable under the contract.

The purchaser, for the purpose of rate contract, if any, will determine and intimate the new
price, taking into account various related aspects such as quantity, geographical location
etc., and the date of its effect for the balance quantity/ service to the vendor. In case the
vendor does not accept the new price to be made applicable during the extended delivery
period and the date of its effect, the purchaser shall have the right to terminate the contract
without accepting any further supplies. This termination of the contract shall be at the risk
and responsibility of the bidder/supplier/vendor/contractor and the purchaser reserves the
right to purchase the balance unsupplied quantity/ service at the risk and cost of the
defaulting vendor besides considering the forfeiture of his performance security.

b) The vendor during any time of the currency of the rate contract, shall have to provide an
undertaking as “We have not reduced the sale price, and/ or offered to sell the same or
similar equipment/ service to any person/organization including Department of
central/state Government or any central/state PSU at a price lower than the price
chargeable under the contract for scheduled delivery period.”

In case clarification is required by TCIL, the vendor bidder/supplier shall produce related
documents such as PO/Agreement etc.

END OF SECTION-13

Page 31 of 42
 SECTION -14
PERFORMANCE SECURITY (BANK GUARANTEE FORMAT)

M/s Telecommunications Consultants India Ltd.,

10, Darwin Avenue, Quatre Bornes Mauritius-722350

OUR LETTER OF GUARANTEE No: ______________

In consideration of TELECOMMUNICATIONS CONSULTANTS INDIA LIMITED, having its
office at 10, Darwin Avenue, Quatre Bornes Mauritius-722350(hereinafter referred to as “TCIL”
which expression shall unless repugnant to the content or meaning thereof include all its successors,
administrators and executors) and having entered into an agreement dated ___________/issued
Purchase Order No. ___________________________________ dated _______ with/on M/s
_________________________________________________ (hereinafter referred to as “The
Bidder/supplier” which expression unless repugnant to the content or meaning thereof, shall include
all the successors, administrators, and executors).

WHEREAS the Bidder/supplier having unequivocally accepted to supply the materials/Services as

per terms and conditions given in the Agreement dated ________ /Purchase Order No.
__________________________ dated ___________ and TCIL having agreed that the
Bidder/supplier shall furnish to TCIL a Performance Guarantee for the faithful performance of the
entire contract, to the extent of 10% (ten percent) of the value of the Purchase Order i.e. for
_______________________.

We, __________________________________________ (“The Bank”) which shall include OUR

successors, administrators and executors herewith establish an irrevocable Letter of Guarantee No.
____________ in your favour for account of __________________________ (The Bidder/supplier)
in cover of performance guarantee in accordance with the terms and conditions of the
Agreement/Purchase Order.

Hereby, we undertake to pay up to but not exceeding ___________ (say

____________________________ only) upon receipt by us of your first written demand
accompanied by your declaration stating that the amount claimed is due by reason of the
Bidder/supplier having failed to perform the Agreement and despite any contestation on the part of
above named bidder/supplier.

The proceed of performance security shall be payable to TCIL in case of breach of any of the terms
and conditions of the contract/PO/tender by the vendor.

This Letter of Guarantee will expire on ___________ including 30 days of claim period and any
claims made hereunder must be received by us on or before expiry date after which date this Letter
of Guarantee will become of no effect whatsoever whether returned to us or not.

_______________
Authorized Signature
Manager
Seal of Bank
Contact details
END OF SECTION-14

Page 32 of 42
 SECTION-15

MEMORANDUM OF UNDERSTANDING

(*Format when backend partner is in consortium)

(To be signed by all Consortium Partners)

This Memorandum of Understanding (MoU) is made on ___ day of ___________ at Mauritius by

and between:

M/s Telecommunications Consultants India Limited, a Company registered under the Indian
Companies Act 1956, with its registered office at 10, Darwin Avenue, Quatre Bornes Mauritius-
722350, hereinafter referred to as “TCIL”, which expression shall include its successors and its
permitted assigns, of one part.

AND

____________ CONSORTIUM consisting of M/s ______________ (Vendor Name), registered

under the __________ Act, with its registered office at ______________ (Lead Member), M/s
______________ (Vendor Name), registered under the __________ Act, with its registered office
at __________ (Consortium Partner) and M/s ______________ (Vendor Name), registered under
the __________ Act, with its registered office at ___________ (Consortium Partner) hereinafter
the said consortium shall be referred to as “____________”, which expression shall include its
successors and permitted assigns, of the other part.

“TCIL” and “_________”are individually referred to as “Party” and collectively as “Parties”.

WHEREAS TCIL, a Government of India Enterprise under the Ministry of Communications and
Information Technology, is a leading company in Telecommunications and Information Technology
and has to its credit successful execution of many consultancy and turnkey projects in the fields of
Telecom, IT and Civil both in India and abroad and it also acts as procurement
consultant/agent/executing agency/implementing agency for number of Government of India
enterprises/undertaking.

WHEREAS___________ (Name of Lead Member) is in the business

of______________________________. .
WHEREAS___________ (Name of Consortium Partner) is in the business
of______________________________.
WHEREAS___________ (Name of Consortium Partner) is in the business
of______________________________.

WHEREAS ___________ (Client Name) (herein after called “________”) issued TENDER No.
________ dated ________ for ‘__________, hereinafter referred to as “________ (Client Name)
tender” /”Work”/”Project”.

WHEREAS TCIL published EOI No. ________ dated _________ (hereinafter referred as TCIL
EOI) for selection of back-end partner for _______ (Client Name) tender.
AND WHEREAS M/s _____________ & M/s _____________ has entered into a Consortium
Agreement / Memorandum of Agreement dated __________ (Annexure A) and a Role &
Responsibility Matrix dated ____________ (Annexure B) for the purpose of forming a consortium
to participate in TCIL EOI wherein it is mentioned that _________ shall act as the Lead Member &
___________ shall act as consortium partner and the Lead Member is authorized to sign the MOU
with TCIL and accordingly they have submitted their offer for _____________in response to TCIL
EOI & pursuant to the same were selected by TCIL as back-end partner for __________ (Client
name) Tender.

Page 33 of 42
 Now, therefore, it is agreed between the Parties as under:

1. The Parties wish to work together with the understanding that TCIL shall act as the bidder (lead
bidder) and _____ (consortium name) (partner for ______) for participating in the ____ (client
name) Tender.

*Please note that the term “Lead bidder” shall be mentioned only when TCIL shall bid in
consortium with backend partner.

2. _____ (consortium name) shall not participate directly or indirectly whether in consortium or
separately in ____ (client name) Tender and shall not quote rates to any other party
participating/pre-qualified for ____ (client name) Tender directly or indirectly through its
subsidiary, partnership, ownership, individual firm etc.

3. On award of the work of the ________(client name) Tender to TCIL, TCIL will enter into a
detailed agreement with _____ (consortium name) based on the terms & conditions of this MoU,
TCIL EOI and _____________ (client name) Tender.

4. The term of this MoU shall be for _____ months (“Term”) from the date of signing of this MoU
(“Effective Date”) or till the completion of the project & release of all payments thereof
whichever is later. All obligations hereunder shall only apply during the Term of this MoU and
to such obligations and commitments in relation to the Tender/Work/Project under the scope of
TCIL EOI & _______ (Client name) tender, as may have been undertaken by the Parties during
the Term with validity exceeding the Term. The Term of this MoU can be extended by mutual
agreement between the Parties, depending upon the requirement.

5. After mutual consultation, a joint team consisting of representatives of the parties will be formed
for various activities like, technical discussions, deciding the preparation of final Bid/offer, terms
& conditions and demonstration of functionality required in the _______ (Client name)
Tender/Work/Project.

6. TCIL and _______ (consortium name) hereby mutually agree that both of them shall remain as
irrevocable members of this tie-up for the complete execution and completion of __________
(client name) Tender/Work/Project (as per scope of TCIL EOI & ______ (Client name) tender).

7. Expenses towards bid preparation would be borne by the individual Parties viz. TCIL and ____
(consortium name) for their respective work. TCIL will not reimburse any such expenses to _____
(consortium name) towards preparation and submission of the bid.

8. All technical, financial and commercial terms and conditions of the Tender, except pricing, risk
purchase, limitation of liability, advance payment & termination, will apply on back-to-back basis
between TCIL and ____ (consortium name), for their respective part/scope of work. However, if
_____ (consortium name) or any of its member fails to fulfill its part of the work to the satisfaction
of TCIL, then TCIL shall have the right to terminate the contract with _____ (consortium name)
and get the same executed departmentally or by other agencies at the risk and cost of ______
(consortium name).

9. Both M/s __________ (Lead Member name) and M/s __________ (Consortium Partner name)
shall be jointly and severally responsible for compliance of all the terms and conditions of the
tender document, this MOU and TCIL’s contract with main client relating to performance of this
MOU. Any non-compliance by either party of the Consortium shall be treated as a breach of this
MOU.

Page 34 of 42
10. Both M/s __________ (Lead Member name) and M/s __________ (Consortium Partner name)
shall be jointly and severally liable to TCIL to compensate any losses or damages if so suffered
by TCIL for any breach of this agreement and/or action initiated by the main client for non-
performance of the contract.

11. In case of failure of either of M/s __________ (Lead Member name) or M/s __________
(Consortium Partner name), the total responsibility shall shift upon remaining party.
12. Notwithstanding anything contained in any other agreement, document, correspondence,
arrangement between the parties in respect of _________(Client name) Tender/ Works / Projects,
the _________ (consortium name) understands, agrees and undertakes that:

a) _____ (consortium name) participated in TCIL EOI and that all terms & conditions of the TCIL
EOI shall apply to ____ (consortium name).
b) Prices quoted by _____ (consortium name) shall remain firm and fixed till the execution of the
Tender.
c) the payments terms between TCIL & ________ (consortium name) are on back-to-back basis and
the payment shall be released by TCIL only if and when received by TCIL from _______ (Client
name) and subject to terms & conditions of agreement (as stipulated in 3 above) and submission
of complete required documents.
d) _________ (consortium name) will not demand or make any claim under any law with respect to
the pending payment till the time corresponding payment is received by TCIL from _______
(Client name). TCIL shall not be responsible in any manner whatsoever for any delay in releasing
the payments or withholding of payments by ________ (Client name).
e) the (day) date of delivery of goods and/or rendering of services by the ____ (consortium name)
shall be the date of realization of payment from the client once the goods and/or services are
accepted by the client.
f) if in the instant contract, ____ (consortium name) is acting only as trader / reseller /
distributor/authorized agents and/or is engaged in a WORKS contract, no benefits under MSME
Act 2006 and PPP Policy 2012 as per MSE Guidelines issued by Ministry of MSME would be
applicable to it on account of acceptance of back to back payment terms as above. By agreeing to
the terms of ________ (client name) Tender, the _______ (consortium name) agrees to forgo its
rights under this Act and Policy.
g) ____ (consortium name) hereby agrees to ensure timely GST compliances as per the statutory
requirements. All the costs pertaining to any GST non-compliance including but not limited to
any loss of eligible input tax credit due to non-payment/non-filing of GST return and applicable
interest/penalties shall be borne/indemnified by ____ (consortium name). Further ____
(consortium name) hereby agrees that TCIL reserves the right for reimbursement of any such cost
incurred out of the aforesaid non-compliance(s). ____ (consortium name) will provide payment
of GST proof i.e. GSTR-1, GSTR-3B, cash ledger and challan for taking GST payment from
TCIL against invoices.
h) Any deductions by the ____ (Client name) towards LD/penalties/contingencies shall be borne by
____ (consortium name) in terms of TCIL EOI.
i) At any given point of time, ________ (consortium name) may not assign or delegate its rights,
duties or obligations under this MOU without prior written consent of TCIL.
j) On award of work of the Tender/Work/Project, ______ (consortium name) shall provide its GeM
Seller id to TCIL (not applicable for “works” contract or non-Indian vendor).
k) In the event of breach of any of the terms & conditions of this MOU or in case of any default of
any terms & conditions of this MOU, on the part of __________ consortium and/or M/s
____________ (Lead Member name) and/or M/s ____________ (Consortium partner Name),
TCIL reserves the right to take necessary steps / action as per available documents, including but
not limited to, termination of contract, forfeiture of Performance Security / EMD, blacklisting /
banning etc. and execute the work at their risk & cost.

13. TCIL and ____ (consortium name) agree to keep confidential all information shared with each
other and disclose to third party only after taking prior written consent of each other. This clause

Page 35 of 42
 excludes information available in public domain. The confidentiality provisions of this MoU shall
remain in full force and effect during the term of this MoU and 12 months thereafter.

14. Any sum of money (including refundable security deposit) due and payable to the_______
(consortium name) and/or __________ (Lead bidder name) and/or _________ (Consortium
partner name), under this contract or any other contract entered between the parties herein whether
continuing or completed may be appropriated by TCIL and set off against any claim of TCIL of
any nature whatsoever, arising under this contract or any other contract entered into between the
parties, herein whether continuing or completed.

15. Nothing in this MoU shall constitute, create or give effect or recognize a JV, partnership or
business entity of any kind.

16. This MoU shall be construed and governed by the laws of India and the parties hereby submit to
the exclusive jurisdiction of the Delhi Courts of Law.

17. Any matter which is not stipulated in the MoU, shall be settled in good faith by discussion among
the parties in the spirit of understanding and cooperation.

18. Dispute Resolution:

1. The parties to this agreement/contract agree that they shall resolve all disputes or differences
whatsoever arising between them under and/or in connection with and/or in respect of this
Tender/EOI/Agreement/Purchase Order/MoU through a “Conciliation and Settlement
Mechanism (CSM)” and the detailed guidelines/procedure for such CSM is annexed hereto as
Annexure-A (Section-19 to made part of MOU). That it is understood and agreed between the
parties that the CSM annexed as Annexure-A with the present agreement forms and shall be
treated as part and parcel of the present agreement.

2. If the parties fail to resolve such disputes through the conciliation proceedings, then and only
then, a party shall refer the dispute to arbitration as mentioned in the following manner:

a. All disputes or differences whatsoever arising among the parties under and/or in
connection with and/or in respect of this Tender/EOI/Agreement/Purchase Order/MoU
shall be referred to and decided by a sole arbitrator, who shall be appointed by the CMD,
TCIL only. The arbitration shall be conducted in accordance with Arbitration and
Conciliation Act of 1996, as amended from time to time, and the venue of the arbitration
shall be in New Delhi.

b. Notwithstanding the generality of the above, it is a term of this contract that no person
other than a person appointed by CMD, TCIL as aforesaid, should act as arbitrator and
if for any reason that is not possible or any party does not agree to such appointment of
Arbitrator by CMD, TCIL for whatsoever reason, then the matter is not to be referred to
arbitration at all and such disputes shall be resolved under the mechanism provided by
the state in form of Courts of Law/Ordinary Civil Courts for resolution of such disputes
under applicable Laws.

3. The courts at New Delhi shall have exclusive jurisdiction in respect to any dispute pertaining
to this agreement.

4. The parties shall continue to perform their respective obligations as per the Agreement during
the pendency of proceedings under this clause.

Page 36 of 42
 *Please Note that in case of agreement/MoU with Government Organization, the following clause
shall be applicable:

In the event of any dispute or difference relating to the interpretation and application of the
provisions of commercial contract(s) between Central Public Center Enterprise ( CPSEs)/Port
Trusts inter se and also between CPSEs and Govt. Depts/ organizations (excluding disputes
relating to Railways, Income Tax, Customs & Excise Dept), such dispute or difference shall be
taken up by either party for its resolution through AMRCD as mentioned in DPE OM No.
05/003/2019-FTS-10937 dated 14th December 2022 and the decision of AMRCD on the said
dispute will be binding on both the parties

19. During its Term, this MOU will be terminated in the event of
a. Client withdrawing the Tender provided it does not create any financial obligation on
TCIL.
b. Tender not awarded to TCIL
c. Mutual agreement between the “Parties”
d. As per TCIL EOI

20. Notices and other communications under this MoU shall be in writing and communicated through
post, courier, fax, email or any other recognized mode of such communication. All such notices
and communications shall be directed to the address as mentioned in the MoU.

21. By signing this MoU, the “Parties” acknowledge that it correctly records the understanding they
have reached with regard to the Project.

22. EOI document, technical / financial bid, any further negotiations, all correspondences with or
from _______ (consortium name) till EOI finalization shall be an integral of this MOU.

IN WITNESS WHEREOF, each party hereto has caused this MoU to be executed in duplicate to be
effective as of the Effective Date, by its duly authorized representative.

For Telecommunications Consultants India Ltd For __________ Private Limited

Signature: Signature:
Name: Name:
Designation: Designation:
Date: Date:
Witness: Witness:

Page 37 of 42
 Memorandum of Understanding
(*Format when backend partner is a single bidder)

This Memorandum of Understanding (MoU) is made on ___th day of ___________ at Mauritius by

and between:

M/s Telecommunications Consultants India Limited, a Company registered under the Indian
Companies Act 1956, with its registered office at 10, Darwin Avenue, Quatre Bornes Mauritius-
722350, hereinafter referred to as “TCIL”, which expression shall include its successors and its
permitted assigns, of one part.

AND

M/s ____________________ (vendor name), registered under the Indian Companies Act 1956/2013
(whichever is applicable), with its registered office at ________________________, hereinafter
referred to as “________”, which expression shall include its successors and permitted assigns, of
the other part.

“TCIL” and “_________”are individually referred to as “Party” and collectively as “Parties”.

WHEREAS TCIL, a Government of India Enterprise under the Ministry of Communications and
Information Technology, is a leading company in Telecommunications and Information Technology
and has to its credit successful execution of many consultancy and turnkey projects in the fields of
Telecom, IT and Civil both in India and abroad and it also acts as procurement
consultant/agent/executing agency/implementing agency for number of Government of India
enterprises/undertaking.

WHEREAS___________ (vendor name) is in the business of______________________________.

WHEREAS ___________ (Client Name) (herein after called “________”) issued TENDER No.
________ dated ________ for ‘__________, hereinafter referred to as “________ (Client Name)
tender” /”Work”/”Project”.

WHEREAS TCIL published EOI No. ________ dated _________ (hereinafter referred as TCIL
EOI) for selection of back-end partner for _______ (Client Name) tender.

AND WHEREAS __________ (Vendor Name) submitted their offer and pursuant to the same was
selected by TCIL as back-end partner for __________ (Client Name) Tender.

Now, therefore, it is agreed between the Parties as under:

1. The Parties wish to work together with the understanding that TCIL shall act as the bidder
(lead bidder) and _____ (vendor name) (partner for ______) for participating in the ____
(client name) Tender.
*Please note that the term “Lead bidder” shall be mentioned only when TCIL shall bid in
consortium with backend partner.

2. _____ (vendor name) shall not participate directly in ____ (client name) Tender and shall not
quote rates to any other party participating/pre-qualified for ____ (client name) Tender directly
or indirectly through its subsidiary, partnership, ownership, individual firm etc.

3. On award of the work of the ________ (client name) Tender to TCIL, TCIL will enter into a
detailed agreement with _____ (vendor name) based on the terms & conditions of this MoU,
TCIL EOI and _____________ (client name) Tender.

Page 38 of 42
4. The term of this MoU shall be for _____ months (“Term”) from the date of signing of this
MoU (“Effective Date”) or till the completion of the project & release of all payments thereof
whichever is later. All obligations hereunder shall only apply during the Term of this MoU and
to such obligations and commitments in relation to the Tender/Work/Project under the scope
of TCIL EOI & _______ (Client name) tender, as may have been undertaken by the Parties
during the Term with validity exceeding the Term. The Term of this MoU can be extended by
mutual agreement between the Parties, depending upon the requirement.

5. After mutual consultation, a joint team consisting of representatives of the parties will be
formed for various activities like, technical discussions, deciding the preparation of final
Bid/offer, terms & conditions and demonstration of functionality required in the _______
(Client name) Tender/Work/Project.

6. TCIL and _______ (vendor name) hereby mutually agree that both of them shall remain as
irrevocable members of this tie-up for the complete execution and completion of __________
(client name) Tender/Work/Project (as per scope of TCIL EOI & ______(Client name) tender).

7. Expenses towards bid preparation would be borne by the individual Parties viz. TCIL and ____
(vendor name) for their respective work. TCIL will not reimburse any such expenses to _____
(vendor name) towards preparation and submission of the bid.

8. All technical, financial and commercial terms and conditions of the Tender, except pricing,
risk purchase, limitation of liability, advance payment & termination, will apply on back-to-
back basis between TCIL and ____ (vendor name), for their respective part/scope of work.
However, if _____ (vendor name) fails to fulfill its part of the work to the satisfaction of TCIL,
then TCIL shall have the right to terminate the contract with _____ (vendor name) and get the
same executed departmentally or by other agencies at the risk and cost of ______ (vendor
name).

9. Notwithstanding anything contained in any other agreement, document, correspondence,

arrangement between the parties in respect of _________(Client name) Tender/ Works /
Projects, the _________ (vendor name) understands, agrees and undertakes that:

l) _____ (vendor name) participated in TCIL EOI and that all terms & conditions of the
TCIL EOI shall apply to ____ (vendor name).
m) Prices quoted by _____ (vendor name) shall remain firm and fixed till the execution
of the Tender.
n) the payments terms between TCIL & ________ (vendor name) are on back to back
basis and the payment shall be released to ____ (vendor name) by TCIL only if and
when received by TCIL from _______ (Client name) and subject to submission of
complete documents and invoices etc. by it.
o) _________ (vendor name) will not demand or make any claim under any law with
respect to the pending payment till the time corresponding payment is received by
TCIL from _______ (Client name). TCIL shall not be responsible in any manner
whatsoever for any delay in releasing the payments or withholding of payments by
________ (Client name).
p) the (day) date of delivery of goods and/or rendering of services by the ____ (vendor
name) shall be the date of realization of payment from the client once the goods
and/or services are accepted by the client.
q) if in the instant contract, ____ (vendor name) is acting only as trader / reseller /
distributor/authorized agents and/or is engaged in a WORKS contract, no benefits
under MSME Act 2006 and PPP Policy 2012 as per MSE Guidelines issued by
Ministry of MSME would be applicable to it on account of acceptance of back to
back payment terms as above. By agreeing to the terms of ________ (client name)

Page 39 of 42
 Tender, the _______ (vendor name) agrees to forgo its rights under this Act and
Policy.
r) ____ (vendor name) hereby agrees to ensure timely GST compliances as per the
statutory requirements. All the costs pertaining to any GST non-compliance including
but not limited to any loss of eligible input tax credit due to non-payment/non-filing
of GST return and applicable interest/penalties shall be borne/indemnified by ____
(vendor name). Further ____ (vendor name) hereby agrees that TCIL reserves the
right for reimbursement of any such cost incurred out of the aforesaid non-
compliance(s). ____ (vendor name) will provide payment of GST proof i.e. GSTR-
1, GSTR-3B, cash ledger and challan for taking GST payment from TCIL against
invoices.
s) Any deductions by the ____ (Client name) towards LD/penalties/contingencies shall
be borne by ____ (vendor name) in terms of TCIL EOI.
t) At any given point of time, ________ (vendor name) may not assign or delegate its
rights, duties or obligations under this MOU without prior written consent of TCIL.
u) On award of work of the Tender/Work/Project, ______ (vendor name) shall provide
its GeM Seller id to TCIL (not applicable for “works” contract or non-Indian vendor).
v) In the event of breach of any of the terms & conditions of this MOU or in case of any
default of any terms & conditions of this MOU, on the part of the __________
(vendor name), TCIL reserves the right to take necessary steps / action as per
available documents, including but not limited to, termination of contract, forfeiture
of Performance Security / EMD, blacklisting / banning etc. and execute the work at
their risk & cost.

10. TCIL and ____ (vendor name) agree to keep confidential all information shared with each
other and disclose to third party only after taking prior written consent of each other. This
clause excludes information available in public domain. The confidentiality provisions of this
MoU shall remain in full force and effect during the term of this MoU and 12 months thereafter.

11. Any sum of money (including refundable security deposit) due and payable to the_______
(vendor name), under this contract or any other contract entered between the parties herein
whether continuing or completed may be appropriated by TCIL and set off against any claim
of TCIL of any nature whatsoever, arising under this contract or any other contract entered into
between the parties, herein whether continuing or completed.

12. Nothing in this MoU shall constitute, create or give effect or recognize a JV, partnership or
business entity of any kind.

13. This MoU shall be construed and governed by the laws of India and the parties hereby submit
to the exclusive jurisdiction of the Delhi Courts of Law.

14. Any matter, which is not stipulated in the MoU, shall be settled in good faith by discussion
among the parties in the spirit of understanding and cooperation.

15. Dispute Resolution:

1. The parties to this agreement/contract agree that they shall resolve all disputes or differences
whatsoever arising between them under and/or in connection with and/or in respect of this
Tender/EOI/Agreement/Purchase Order/MoU through a “Conciliation and Settlement
Mechanism (CSM)” and the detailed guidelines/procedure for such CSM is annexed hereto
as Annexure-A (Section 19 to be made part of MOU) . That it is understood and agreed
between the parties that the CSM annexed as Annexure-A with the present agreement forms
and shall be treated as part and parcel of the present agreement.

Page 40 of 42
 2. If the parties fail to resolve such disputes through the conciliation proceedings, then and only
then, a party shall refer the dispute to arbitration as mentioned in the following manner:

a. All disputes or differences whatsoever arising among the parties under and/or in
connection with and/or in respect of this Tender/EOI/Agreement/Purchase Order/MoU
shall be referred to and decided by a sole arbitrator, who shall be appointed by the CMD,
TCIL only. The arbitration shall be conducted in accordance with Arbitration and
Conciliation Act of 1996, as amended from time to time, and the venue of the arbitration
shall be in New Delhi.

b. Notwithstanding the generality of the above, it is a term of this contract that no person
other than a person appointed by CMD, TCIL as aforesaid, should act as arbitrator and
if for any reason that is not possible or any party does not agree to such appointment of
Arbitrator by CMD, TCIL for whatsoever reason, then the matter is not to be referred to
arbitration at all and such disputes shall be resolved under the mechanism provided by
the state in form of Courts of Law/Ordinary Civil Courts for resolution of such disputes
under applicable Laws.

3. The courts at New Delhi shall have exclusive jurisdiction in respect to any dispute pertaining
to this agreement.

4. The parties shall continue to perform their respective obligations as per the Agreement during
the pendency of proceedings under this clause.

*Please Note that in case of agreement/MoU with Government Organization, the following
clause shall be applicable:

In the event of any dispute or difference relating to the interpretation and application of the
provisions of commercial contract(s) between Central Public Center Enterprise ( CPSEs)/Port
Trusts inter se and also between CPSEs and Govt. Depts/ organizations (excluding disputes
relating to Railways, Income Tax, Customs & Excise Dept), such dispute or difference shall
be taken up by either party for its resolution through AMRCD as mentioned in DPE OM No.
05/003/2019-FTS-10937 dated 14th December 2022 and the decision of AMRCD on the said
dispute will be binding on both the parties

16. During its Term, this MOU will be terminated in the event of
ii) Client withdrawing the Tender provided it does not create any financial obligation on
TCIL.
iii) Tender not awarded to TCIL
iv) Mutual agreement between the “Parties”
v) As per TCIL EOI

17. Notices and other communications under this MoU shall be in writing and communicated
through post, courier, fax, email or any other recognized mode of such communication. All
such notices and communications shall be directed to the address as mentioned in the MoU.

18. By signing this MoU, the “Parties” acknowledge that it correctly records the understanding
they have reached with regard to the Project.

19. EOI document, technical / financial bid, any further negotiations, all correspondences with or
from _______ (vendor name) till EOI finalization shall be an integral of this MOU.

Page 41 of 42
IN WITNESS WHEREOF, each party hereto has caused this MoU to be executed in duplicate to be
effective as of the Effective Date, by its duly authorized representative.

For Telecommunications Consultants India Ltd For _________ Private Limited

Signature: Signature:
Name: Name:
Designation: Designation:
Date: Date:
Witness: Witness:

END OF SECTION-15

Page 42 of 42