7.59 Ha.tender Document

8/6/2019 7.59 Ha.tender Document

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COCHIN PORT TRUST

COCHIN-682 009, KERALA, INDIATele 0484-2666412

Telefax: 0484-2668163

[email protected]

TENDER FOR LEASING OF 7.59 Ha. OF LAND FOR 30 YEARS ON

ANNUAL LEASE BASIS FOR SETTING UP OF CARGO AND

LOGISTICS CENTRE CLOSE TO INTERNATIONAL CONTAINER

TRANSHIPMENT TERMINAL (ICTT) AT VALLARPADAM

(TECHNICAL BID)

Tender No. EM/T/21/VALLARPADAM -III/2011

SECRETARYS OFFICECOCHIN PORT TRUST

COCHIN - 682 009

05.04.2011

PRICE Rs 10,404/-


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COCHIN PORT TRUST

C O N T E N T S

Sl.

NO.DESCRIPTION

NO. OF PAGES

1NOTICE INVITING TENDERS 3-5

2INSTRUCTIONS TO TENDERERS 6-15

3 GENERAL CONDITIONS 16-20

4 SPECIAL TERMS & CONDITIONS 21

5 LIST OF DOCUMENTS (SCHEDULE -A) 22-23

7 FINANCIAL DATA (SCHEDULE - B) 24

8 PROFORMA BANK GAURANTEE(ANNEXURE-I) 25-26

9PRO FORMA TO ACCOMPANY THE LEASINGOUT OF LAND (ANNEXURE-II)

27

10 LEASE DEED FORMAT (ANNEXURE-III) 28-36

11 INTEGRITY PACT (ANNEXURE-IV) 37-41

12PROFORMA OF UNDERTAKING REGARDINGILLEGAL METHODS. (ANNEXURE-V)

42

13

PROFORMA OF DISCLOSURE OF PAYMENT

MADE/PROPOSED TO BE MADE TO THEINTERMEDIARIES. (ANNEXURE-VI)

43

14 LOCATION SKETCH (ANNEXURE-(VII) 44

15 PRICE BID (SCHEDULE-C) 45-46


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COCHIN PORT TRUST

Phone: 0454-2666412 SECRETARYS OFFICE,Tele Fax: 0484-2668163 COCHIN 9.

No.EM/T/21/VALLARPADAM-III/2011 Dated: 05 .04.2011

TENDER FOR LEASING OF 7.59 Ha. OF LAND FOR 30 YEARS ON ANNUALLEASE BASIS FOR SETTING UP OF CARGO AND LOGICSTICS CENTRE CLOSE

TO INTERNATIONAL CONTAINER TRANSHIPMENT TERMINAL (ICTT)AT VALLARPADAM

SECTION 1

NOTICE INVITING TENDERS

1. Sealed tenders are invited on behalf of the Board of Trustees of Cochin PortTrust, in the prescribed form, in two-cover system comprising a TechnicalBidand a Price Bidfrom bidders for leasing of 7.59 Ha. of land for30 years on annual lease basis for setting up of Cargo and LogisticsCentre close to International Container Transshipment Terminal at

VallarpadamThe bids should be submitted in accordance with the Instructions to Tenderers,General Conditions of Tender etc. as enumerated in the tender documents.

2. The tender documents can be purchased from the Secretarys office, CoPT,

during working days from 05-04-2011 to 12 noon on 06-05-2011 on payment ofa non-refundable tender fee of Rs. 10,404/- (Indian Rupees Ten thousand fourhundered and four only). The tender documents can also be downloaded fromCoPT website www.cochinport.gov.in. Downloaded documents are to beprinted on single side in a clearly readable form in A4 size sheet for submission.Tender documents can be sent by speed post in India against an additionalamount of Rs. 150/-. Bids, which are not submitted in the prescribed formatand corrections not attested, will be rejected.

3. The charges for the purchase of the Tender documents should be paid in theform of DD drawn in favour of F.A & C.A.O, Cochin Port Trust, payable at

Cochin. In case the documents are downloaded from the website, theDemand Draft towards the cost of tender documents is to be submitted as perclause 3.0 of Instructions to tenderers. Tenders without tender cost will not beaccepted. The cost of the tender documents will not be refunded under anycircumstances.


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4. Tender documents should be submitted so as to reach the Secretary, Cochin Port

Trust, Cochin-682009, not later than the closing date and time as indicated inthe time schedule at Clause no. 6 of the notice inviting tenders (NIT)(section 1).

5. The tender shall be accompanied by an Earnest Money Deposit (EMD) as detailedbelow in favour of " F.A & C.A.O, Cochin Port Trust".

Description ofLand

Area in Ha. Earnest Money in Rs.

Land atVallarpadamclose toInternational

ContainerTransshipmentTerminal asindicated in theencloseddrawing

7.59 Ha.Rs 100.00 lakhs(Rs.25 lakhs in demandDraft/Bankers chequeand Rs.75.00 lakhs in

Bank Guarantee.)

6. The time schedule for various activities in connection with the tender will be asfollows:

a.) Tender Documents on Sale :From 05-04-2011 to 12 Noonon 06-05-4-2011

b) Closing date, time & place for submission :On 06-05 -2011 at 1430 hrsof the Tender in the Secretarys office, CoPT,

Cochin-682009

c.) Public opening of the Technical Bid, : On 06-05-2011 at 1600 hrsdate, time and place in the Secretary office, CoPT,

Cochin-682009

d). Public opening of the Price Bid of : To be announced later.technically qualified offers.

d.) Pre-bid meeting : 15.00hrs. on 19-04-2011 atSecretary s Chamber.


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Tenderers should send a Letter of Authorization with attestedspecimen signature of their representatives who are deputed by them tobe present at the time of opening of the tenders.

7. The tenderer shall submit copy of TIN/PAN certificate, along with his tender.

8. All Tenderers are advised to visit the site before submitting their offers, in orderto make themselves fully aware of the site conditions. Cochin Port Trust will notbe responsible for any cost or expenses incurred by the tenderers in connectionwith preparation or delivery of the tenders, including costs and expenses relatedto visits to the sites.

10.Tender documents are non-transferable. Tenderers must obtain the TenderDocuments in their own name and submit their Tenders directly.

11. The officer opening the cover A shall first open the envelop (Cover A1)containing the Integrity Pactas per the performa atAnnexureIV to beexecuted between the tenderer and Cochin Port Trust for the tender, who havefurnished duly signedIntegrity Pactin cover A1 shall only be open.

12. Integrity Pact (IP) shall cover this tender through out its various phases, and IPwould be deemed as a part of the tender through an appropriate provision. Thebidder should singn and submit anIntegrity Pactto be executed between thebidder and Cochin Port Trust along with the Bid in a separate envelop (cover A1)super scribed Integrity Pact in cover A. A Bid not accompanied by a duly

signed Integrity Pact shall be rejected. IP would be implemented through thefollowing Indipendent External Monitor (IEM) for this tender, Sri: P.C.Cyriac, IAS(Retd), 28/3551-B, Waterfront Enclave, off Chilavannoor Road, Cochin-682 020.

13. The bidders shall give an undertaking that they have not made any paymeny orillegal gratification to any person/authority connected with the bid process so asto influence the bid process and have not committed any offence under thePC Act in connection with the bid as per proforma atAnnexure-V.

14). The Bidders shall disclose any payments made or proposed to be made to any

intermediaries in connection with the bid as per proforma at Annexure-VI. Incase no payment is made or proposed to be made o Nil statement shall beenclosed.

Phone : 0484-2666412 Secretary,: 0484-2666871 Extn: 2100 Cochin Port Trust,

Fax : 0484-2666512


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COCHIN PORT TRUST

Phone: 0484-2666412 SECRETARYS OFFICE,Tele Fax: 0484-2668163 COCHIN 9.NoEM/T/21/VALLARPADAM-III/2011 Dated: 05-04-2011


TO INTERNATIONAL CONTAINER TRANSHIPMENT TERMINALAT VALLARPADAM

SECTION 2

INSTRUCTIONS TO TENDERERS

1.0 SCOPE OF TENDER:

Sealed tenders on behalf of the Board of Trustees of Cochin Port Trust, inTwo cover system are invited from eligible tenderers for the Leasing of7.59 Ha of land for 30 years on annual lease basis for setting up ofCargo and Logistics Centre close to International ContainerTransshipment Terminal at Vallarpadam.

1.1 The land shall be utilized for CFS activities like Stuffing & De-Stuffing, Customsprocedures and Clearances, Storage, Cargo consolidation and Segregation, Valueadding and other allied activities of container handling.

1.2 The Bidder should Construct and maintain road access to the plot from the

National Highway at his own cost during the period of lease, as shown in thesketch (Annexure VII)

1.3 The lessee will have only the right of way for the road free of coast and theownership of the road will vest with Cochin Port Trust.

1.4 The lessee should obtain necessary clearance for the alignment of the road, fromthe Civil Engineering Department, CoPT and the National Highways Authority ofIndia (NHAI).

1.5 The tenderers are required to quote the one time non-refundable premiumfor the area.

1.6 The land shall be allotted to the bidders, who quote the highest one timenon-refundable premium.

1.7 The successful tenderer should also pay the annual lease rent as per theprevailing scale of rate (SOR) with uniform escalation of 2% every yeartill the end of lease period of 30 years.


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1.8 The scale of rates (SOR) will undergo upward revision after every five

(5) years based on the then existing Scale of Rates.

1.9 The annual lease rent is Rs. 31,12,200/-per hectare per annum as per theScale of Rates (SOR), approved by the TAMP plus Service Tax as per rules.The lease rent will be escalated by 2% in April every year.

1.10 The successful tenderer should also deposit an amount equal to one yearslease rent for the lease period of 30 yearsas Security Deposit which willbe refunded on expiry of lease period.

1.11 The allotment of land will be governed by the Land Policy Guidelines issued bythe Ministry of Shipping, Government of India from time to time.

2.0 COST OF TENDER DOCUMENTS:

The cost of the tender documents is Rs. 10404/- (Rupees ten thousand fourhundred and four only) including VAT.

3.0 MODE OF PURCHASE OF TENDER DOCUMENTS

The tender documents (one copy) can be purchased from the Office of theSecretary, Cochin Port Trust, Willingdon Island, Cochin 682 009, Kerala, India,from 05-04-2011 to 06-05-2011 during working days from 10 am to 5 pm and upto 12 noon on 06-05-2011 on payment of Rs.10,404/- (Rupees Ten thousandfour hundred and four only) including VAT, in the form of Demand Draft(non-refundable), drawn in favour of FA &CAO, Cochin Port Trust on a

scheduled/ Nationalised bank having their branch in Cochin. The Tenderdocuments can also be downloaded from ports website www.cochinport.gov.inHowever, the tenderer has to inform the port that he has downloaded the tenderdocuments and submit the cost of tender document i.e. Rs 10,404/-including

VAT, in the form of Demand Draft drawn in favour of FA&CAO, Cochin Port Trust,along with the bid, in a separate cover.

4.0 QUALIFYING CRITERIA

4.1 The bidders wish to participate must fulfill the following requirements, and bids

of only those who fulfill these requirements shall be considered for detailedevaluation:-

4.1.1 The bidder should be a Firm or Company or Joint Venture or Consortium havingan average annual financial turnover of Rs.12.63 Crores for the last 3 yearsending 31st march 2010. In case the bidding entity is not in existence for thelast 3 years, the average annual financial turnover of the entity should be equalto or more than Rs. 12.63 crores for the period of their existence.


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4.1.2 The bidders should produce copies of audited Annual Accounts. In case ofprovisional Annual Accounts, a Certificate to the effect from their Auditors has tobe submitted.

4.1.3 The bidders are free to form a special purpose vehicle (SPV) under the IndianCompanys act 1956 in which the equity share holding of the Bidders shall notless than 51 %.

4.1.4 In the case of Joint Venture Bidders, Partners would be limited to three(including the lead partner). One of the Partners, who is responsible forperforming a key function in management of Lease (the lead partner of the JV)or is executing a major component of the proposed agreement, shall benominated as being in charge during the Tender and in the event of successfulTender, during the Lease period. The Lead Partner shall be authorized to incurliabilities and receive instructions for and on behalf of the partner(s) of the Joint

Venture. This authorization shall be evidenced by submitting a Power of Attorneysigned by legally authorized signatories of all partners.

4.1.5 In case of joint venture the Tender shall be signed so as to legally bind allpartners, jointly and severally responsible.

4.1.6 In the event of joint venture, aggregate of the Financial capacity of partners willbe taken in to account for the purpose of bid evaluation. They must execute andsubmit a Joint Venture Agreement wherein the Joint Venture Partners are jointlyand severally responsible for fulfilling the conditions of Lease and for allobligations to the Cochin Port Trust including payment of annual lease rental.

4.1.7 In the case of consortium submitting the bid, and become the successfulbidder, the Consortium members should form a legal entity either as a JV or

otherwise under Indian Companys Act with in 30 days from the receipt ofintimation from Cochin Port Trust to the effect that the Consortium is thesuccessful bidder and further correspondence will be with the legal entity.

4.1.8 The Tender should contain information regarding the Members of theconsortium.

4.1.9 One of the Consortium Members should have Purchased/downloaded the TenderDocument on behalf of the Consortium.

4.1.10 The Tender should include the description of the roles and responsibilities ofindividual members.

4.1.11 One of the Members of the consortium shall be nominated as being in Charge(Lead Member) and this authorization shall be supported by a Power of Attorneysigned by the Authorized Signatories of other Members.

4.1.12 The Members of the consortium shall enter into a Memorandum ofUnderstanding (MOU) delineating the rights and obligations of the members forthe purpose of making submission of the tender.

4.1.13 The MOU shall also clearly specify among other things the shareholdingcommitment of each member.

4.1.15 A copy of the MOU shall be submitted along with the Tender.


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5.0 SUBMISSION OF TENDER:

Completed tender shall be submitted to the Secretarys office before thedue date and time for receipt of tender. Last date and time for submission ofcompleted tenders will be on 06-05-2011 up to 1430 hrs. CoPT may at itsdiscretion extend the date for receipt of tenders. Tenders received after theaforesaid time and date or the extended time and date, if any, will be rejected &returned unopened to the Tenderers. Tenderers can also submit the completedtender through courier or by post. However, tenderer should ensure whilesending the tender through courier or by post that the tender reaches theSecretarys office on or before the last date and time of submission of tender.

5.1 Tender shall be submitted in TWO separate sealed envelopes as mentionedunder 5.1 (A) & 5.1 (B) taking into consideration clause No. 5.1 (C).

5.1(A)ENVELOPE "A": TECHNICAL BID shall be sealed and super scribed withwords For Lease of 7.59 Ha. of land for 30 years on annual lease basis for

setting up of Cargo and Logistics Centre Close to ICTT at Vallarpadam ENVELOPE A- TECHNICAL BID. It shall contain the Tender Document,Cover A-I INTEGRITY PACT, Details as per Para 4.0 of Section-2,(INSTRUCTIONS TO TENDERERS), D.D./ Bankers Cheque towards Cost ofTender Form (in case of down loaders), D.D./ Bankers Cheques and Bank

Guarantee towards Earnest Money Deposit etc. and Cover-B Prize Bidinseparate sealed cover.

5.1.(B) EARNEST MONEY DEPOSIT (EMD):

i)The tender shall be accompanied by Earnest Money amounting Rs.100.00lakhs. Rs.25 lakhs of EMD shall be submitted through Demand Draft orBankers cheque in favour of Financial Adviser& Chief Accounts Officer ,CochinPort Trust from any Nationalised Bank/Scheduled bank in India and the balanceamountof EMD shall be furnished through an irrevocable Bank Guarantee(BG) valid for a period of 90 days from the date of opening of tenderenforceable and en-cashable at Cochin, drawn from any NationalizedBank/Schedule Bank in India, as per Performa at Annexure-I. In case ofBGfurnished for EMD, areferenceshall be made to the concerned Bank by cochinPort Trust for confirming the authenticity ofBG issued and in case, BG furnishedis found invalid , the bid is liable for rejection. The tender not accompanied

with EMD shall be treated invalid.

(ii) The tender documents, duly filled in all schedules and forms as required, signedand stamped on all pages.


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iii) Report on the financial capability of the Tenderer including average annual

turnover for the last three years Schedule B. The financial turnover withregard to the above should be accompanied with the Auditors Report for thepast three years ending March,2010. In addition, the last three yearsBalancesheet, Profit & Loss Account etc. should also be furnished. TheTenderer shall ensure that he is fulfilling the minimum qualification criteria asregards turnover as detailed at clause 4.1.1 above. Bankers name andaddress for making reference regarding financial position.

iv) Copies of original documents defining the constitution or legal status, place ofregistration and principal place of business of the company or firm orpartnership (If translated then notarised). Tenderers to submit details aboutthe share holding structure/partnership structure of the Company/firm andthe percentage holdings held therein.

v) Information regarding any current litigation in which the tenderer is involved.

If no involvement, a Nil statement may be attached.

vi) Power of attorney for the signatory of the tender and for leasing out the landwhen awarded.

Vii) TIN/PAN Certificate.

5.1. (C) The Cover A1 shall contain:

a). a duly signed Integrity Pact to be executed between the tenderer andCochin Port Trust as per the proforma atAnnexure-IV.

b). an undertaking that the bidder has not made any payment or illegalgratification to any person/authority connected with the bid process so as toinfluence the bid process and have not committed any offence under the PCact in connection with the bid as per proforma atAnnexure-V.

c). a statement disclosing payment made / proposed to be made to theintermediaries in connection with the bid as per proforma atAnnexure-VI.

d). Tenderers in which Integrity Pact is not furnished duly filled andsigned is liable to be rejected.

5.1. (D) ENVELOPE B PRIZE BID

The Envelope Bshall be sealed and super scribed with words For Lease of7.59 Ha. of land for 30 years on annual lease basis for setting up ofCargo and Logistics Center close to ICTT at Vallarpadam

ENVELOPE B- PRICE BID and shall be in the given format. i.e. PriceSchedule C of the Tender Document as issued and shall be duly signed,stamped and completed. The price shall be quoted only in Indian Rupees.The Price Bid shall be free from any corrections.


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NOTE-1: Price Schedules taken from the Tender Documents are to beused and submitted as mentioned above in sealed envelope and shall be clearlymarked as Envelope B: PRICE BID.

NOTE-2: It is very much essential to keep the price bid documents asmentioned above, only in the Envelope B: Price Bid. Disclosure / indication ofthe Price/s in the Technical Bid shall make the Tender to be disqualified andrejected.

NOTE-3: In Envelope B - Price bid, the tenderer should quote one price only.Declaring price by showing optional offers may lead to rejection of the completeoffer.

NOTE-4: The prices shall be written both in words and figures and in case ofany deviation, prices in words shall be valid and binding. In case of any error intotal indicated by bidders, the unit price alone shall be considered valid andbinding on bidder. Corrections should be duly attested by the signature(s) of the

bidder(s) with date.

NOTE-5: The Tenderer shall not provide any forms for getting any exemptionsfrom taxes.

5.1. (E) The tenderer should note the following conditions carefully and complywith the same before and while submitting the tender. In case the followingconditions are not complied with, the tender is liable to be rejected.

5.1 (F) EMD

i. The tenders, which are submitted without EMD, will be considered as non-responsive and hence, liable for rejection.

ii. The Earnest Money Deposit of unsuccessful bidder other than the highest3 (ie. H1, H2, & H3) be refunded immediately after ranking of price bid.EMD of H2 & H3 be refunded immediately after the remittance of thepremium by the successful Bidder.

iii. The EMD of successful bidder will be refunded after remittance of thepremium and Security Deposit and taking over of the area.

iv. No interest will be allowed on the Earnest Money Deposit from the date of

its receipt until it is so refunded.

5.1 (G) The EMD shall be forfeited:

i. In the event of the tenderer withdrawing/modifying the tender before theexpiry of tender validity of 90 days from the date of submission &opening.


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OR

ii. If the tenderer fails to make payment towards the non-refundable onetime premium and security deposit as stipulated in the tender.

5.1 (H) WITHDRAWAL OR MODIFICATIONS

Any withdrawal or modifications are permitted only on request in writingtill last date and time of submission of the Tender, that means the tendercannot be withdrawn or modified after the last date and time ofsubmission and in case the Tenderer modifies or withdraws the tenderafter the last date and time of submission of tender, clause No. 5.1(G)will apply.

5.1. (I) DOCUMENT PRESENTATION

i. The tenderer should quote his price only as per the proforma attachedwith the tender document asSCHEDULE-C.

ii. The envelope not sealed properly shall not be accepted .iii. The sealed cover shall be addressed to the Secretary, Cochin Port Trust,

Cochin 682 009, and shall be super scribed as Leasing of 7.59 Ha. ofland for 30 years on annual lease basis for setting up of Cargoand Logistics Centre close to International ContainerTranshipment Terminal at Vallarpadam.

iv. The Tenderers must submit all details, documents etc. as required in thetender and fill in the format given at Schedule-A .

v. Tenderer shall complete all the Annexures & Schedules with all the

information called for therein and sign with date and stamp on all thepages of the tender documents and the Schedules. Any tender not socompleted is liable to be rejected. The Form of Tender and Schedulesshall not be defaced in any way whatsoever or detached from theConditions of Tender.

vi. The tenderer should not submit their offer with any conditions/ counterconditions anywhere in the tender documents. The conditional tenders, ifany, shall be summarily rejected.

vii. All the documents submitted should be bound/filed, indexed and pagenumbered.

viii. The tenderer shall examine all the tender conditions and the specificationetc. in the tender documents. The tenderer, if so desire, may visit thesites and get himself acquainted with necessary data, for the purpose ofmaking responsive offer.

ix. The tenderers are requested to visit the site and study the scope/nature ofland before quoting.


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6.0 Site Inspection

6.1 It would be deemed that prior to submission of tender, the tenderer has made acomplete and careful study of the existing conditions including but not limited to(a) the site conditions; (b) condition of the access road & surroundings andand has assessed the extent of the work requirements for the installation of theProject. It is also deemed that they are fully aware of all the applicable laws and

applicable permits pertaining to the purpose for which they intent to use thepremises.

6.2 The Port Trust shall not be liable for any mistake or error or neglect by the

tenderer in respect of the above.

7. Tenderers Responsibility

7.1 The tenderer is expected to examine carefully the contents of the tenderdocuments, including but not limited to the terms and conditions in the leasedeed. format atAnnexure-III.

7.2 The details to be filled in as per proforma (Annexure II) attached shall be eithertyped or written in indelible ink and shall be signed by the tenderer or personduly authorized to sign on behalf of the tenderer. Such authorization shall bewritten in the form of Power of attorney. All pages of the tender document shallbe signed by the person signing the tender. The name and position held by theperson signing the tender shall be typed or printed below his signature.

7.3 The tender documents including the proforma, which form part of the tenderdocument, shall be duly filled in and signed and submitted along with the tender.

7.4 Any existing obstructions like pipe lines, cables etc. in the leased land which arelikely to cause hindrance to the structure/construction shall be re-laid/ dismantled /re-routed by lessee at his cost with the prior approval and as directed by the

appropriate authority.

7.5 The plots will be allotted only after obtaining approval of Port Trust Board,

7.6 If the Port is not be able to provide power & water due to scarcity, the lesseehas to make his own arrangements for the same.

7.7 The lessee is bound to develop the leased land like providing drains, roads etc. attheir cost.

7.8 Adequate plantation / green belt must be provided within the plot premises.

7.9 The area of plot given is approximate and there may be marginal variations. Thesketch showing the location of the plot is given asAnnexure VII.


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8.0 AMENDMENT TO TENDER DOCUMENT:

i. At any time prior to the deadline for the submission of Tenders, the CochinPort for any reason, whether at his own initiative or in response to tender,may modify the Tender documents by an amendment.

ii. The amendment in the form of addendum will be sent in writing to allprospective tenderers who have collected the tender documents, to arrive notlater than 10 days prior to deadline for submission of tender.

iii. The tenderer should promptly acknowledge the receipt by Fax to the CochinPort. The amendments will also be posted on the website up to ten daysprior to the date specified for submission of the tender. All the bidders whohave down loaded the Tender Documents shall verify if any suchamendment/ modification has been issued, before submitting their bid andshall take cognisance of and include such amendment(s) in their submission.

In any case, the amendment(s)/ modification(s) if any shall be binding on thebidders. No separate notice/ intimation of amendments/ modifications will besent to those who have downloaded the document from the web.

iv. The Port Trust may at its discretion extend the deadline for the submission ofTenders to enable prospective Tenderers to take the amendment into accountwhile preparing the Tender.

9. OPENING OF THE TENDERS:

i. The Tender will be opened on 06-05-2011 at 16 00 hrs, in the

presence of those tenderers who may wish to be present. Afteropening the Envelope "A", the names of the tenderers will beannounced to those who are present.

ii. TheEnvelope B Price Bid, shall be opened on the date so fixed by Cochin PortTrust. The Envelope B will be opened only of those tenders who will qualify in theTechnical Bid. The tenderers qualified in technical bid will be informed in writing toattend the price bid opening.

iii. The tenderers who wish to witness the tender opening shall send a letter ofauthorization with attested specimen signatures of their representatives whoare deputed to attend the opening of tenders. Representatives without suchauthorization letters may not be permitted to be present to witness thetender opening.

iv. To assist in the examination, evaluation and comparison of tenders, PortTrust may ask tenderers, individually for clarification of their tender. Therequest for clarification and the response shall be sent in writing by Post andFax but no change in price or substance of the tender shall be sought,offered or permitted.


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10. DETERMINATION OF RESPONSIVENESS:

The Port will scrutinize tenders to determine whether the tender is responsive tothe requirements of the tender documents. Canvassing in connection with thetender is strictly prohibited and the tenders submitted by the bidders who resortto canvassing will be liable for rejection.

11. EVALUATION AND COMPARISON OF TENDERS:

Only such tenders, as determined to be responsive to the requirements of thetender documents will be considered for opening the Prize Bid.The Port's decisionon this shall be final, conclusive and binding.

12. VALIDITY OF TENDER:

The tender shall remain valid and open for acceptance for a period of 90 daysfrom the date of opening of the tender. The Cochin Port reserves the right to

extend the period of validity for a specific period. The request and responsethereto shall be made in writing by post or by fax. The tenderers will have anoption to refuse the request without forfeiting their EMD. However in the eventof the tenderer agreeing to the request, they will not be permitted to modify thetender.

13. ACCEPTANCE OF TENDER:

The Port Trust does not bind itself to accept the highest one time non-refundablepremium or any other tender, and reserves the right to accept any tender in partor to reject any tender or all tenders without assigning any reasons whatsoever.

14. LANGUAGE OF THE TENDER

The tender submitted by the tenderer and all correspondence and documentsrelating to the tender, exchanged by the tenderer and the Employer shall bewritten in ENGLISH LANGUAGE. Any printed literature, other than in Englishlanguage, shall be accompanied by an English translation, in which case forpurpose of interpretation of the tender, the English translation shall govern.

15. PRE-BID MEETING

A pre-bid meeting will be held in the Conference hall of Cochin Port Trust at15.00 Hrs (IST) on 19-04-2011. Attendance at pre-bid meeting is strongly

advised. Should there be any discrepancy in or any doubt or obscurity as to themeaning of any of the tender documents or as to anything to be done or not tobe done by the tenderers or any clarification or if any additional information isneeded by the tenderers, these shall be set forth in writing and submitted to thesecretary, Cochin Port Trust, well in advance of the date fixed for the pre bidmeeting.

SIGNATURE OF TENDERER


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COCHIN PORT TRUST

Phone: 0454-2666412 SECRETARYS OFFICE,

Tele Fax: 0484-2668163 COCHIN 9.NoEM/T/21/VALLARPADAM-III/2010 Dated: 05-04-2011

TENDER FOR LEASING OF 7.57 Ha OF LAND FOR 30 YEARS ON ANNUALLEASE BASIS FOR SETTING UP OF CARGO AND LOGICSTICS CENTRE CLOSE

TO INTERNATIONAL CONTAINER TRANSHIPMENT TERMINALAT VALLARPADAM

SECTION- 3

GENERAL CONDITIONS OF CONTRACT

1. In the contract (as hereinafter) defined, the following words and expressionsshall have the meanings hereby assigned to them except where the contextotherwise requires.

(a) Cochin Port /CoPT/Employer means Board of Trustees of Port ofCochin, a body corporate established under Section 5 of the Major PortTrust Act, 1963, having its principal office at W/Island, Cochin 9, Indiaand acting through its Chairman, Dy. Chairman, or the Secretary or anyother officers so nominated by the Board.

(b) TENDERER(S) means the firm, corporation, consortium or company orjoint Venture who submits the TENDER for the subject area.

(c) AWARD PRICE means the sum quoted in the tender submitted by thesuccessful bidder with any modification thereof or addition thereto ordeduction there from as may be made under the provisions contained inthe Tender Document.

(d) OFFICER-IN-CHARGEmeans an officer of CoPT as nominated to be incharge of tender of this assignment by the Secretary, Administration Dept.

(e)(i) Singular and Plural: Words importing the singular only also include the

plural and vice versa where the context requires.

(ii) Headings: The headings as mentioned in the Tender Documents shallnot be taken into consideration in the interpretation or constructionthereof or of the contract.


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2. Signing of Agreement

On award of lease, the successful tenderer shall execute the Lease Deed in thePrescribed Format within the stipulated period on Kerala State Stamp Paper ofappropriate value.

3. Taxes & Duties

The successful tenderer shall pay all taxes (including service tax), levy, duty,etc., which they may be liable to pay to Corporation of Cochin/State of Kerala &Government of India or any other authorities under any law for the time being inforce in respect of or in accordance with the execution of lease deed. Thesuccessful tendere shall further be liable to pay such increase in the taxes, levy,duty etc, under the existing law or which may be liable as a result of introductionof any law. Increase in taxes, levy, duty etc., or imposition of new taxes, levy,duty etc., shall not be a ground or an excuse for not complying with the

formalities within the stipulated time or a ground or an excuse for extension oftime for completing the lese deed. All such payments to be made by theTenderer are deemed to have been included/considered while quoting thetender.

4. The tenderer shall treat all the documents and information received from theCoPT and all other related documents / communications in confidence and shallensure that all who have access to such material shall also treat them inconfidence. The contractor shall not divulge any such information unless theCoPT authorities permit this in advance in writing.

5. Suspension of Lease

If any of the following events shall have happened and be continuing, the CoPTmay, by written notice to the Lessee, suspend the Lease.

(a) A default shall have occurred on the part of the lessee in the executing oflease deed ..

(b) Any other condition which makes it unable for either party by reason of force majeure as referred to in Clause 6 to successfully carry out theassignment/s or to accomplish the purpose of the contract.

6. Force Majeure.

a) If either party is temporarily unable by a reason of Force Majeure or thelaws or regulations of India to meet any of its obligations under thecontract, and if such party gives to the other party written notice of theevent within 14 days (fourteen days) after its concurrence, suchobligations of the party as it is unable to perform by reason of the event,shall be suspended for as long as the inability continues.


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b) Neither party shall be liable to the other party for loss or damagesustained by such other party arising from any event referred to in clause(a) above or delays arising from such event;

7. Award of lease

7.1 The lease will be awarded to the tenderer whose tender has been declared

as highest one time non-refundable premium and accepted by thePort.

7.2 In the event of tender being rejected the Earnest Money paid with suchunaccepted tender shall be refunded.

8. Port Trusts right to accept or reject a tender

8.1 Notwithstanding anything contained in this tender document, the Port Trust

reserves the right to accept a tender or to reject any or all of the tenders andto annul the tendering process at any time prior to award of lease withoutassigning any reason thereof.

8.2 Incomplete tenders or tenders not in the prescribed format and withcorrections not attested shall be liable for rejection.

8.3 Cochin Port will not take responsibility for any delay in receipt or non-receiptof the tender document.

9. Notification of Award

The Cochin Port will promptly notify the successful tenderer by facsimile,

confirmed by registered letter that their tender has been accepted.

10. Payment of non-refundable onetime premium, Security Deposit andAnnual Lease rent and taking over of Premises.

10.1 The successful tenderer shall pay to the Cochin Port Trust; one timenon-refundable premium quoted as per Schedule C, PRIZEBIDand one year lease rent as security deposit for the duration ofthe lease (30 years). The one time non-refundable premium and securitydeposit shall be paid through Demand Draft drawn in favour of theFinancial Advisor & Chief Accounts Officer, Cochin Port Trust, from State

Bank of India or any of its subsidiaries, Nationalized Banks, ScheduledBanks within 30 days from the date of receipt of notification ofaward by the successful tenderer. Security deposit shall bevalid for a period of 30 years from the date of commencementof lease. No interest will be allowed on the security depositfrom the date of its receipt until it is so refunded. The onetimenon-refundable premium will not be refunded under anycircumstances.


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10.2 Failure of the successful tenderer to comply with the requirement clause10.1 shall constitute sufficient ground of the annulment of the awardand forfeiture of the EMD.

10.3 The lease period shall commence from the date of taking over of thepremises or from the date of expiry of 30 days from the date of the

receipt of notification of award from Cochin Port Trust, by the successfultenderer, whichever is earlier.

10.4 The land will be handed over to tenderer only on payment of the non-refundable onetime premium quoted by them along with security deposit

as in clause 10.1.10.5 Subsequently the lessee shall pay the annual lease rent payable with

uniform escalation of 2% as per the notified Scale of Rate, half yearlyi.e. on or before 31st march and 30th September every year. This willcontinue till completion of lease period of 30 years.

11. Executing of Lease Deed

The successful tenderer shall execute lease deed in the format at Annexure-IIIwithin 180 days from the date of taking over of the premises. All the cost andexpenses for executing of licencing agreement shall be born by the successfultenderer.

THE SCHEDULE ABOVE REFERRED TO:

District : Ernakulam

Sub-District :

Taluk :

Village :

Desom :

Tenure : Leasehold

Survey

Number And Sub-

Division Number :

Extent : 7.59 Ha. Of land.

Corporation/Panchayat : Mulavukad


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12. Description

Leasing of 7.59 Ha. of land for 30years on annual lease basis forsetting up of Cargo and Logistics Centre close to InternationalContainer Transshipment Terminal at Vallarpadam.

13. The bidder shall quote onetime non-refundable premium for setting upof Cargo and Logistics Centre.

14 The tenderer shall make a thorough study of the scope of the land mentioned inthe document and for further details he may consult the Sr.Asst. Estate Managerof this department and other persons authorized by him, before bidding.

15. The Sr.Asst. Estate Manager is the nominated officer and in-charge of this land.

16. The prices quoted in the bid shall only be in Indian rupees.

17. The successful tenderer shall work in close association with the variousdepartments of Port Trust, if required.

19. Changes in constitution of firm

In the case of a tender by partners, any change in the constitutions of the firmshall be forthwith notified by the tederer to the Secretary for his information.

20. Canvassing in connection with the tenders is strictly prohibited and tenders

submitted by the tenderers who resort to canvassing will be liable to rejection.



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COCHIN PORT TRUST


TENDER FOR LEASING OF 7.59 Ha OF LAND ON 30 YEARS ANNUAL LEASEBASIS FOR SETTING UP OF CARGO AND LOGICSTICS CENTRE NEAR

INTERNATIONAL CONTAINER TERMINAL AT VALLARPADAM

SECTION 4SPECIAL CONDITIONS TO BE SATISFIED BY THE BIDDERS

1. The tenderer shall have adequate financial capability for the implementation ofthe project, with reference to estimated cost of the project including the one

time non-refundable premium , and annual lease rent as per SOR, which shall beestablished by a Solvency Certificate from their Bankers with appropriatedocuments.

2. They should submit the Tentative Project Plan and Estimated Cost for setting up ofthe Cargo and Logistics Centre.

3. The lessee shall obtain all statutory clearances as may be required as per lawfrom the concerned department before execution / commissioning of the project.

4. The lessee shall follow all safety norms as may be prescribed by the competentauthority.

5. Proper environmental/Pollution control safe guards as per law must beincorporated in the design and implementation of the project.



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COCHIN PORT TRUST

Phone: 0454-2666412 SECRETARYS OFFICE,Tele Fax: 0484-2668163 COCHIN 9.No.EM/T/21/VALLARPADAM-III/2011 Dated: 05-04 -2011

TENDER FOR LEASING OF 7.59 Ha OF LAND FOR 30 YEARS ON ANNUALLEASE BASIS FOR SETTING UP OF CARGO AND LOGICSTICS CENTRE NEAR

INTERNATIONAL CONTAINER TRANSHIPMENT TERMINAL AT VALLARPADAM

SECTION 5SCHEDULE - A

LIST OF DOCUMENTS TO BE SUBMITTED BY THE TENDERERIN ENVELOPE A TECHNICAL BID

Sl.No

ClauseRef. No.

Description of Documents Whether submittedby the Tenderer(Yes/No.) & Ref. ofpage No.

1Cl.No:5.1.B)i,of Instructionto Tenderer

EMD for Rs. ./- in the form ofDD

2Cl.No.5.1.B.ii,of Instructionto Tenderer

Tender document duly filled inexcept price schedule (Schedule C), signed and stamped on all thepages.

4Cl.No.5.1.B).iiiof Instructionto Tenderer

Details of Financial Stability(Schedule-B).Copies of profit and loss statement,balance sheets and auditors report

/ annual report for the last 3 years

5

Cl.No:5.1.B).iv, ofInstruction toTenderer

Copies of original documentdefining the constitution or legalstatus, place of registration andprincipal place of business of thecompany / proprietorship firm/

partnership firm or any otherbusiness structure.

6Cl.No:5.1.B). vof Instructionto Tenderer

Detailed information regardingcurrent litigation, if any, in whichthe tenderer is currently involved.


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Sl.No

ClauseRef. No.

Description of Documents Whether submittedby the Tenderer(Yes/No.) & Ref. ofpage No.

7Cl.No: 5.1.B).viof instructionto Tenderer

Power of Attorney in favour ofperson authorised to sign thetender document.

8Cl.No: 5.1.B)viiof instructionto Tenderer

Copy of TIN/PAN certificate

9

Clause 5.1C)

a,b,c ofInstruction toTenderer

Integrity pact (Annexure-IV,V &VI

Note: All the documents submitted by the tenderer shall be neatly bound / filedand page numbered or properly marked. Tenderer is required to mentionrelevant page numbers / marking of his offer while filling up the above format.

Attention of the Tenderer is drawn to Cl. No: 5.1. (E) of Instructions toTenderers.

Tenderers Signaturewith seal


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COCHIN PORT TRUST



TO INTERNATIONAL CONTAINER TRANSHIPMENT TERMINAL (ICTT)AT VALLARPADAM

SECTION-6SCHEDULE B

FINANCIAL DATA

A. Average financial turn over for the last three years ending 31-03-2010*.

Sl.No. Financial Year

Financial Turn Over(In lakhs)

1 2007-08

2 2008-09

3 2009-10

B. i. Name/ Address of Commercial Bank providing Credit Line.

.

.

..

* Attach copies of the audited financial statements of the last three financial years.


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ANNEXURE-I

PROFORMA OF IRREVOCABLE BANK GUARANTEE FOR EARNEST

MONEY DEPOSIT

(To be submitted on Non-judicial Stamp Paper of Rs.100/-)

B.G. No. -----------------------------------dated --------------

This Deed of Guarantee executed at by ______________ (Name of

Bank) having its Head/Registered office at ______________ ______ (hereinafter referred

to as the Guarantor) which expression shall unless it be repugnant to the subject or

context thereof include its executors, administrators, successors and assigns;

In favour ofThe Board of Trustees of Cochin Port Trust (hereinafter called the EMPLOYER), having

its office at Willingdon Island, Cochin 682 009, which expression shall unless it berepugnant to the subject or context thereof include its executors, administrators, successors

and assigns;

Whereas M/s. ______________________ ., a Company registered under the provisions of

____________ having its registered office at ____________ (hereinafter called the

Bidder) which expression shall unless it be repugnant to the subject or context thereof

include its executors administrators, successors and assigns, has bid for the lease out

7.59 Ha. of land at Vallarpadam Close to Intenational Container Trashipment Terminal for

setting up of Cargo and Logistics Centre on annual leases basis for a period of 30

years. (hereinafter referred to as the Lease).

Whereas in terms of the Tender Notice dated (hereinafter referred to as Tender

Document) the Bidder is required to furnish to the Port Trust an unconditional and

irrevocable Bank Guarantee for an amount of Rs. (Rupees

only) as Earnest Money Deposit (EMD) and the

Guarantor has at the request of the Bidder agreed to provide such Guarantee being these

presents:

Now this deed witnesseth that in consideration of the premises, We,

Bank hereby declare, undertake and agree as follows:

a) We as primary obligor shall, without demur, pay to the Port Trust an amount not

exceeding Rs. .(Rupees ..only), within

5 days of receipt of a written demand from the Port Trust stating that the EMD

has been forfeited in terms of Clause 5.1(G) of the Instruction to Tenderers of

Tender Document. Any such demand made on us by the Port Trust shall be

conclusive and absolute as regards the forfeiture of the EMD and the amount due and

payable under this Guarantee.


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b) The above payment shall be made by us without any reference to the Bidder or

any other person and irrespective of whether the claim of the Port Trust is

disputed by the Bidder or not.

c) This Guarantee shall remain in full force for a period of 90 days from

(date)*________ or for such extended period as may be mutually agreed

between the Port Trust and the Bidder and shall continue to be enforceable till

all amounts which are demanded by the Port Trust under this Guarantee are

paid.

d) In order to give full effect to this Guarantee, the EMPLOYER shall be entitled to

treat the Guarantor as the principal debtor and the obligations of the Guarantor

shall not be affected by any variations in the terms and conditions of the

Tender Document or other documents or by extension of time of performance

of any obligations by the Bidder or any postponement for any time of the

powers exercisable by the EMPLOYER against the Bidder or forebear or

enforce any of the terms and conditions relating to non-compliance of theTender Document by the Bidder and we shall not be relieved from our

obligations by reason of any variation or extension being granted to the Bidder

or forbearance or omission on the part of the EMPLOYER or any indulgence

by the EMPLOYER to the Bidder to give such matter or thing whatsoever

which under the law relating to sureties would but for this provision have

effect of so relieving us.

e) This Guarantee shall be irrevocable and shall remain in full force and effect until

all our obligations under this Guarantee are duly discharged.

f) The Guarantor has power to issue this Guarantee and the undersigned is dulyauthorised to execute this Guarantee pursuant to the power granted under

In Witness whereof the Guarantor has set its hands hereunto on the day, month and year

first hereinabove written.

Signed and Delivered by -

Bank by the hand of Shri-

its and authorized official

Address of the Bank with Telephone and Fax Numbers.

*Fill in the scheduled date of submission of bid.


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ANNEXURE-II

TENDER FOR LEASING OF 7.59 Ha OF LAND FOR 30 YEARS ON ANNUALLEASE BASIS FOR SETTING UP OF CARGO AND LOGICSTICS CENTRE NEAR

INTERNATIONAL CONTAINER TRANSHIPMENT TERMINAL AT VALLARPADAM

1. Name of the tenderer offering the bid :2. Address :3 Status Individual/ Company/joint venture/ :

Partnership firmGive all relevant details.

(i) Year of establishment :(ii) Parent Company, if any :

4. Brief description of the project for which the

land is proposed to be leased :

5.Details of existing business, if any, in thePort with details of cargo handled :

6. If there is any tie-up with foreign companies,lease furnish the details :

7. Brief details of structures proposed to beErected/constructed. :

8. Are you prepared to meet the expenses towardsthe development of the plot and surroundings,including maintaining drains, roads, etc,within/towards the plot.

:9.Likely date of commencement of your installation :

10 Likely date of commissioning of the facility :

11. Requirement of power (in MW) :

12. Requirement of water (in KL) :



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ANNEXURE-III

LEASE DEED FORMAT

THIS DEED OF LEASE, made the ......................day of ....................Two thousand and

.................between THE TRUSTEES OF THE COCHIN PORT TRUST, a Body corporate underthe Major Port Trust Act, 1963 represented by its ..................................................

of.aged.years residing at Willingdon Island,

Thoppumpady Village, Cochin Taluk, Ernakulam District, Kerala State (hereinafter called theLessor) on the one part and

..........................................................................................................................................

hereinafter called the Lessee) of the other part, WITNESSETH that the Lessor does in

consideration of the premium paid as stated hereunder and rent to be paid as herein referred andother terms and conditions on the part of the Lessee to be observed, hereby grants to the Lessee,

a lease of ALL THAT piece of land containing by admeasurement .................................... or

thereabouts, situate at Willingdon Island, which piece of land is more particularly described inthe schedule hereunder written and for greater clearness delineated with the boundaries thereof

on the plan annexed hereto TO HOLD the same for the term of _______ (years for which the

lease has been extended by the Board of Trustees of the Lessor) from the day of .(thedate as approved by the Board of Trustees of the Lessor for such extension) to the..day of

........ (date on which the original lease was to expire) subject to the following conditions: -

1.

a) The Lessee shall pay the Lessor during the said term as yearly lease rent clear of alldeductions Rs..........(Rupees...........................only) (corresponding to the base

lease rent @ Rs. _______ per hectare per annum for the base year______) with 2% annual

increment in the lease rent.

b) The base lease rent will undergo upward revision after every block of five (5) yearsbased on the then existing Scale of Rates.

c) The Lessee has paid the Lessor as premium for the lease of the land, an amount of

Rs.............(Rupees..........only), the said premium

being non-refundable under any circumstance.

d) The Lessee has deposited with the Lessor as Security Deposit towards rent an amount ofRs...............(Rupees..........................................only) (the receipt of which theLessor hereby acknowledges) adjustable in terms of the provisions (a) above, which will be

replenished to the extent of annual enhancement in the lease rent.

e) The Lessee shall pay the Lessor the said rent in two half-yearly instalments, one, onor before the 30th day of September and the other, on the 31st day of March everyyear for the period April to September and October to March respectively andproportionately if the period in question is not a full half-year.


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f) If the Lessee defaults in payment of the rent any time, necessary adjustments maybe made by the Lessor from the amount in deposit and the Lessee shall make up

g) the corresponding deficit in the deposit. The Lessee shall also pay towards security

deposit referred to above, the differential amount in rent, consequent on the revisionof base lease rent provided herein. The security deposit so paid shall be refundablewithout interest on the termination/expiry of the lease.

h) The Lessee shall from time to time and at all times during the said term pay anddischarge all rates, taxes, charges, and assessments of every description nowsubsisting, including arrears if any, accrued due before the ..............................(viz.,the date of commencement of the term of the Lease), or which may at any timehereafter during the said term be imposed, charged or assessed upon the saidpremises hereby demised or the building to be erected thereon, whether it bepayable by the Lessor or the Lessee.

i) The Lessee shall be bound to pay interest on all overdue payments from the datewhen the same becomes due at the rate as specified in the Scale of Rates for thetime being in force and as revised, subject to a minimum of Rs.100/- (Rupees onehundred only) it being made clear that the liability for payment of interest shall notaffect the other rights accruing to the Lessor on account of such defaults on the partof the Lessee.

j) If the Lessee makes default in payment of the lease rent, sub-lease levy, electricity &water charges, cargo and vessels related charges or any other dues to the Lessorand/or interest as provided hereinbefore, the Lessor shall be entitled to revoke this

agreement and cancel the lease forthwith. The Lessee shall thereupon forfeit allhis/its rights thereunder and shall remain liable for any sum then due by the lesseeand also for any loss, which may be caused to the Lessor by reasons of suchdefault.

k) The Lessor also reserves the right to disconnect electricity & water connection andstop all port related services to the lessee in the event of non-payment of any of thedues as stated above and the Lessee shall be solely responsible for any loss ordamage arising out of this.

l) The Lessee undertakes to discharge any and all liability of the original lessee,

including the remittance of dues, towards the Port, which may at any time bedemanded by the Port.

2.

a) All plans for the development of leased property shall be got approved by theCompetent Authority of Civil Engineering. Department of the Lessor. The planshould also be got approved by the Local Authority concerned before thecommencement of the work.


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b) The Lessee shall not at any time without previous consent in writing ofthe Lessor, erect or suffer to be erected on any part of the premises any buildingother than and except the buildings/structures as approved by the Chief Engineer ofthe Lessor and

existing at the time of transfer or make any alteration in the plan or elevation of the saidbuilding. The lessor shall further see that the buildings put up are in reasonable

conformity with the buildings already built on Willingdon Island in elevation, style ofconstructions and materials used. The Lessee shall also obtain such otherapprovals/permissions as are statutorily required for the construction of such buildings.

c) The Lessee shall use the said land for construction of building(s)/structure(s)..........for the purpose for which, the land has been leased, unless otherwise approved bythe Lessor and shall not make any unnecessary excavation or remove orappropriate any minerals, mineral substances of any description, sand or clay, fromthe said land. Any such materials obtained from the site should be placed ordisposed of as directed by the Chief Engineer of the lessor or his/its authorisedrepresentative

d) Building/structure(s) erected on the leased premises shall not be occupied until aformal order of allotment is issued by the Lessor.

e) If the Lessee has completed the construction of the building/structure(s) as providedherein within the stipulated period:

i. The Lessee shall have the liberty to use the said land for purposes connectedwith his/its trade or business.

ii. It is made clear that the Lessee should utilise the maximum permissible area

of the land leased for the construction of ................... and the Lessorreserves the right to repossess without any claim to compensationwhatsoever, the whole or part of the portion left unutilised and use the samein any manner deemed expedient by the Lessor. In case there is any disputeregarding the extent of land that should be utilised for the construction or theextent to be repossessed, the decision of the Board of the Lessor shall befinal and binding.

f) The Lessee shall not at any time without the previous consent in writing of theLessor erect or suffer to be erected on the said land any building(s)/structure(s) norpermit the same to be used for any purpose other than that specified above. In case

Lessee fails to do so the lease shall be liable for termination.

g) If the Lessee does not comply with such terms and conditions or does not executethe lease deed within six (6) months from the date of handing over of the land by theLessor, the Lessor shall be at liberty to terminate the lease and thereupon theLessee shall remove the structures erected or other improvements made by him/itwithout any claim to compensation whatever and restore the premises to its originalcondition, within such time as directed by the Lessor. If the Lessee does not removethe building and fixtures or restore the premises to its original condition as requiredand within the time prescribed, the Lessor shall have the right to remove the saidbuilding and fixtures and restore the said premises to its original condition and the


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cost of such removal and restoration shall be realised from the sale ofmaterials and the balance, if any, from the Lessee. In case there is any amount leftfrom the sale price of the materials so removed, after realisation of the cost ofremoval and

restoration referred to herein, the same may be utilised by the Lessor for recovery ofany other amounts that may be due to the Lessor from the Lessee.

h) Should the Lessee fail to complete construction of building/structures/developmentworks proposed on the land within twenty four (24) months of handing over of theland by the Lessor, the Lessor reserves the right to repossess the land. However,in exceptional cases where the Lessor is satisfied that the delay is for reasonsbeyond the control of the Lessee, the Lessor may grant extension of the constructionperiod subject to payment of additional lease rent calculated at 50% of the normallease rent for the extended period.

i) The Lessee shall obtain all statutory and mandatory clearances as may be requiredunder law including environmental clearances from appropriate authorities, beforeexecution/commissioning of the project and from time to time thereafter.

j) The Lessee shall observe and perform all Port Regulations/directions and follow allsafety norms as may be prescribed by the competent/statutory authorities from timeto time and are deemed to be a part of the lease deed and shall be binding on theLessee.

k) The lease shall be governed by provisions of the Major Port Trust Act, 1963, IndianPorts Act, 1908 and all directives issued by the Government of India from time to

time. It shall be binding upon the Lessee to comply with all such directives issued bythe Government of India and communicated by the Lessor.

l) The Lessee shall at all times during the subsistence of the lease maintain thepremises in good sanitary condition and repair and keep the building(s)/structure(s)erected and/or to be erected on the said land in good and tenantable condition.

m) If, on request in writing by the Lessee the Lessor removes/relays/reroutes or causesremoval/relay/re-routing of any utility services such as underground or overheadelectric lines, telegraphic or telephonic lines, water pipelines, drains etc., from thesaid land, the Lessee shall pay the Lessor the cost of such removal within fourteen

days from the date on which demand in writing for such cost is served on theLessee.

n) The Lessee will pay for any damage done by him/it or his/its Employees/Workers oragents during the aforesaid period to any property of the Lessor on the said land orland adjacent thereto.

o) The Lessor shall not be responsible to the lessee or any other person(s) for anyloss or damage or injury to life or property arising directly or indirectly from the use ofthe leased land and the activities the lessee is engaged in on the said land duringthe period of lease. The Lessee shall also indemnify the Lessor against all loss or


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damage or injury to life or property of any one including third party or claimsand costs thereof arising directly or indirectly from the use of the leased land and theactivities the lessee is engaged is on the said land during the period of lease.

p) Hoarding or advertisement board shall not be erected in the leased premises withoutthe written permission of the Lessor.

3.

a) The Lessee shall not assign transfer or underlet the demised land or thebuilding(s)/structure(s) erected or to be erected thereon or any part thereof withoutthe consent in writing of the Lessor. Upon assignment transfer or sub-lease of theland demised or any part thereof or of the building to be erected thereon or any partthereof with the consent of the Lessor in writing and at any rate within one month ofthe date of such assignment transfer or sublease the Lessee shall deliver a notice of

such assignment transfer or sub-lease to the Lessor setting forth the names anddescriptions of the parties thereto and particulars and effect thereof.

b) The Lessee shall be liable to pay such charges, fees or levy as are prescribed fromtime to time on account of such assignment, transfer or sub-lease as the case maybe. In the event of the Lessee effecting any such sub-lease, without the priorconsent in writing of the Lessor for the same, it shall be open to the Lessor toapprove of the same if a request therefor is made, provided, the Lessee pays theLessor during the subsistence of such unauthorised assignment, transfer or sub-lease additional amount as detailed below:

i. Where consent has already been granted by the Lessor for the sub-lease asabove, and the delay is only in respect of the submission of the application forrenewal of the same, the amount payable in the case of delay not exceedingtwo months, shall be equivalent to interest at 20% of the levy payable inrespect of the sub-lease levy for the period of such delay and where itexceeds 2 months, at 40% of Sub-lease levy for the total period of suchdelay.

ii. In the case of unauthorised sub-lease, the Lessee shall be liable to pay apenalty at the rate of three times the sub-lease levy.

Provided, however, that the Lessor, if it is satisfied at its absolute discretion thatsuch delay in filing the application for consent or renewal of consent for such sub-leasewas for circumstances beyond the control of the Lessee, the Lessor may grantremission of a portion of the amount payable as above.

c) It is also made clear that the above provision shall not be construed as a waiver ofany of the rights of the Lessor under the lease deed including the right to terminatethe lease for unauthorised sub-letting, which the lessor is entitled to enforce againstthe Lessee.


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d) Any sub-letting, assignment without the prior approval of the authority, whichsanctioned the lease, shall make lease liable for cancellation. The Lessees shallalso be liable to pay any levy or charges to the Lessor for permitting the sub -leaseas mentioned above at the rates prescribed by the Lessor from time to time.

e) Notwithstanding anything contained hereinabove, in case of lease of land for setting

up offices, the area to be sub-let in any case should not exceed 40% of the total builtup area of the building/structure erected on the leased land. The lessee or the sub-lessee shall use the offices exclusively for port related activities alone.

f) The Lessee shall not create any charge in respect of the lease hold interest relatingto the property described in the schedule hereto vested in it as well as the buildingconstructed on the same without the prior written consent of the Lessor, it beingclearly understood that such consent will not be granted, except in the case ofcharges in favour of commercial banks and State and Central financial institutions.

4.

a) The Lessee shall be entitled to surrender the whole or a part of the land already;leased before the expiration of the said term of ............provided the Lessee shallgive six months notice or pay six months rent in lieu thereof. In cases where thewhole or a part of land is surrendered at the instance of the Lessor, the Lessee shallnot be liable to give notice or rent in lieu thereof as above. Rent will, however, bepayable for the period upto the date of surrender of the land.

b) The Lessee shall utilise the maximum permissible area of the leased land for theconstruction of the structures and the lessor reserves the right to re-possess withoutany liability for payment of compensation, the whole or part of the portion of the land

left un-utilised and use the same in any manner deemed expedient by the lessor.

5.

a) It is agreed between the parties that notwithstanding any other provisions hereincontained, the Lessor shall be entitled to cancel the lease either in respect of thewhole land covered by the lease or any part thereof, with the improvements thereon,if any, before the expiration of the period specified herein if such land or part thereof,is required for Ports own purposes and in that event, the Lessee shall be entitled tocorresponding remission of the Lease Rent where applicable and compensationpayable will be worked out by the Chief Engineer, Cochin Port Trust in accordance

with the following formula, in respect of the buildings and fixtures, if any, which atany time during the currency of the lease may have been erected or affixed by theLessee upon the said land, provided, however, that in case of any dispute betweenthe parties hereto regarding the rate or quantum of compensation payable under theaforesaid provision, the decision of the Board of the Lessor shall be final andbinding.

b) At the time of termination of the Lease on the expiry of the Term thereof, or anearlier termination thereof, as provided herein, if the Lessor requires the buildings orother fixtures erected on the land for its own use or otherwise, the Lessor shall beentitled to take over the same by paying compensation in respect of the same to the


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Lessee on the basis of the following formula, provided however that in caseof any dispute between the parties thereto regarding the rate or quantum ofcompensation payable under the aforesaid provision, the decision of the Board ofthe Lessor shall be final and binding.

FORMULA PRESCRIBED FOR PAYMENT OF COMPENSATION

DV = R + ((E-R) (L - A))L

DV = DEPRECIATED VALUE

E = PRESENT DAY COST

R = 10% Of E.

L = ASSESSED LIFE

A = PRESENT AGE.

6.a) AND THE Lessor hereby agrees that the Lessees observing all the aforesaid

conditions, shall peaceably hold and enjoy the said land during the said term withoutany interruption by the Lessor, provided that upon any breach or non-observance bythe Lessees or by a person claiming through or under the Lessees of any of theaforesaid covenants or conditions the Lessor may, notwithstanding the waiver of anyprevious cause or right of re-entry enter upon the said premises and re-possess it,as if this lease had not been granted and thereupon this demise shall absolutelydetermine and the Lessee shall be entitled within three calendar months from thedate of such re-entry to remove all building and fixtures which at any time during the

currency of this lease shall have been erected or affixed by the Lessee upon thesaid land without any claim to any compensation whatsoever.

b) And the Lessor doth hereby further agree that before the expiration of the said term...........(the date on which the lease expires) the Lessee shall be entitled to removeall or any building and fixtures which at any time during the currency of this leaseshall have been erected or fixed by the Lessee upon the said land without any claimto any compensation whatever, and surrender the leased premises to the lessor ongiving six months notice of the same or six months rent at the then prevailing rate,in lieu thereof.

c) It is distinctly agreed that the Lessees shall not claim or be entitled to anycompensation whatever except as regards buildings and fixtures not removed by thestructures Lessees from the said land in compliance with a request in writing by theLessor.

d) It is also distinctly agreed that the Lessee shall deliver up the demised premises atthe expiration or sooner determination of tenancy restored to its former condition.

e) The Lessor shall be entitled to allow any public utility services such as electric posts,or cables, water supply, sewer lines, drains, sanitary lines or telegraph post orcables, to be taken through the said land and the Lessees shall not be entitled to


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any compensation in respect of the same, including compensation, if any,relating to the space occupied by such public utility services. Provided that whileallowing suchpublic utility services to be taken through the said land, only the minimum possiblehindrance shall be caused to other structures in the said land.

f) It is further agreed that if the Lessee does not remove the building and fixtures asallowed above or restore the demised premises to its original conditions as requiredby above within the time prescribed in the said clauses the Lessor shall have theright to remove the said building and fixtures and restore the demised premises to itsoriginal conditions and the cost of such removal and restoration shall be realised bythe Lessor by the sale of materials recovered and the balance, if any, from theLessee. In case there is any amount left from the sale price of the materials soremoved, after realisation of the cost of removal and restoration preferred to herein,the same may be utilised by the Lessor for recovery of any other amounts that maydue to the Lessor from the Lessee.

g) It is also agreed that the terms the Lessor and the Lessee herein used shall,unless inconsistent with the context will include in the case of the former his/itssuccessors in office and assigns and in the case of the latter permitted assigns.

7.

Notwithstanding anything contained hereinbefore, it is expressly agreed andunderstood that the Lessor shall be entitled to terminate the lease at the risk and cost ofthe lessee in the event of violation if any, of the provisions hereof by the lessee which isnot rectified with in a period of ninety (90) days of a notice in this behalf by the Lessor.

8.

a) The Schedule above referred to :

Registration District : Ernakulam

Registration Sub District : .

Taluk :

Firka : .

Village ..

Desom : ..

Survey No. :

Sub Division No. : .

Area (in cents/acres/hectares) : .............................


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Limit : .

Tenure : Lease

b) DESCRIPTION OF BOUNDARIESAll the piece and parcel of land situated on Willingdon Island

South :

West :

North :

East :

The plan above referred to it appended.

In witness whereof the common seal of the Cochin Port Trust Board has been affixed

and the Chief Engineer of the Cochin Port Trust Board for and on behalf of the Trusteesof the Port of Cochin has signed and the Lessees have by their duly constituted attorney......................... executed those presents on the day and year first above written.

The common seal of the Cochin Port TrustBoard has been affixed and the ChiefEngineer of the Cochin Port Trust Boardfor and on behalf of the Trustees of thePort of Cochin has signed in the presence of:

Witness (1)

(2)The duly constituted attorney of theLessees, in the presence of:

Witness (1)

(2)The document is typewritten :

The Document is prepared by :

Correction and interlineations:

IN WITNESS WHEREOF THE LESSOR and the LESSEE have set their hands to thisdeed on the day and year first above written.

LESSEE LESSOR


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ANNEXURE- IV

PROFORMA OF INTEGRITY PACT

INTEGRITY PACT

BetweenThe Board of Trustees of Cochin Port Trust hereinafter referred to as The

PrincipalAnd

M/s_________________________________________________ hereinafter referred toas The Bidder/Contractor.

Preamble

The Principal intends to award, under laid down organizational procedures,

contract/s for __________. The Principal values full compliance with all relevant

laws of the land, rules, regulations, and the principles of economic use of

resources and of fairness / transparency in its relations with its Bidder(s) and /

Contractor(s).

In order to achieve these goals, the Principal will appoint an Independent ExternalMonitor (IEM), who will monitor the bid/tender process and the execution of thecontract for compliance with the principles mentioned above.

Section 1 Commitments of the Principal

(1). The Principal commits itself to take all measures necessary to preventcorruption and to observe the following principles:-

a. No employee of the Principal, personally or through family members,will in connection with the bid/tender for, or the execution of acontract, demand, take a promise for or accept, for him/herself orthird person, any material or immaterial benefit which the person isnot legally entitled to.

b. The Principal will, during the tender process treat all Bidder(s) withequity and reason. The Principal will in particular, before and duringthe tender process, provide to all Bidder(s) the same information andwill not provide to any Bidder (s) confidential/additional informationthrough which the Bidder(s) could obtain an advantage in relation tothe tender process or the contract execution.

c. The Principal will exclude from the process all known prejudicedpersons.

(2). If the Principal obtains information on the conduct of any of itsemployees which is a criminal offence under the IPC/PC Act, or if there be asubstantive suspicion in this regard, the Principal will inform the Vigilance Officeand in addition can initiate disciplinary actions.

Section 2 Commitments of the Bidder(s)/Contractor(s)

(1). The Bidder(s) / Contractor(s) commit himself to take all measuresnecessary to prevent corruption. He commits himself to observe the following


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principles during his participation in the bid/tender process and during thecontract execution.

a. The Bidder(s) / Contractor(s) will not, directly or through any otherperson or firm, offer, promise or give to any of the Principalsemployees involved in the tender process or the execution of thecontract or to any third person any material or other benefit whichhe/she is not legally entitled to, in order to obtain in exchange anyadvantage of any kind whatsoever during the bid/tender process orduring the execution of the contract.

b. The Bidder(s) / Contractor(s) will not enter with other Bidders intoany undisclosed agreement or understanding, whether formal orinformal. This applies in particular to prices, specifications,certifications, subsidiary contracts, submission or non-submission ofbids or any other actions to restrict competitiveness or to introducecartelisation in the bidding process.

c. The Bidder(s) / Contractor(s) will not commit any offence under the

relevant IPC/PC Act: further the Bidder(s) / Contractor(s) will not useimproperly, for purposes of competition or personal gain, or pass on toothers, any information or document provided by the Principal as partof the business relationship, regarding plans, technical proposals andbusiness details, including information contained or transmittedelectronically.

d. The Bidder(s) / Contractor(s) of foreign origin shall disclose the nameand address of the Agents / representatives in India, if any. Similarlythe Bidder(s) / Contractor(s) of Indian Nationality shall furnish thename and address of the foreign principals, if any. Further details asmentioned in the Guidelines on Indian Agents of Foreign Suppliers

shall be disclosed by the Bidder(s) / Contractor(s). Further, asmentioned in the Guidelines all the payments made to the Indianagent/representative have to be in Indian Rupees only.

e. The Bidder(s) / Contractor(s) will, when presenting his bid, discloseany and all payments he has made, is committed to or intends to maketo agents, brokers or any other intermediaries in connection with theaward of the contract.

2). The Bidder(s) / Contractor(s) will not instigate third persons to commitoffences outlined above or be an accessory to such offences.

Section 3 Disqualification from tender process and exclusion from future contractsIf the Bidder(s) / Contractor(s), before award or during execution hascommitted a transgression through a violation of Section 2, above or in anyother form such as to put his reliability or credibility in question, the Principal isentitled to disqualify the Bidder(s) / Contractor(s) from the bid/tender processor to terminate the contract, if already signed, for such reason.

(1) If the Bidder / Contractor has committed a serious transgression through aviolation of Section 2 such as to put reliability or credibility into question, thePrincipal is entitled also to exclude the Bidder / Contractor from future contractaward processes. The imposition and duration of the exclusion will be


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(2) determined by the severity of the transgression. The severity will be

determined by the circumstances of the case, in particular the number oftransgressions, the position of the transgressors with in the company hierarchyof the Bidder and the amount of the damage. The exclusion will be imposedfor a minimum of 6 months and maximum of 3 years.

(3) If the Bidder / Contractor can prove that he has restored/recouped thedamage caused by him and has installed a suitable corruption preventionsystem, the Principal may revoke the execution prematurely.

(4) A transgression is considered to have occurred if in light of available evidenceno reasonable doubt is possible.

Section 4 Compensation for Damages

(1) If the Principal has disqualified the Bidder from the bid process prior to theaward according to Section 3, the Principal is entitled to demand from the Bidder

liquidated damages equivalent to 3% of the value of the offer.(2) If the Principal has terminated the contract according to Section 3, or if thePrincipal is entitled to terminate the contract according to Section 3, the Principalshall be entitled to demand from the Contract liquidated damages equivalent to5% of the contract value without prejudice to application of any other provisionof imposition of LD.

(3) If the Bidder / Contractor can prove that the exclusion of the Bidder from the bidprocess or the termination of the contract after the contract award has causedno damage or less damage than the amount of the liquidated damages, theBidder / Contractor has to compensate only the damage in the amount proved.If the Principal can prove that the amount of the damage caused by the

disqualification of the Bidder before contract award or the termination of thecontract after contract award is higher than the amount of the liquidateddamages, it is entitled to claim compensation for the higher amount of damages.

Section 5 Previous Transgression

(1) The Bidders declares that no previous transgressions occurred in the last threeyears with any other Company in any country conforming to the anti corruptionapproach or with any other Public Sector Enterprise in India that could justify his

exclusion from the bid/tender process.(2) If the Bidder makes incorrect statement on this subject, he can be

disqualified from the bid/tender process or the contract, if already awarded canbe terminated for such reason.Section 6 Equal treatment of all Bidders / Contractors / Subcontractors

(1) The Bidder(s) / Contractor(s) undertake(s) to demand from all subcontractorsa commitment in conformity with this Integrity Pact, and to submit it to thePrincipal before contract signing.(2) The Principal will enter into agreements with identical conditions as this onewith all Bidders, Contractors and Subcontractors.


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(3) The Principal will disqualify from the tender process all Bidders whodo not sign this Pact or violate its provisions.Section 7 Criminal charges against violating Bidder(s) / Contractor(s) / Subcontractor(s)

If the Principal obtains knowledge of conduct of a Bidder, Contractor orSubcontractor, or of an employee or a representative or an associate of aBidder, Contractor or Subcontractor which constitutes corruption, or if thePrincipal has substantive suspicion in this regard, the Principal will inform the

same to the Vigilance Department.

Section 8 Independent External Monitor / Monitors (IEM)

(1) The Principal appoints competent and credible Independent External Monitorfor this Pact. The task of the Monitor is to review independently andobjectively, whether and to what extent the parties comply with theobligations under this agreement.

(2) The Monitor is not subject to instructions by the representatives of the partiesand performs his functions neutrally and independently. IEMs would give theirrecommendations to the Chief Executive of the Organisation.

(3) The Bidder(s)/Contractor(s) accepts that the Monitor has the right to accesswithout restriction to all Project documentation of the Principal including thatprovided by the Contractor. The Contractor will also grant the Monitor, uponhis request and demonstration of a valid interest, unrestricted andunconditional access to his project documentation. The same is applicable toSubcontractors. The Monitor is under contractual obligation to treat theinformation and documents of the Bidder(s) / Contractor(s)/Subcontractor(s)

with confidentiality.

(4) The Principal will provide to the Monitor sufficient information about allmeetings among the parties related to the Project provided such meetingscould have an impact on the contractual relations between the Principal andthe Contractor. The parties offer to the Monitor the option to participate insuch meetings.

(5) As soon as the Monitor notices, or believes to notice, a violation of thisagreement, he will so inform the Management of the Principal and request

the Management to discontinue or to take corrective action, or to take otherrelevant action. The monitor can in this regard submit non-bindingrecommendations. Beyond this, the Monitor has no right to demand from theparties that they act in a specific manner, refrain from action or tolerateaction.

(6) The Monitor will submit a written report to the Chairman, Cochin Port Trustwithin 8 to 10 weeks from the date of reference or intimation to him by thePrincipal and, should the occasion arise, submit proposals for correctingproblematic situations.


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(7) If the Monitor has reported to the Chairman Cochin Port Trust, a

substantiated suspicion of an offence under relevant IPC / PC Act, and theChairman Cochin Port Trust has not, within the reasonable time, taken visibleaction to proceed against such offence or reported it to the Chief VigilanceOfficer, the Monitor may also transmit this information directly to the Central

Vigilance Commissioner.

(8) The word Monitor would include both singular and plural.

Section 9 Pact Duration

This pact begins when both parties have legally signed it. It expires for theContractor 12 months after the last payment under the contract, and for all otherBidders 6 months after the contract has been awarded.If any claim is made / lodged during this time, the same shall be binding andcontinue to be valid despite the lapse of this pact as specified above, unless it isdischarged / determined by Chairman of Cochin Port Trust.

Section 10 Other provisions

(1) This agreement is subject to Indian Law. Place of performance and jurisdictionis the Registered office of the Principal, i.e. Cochin.

(2) Changes and supplements as well as termination notices need to be made inwriting. Side agreements have not been made.

(3) If the Contractor is a partnership or a consortium, this agreement must besigned by all partners or consortium members.

(4) Should one or several provisions of this agreement turn out to be invalid, theremainder of this agreement remains valid. In this case, the parties will striveto come to an agreement to their original intentions.

................ ..(For & On behalf of the Principal) (For & On behalf of Bidder )

(Official Seal) (Official Seal)

Place: .............................Date: ..............................Witenss : 1(Name & Address) ______________________________

____________________________________________________________________________________

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