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Amenity Center REQUEST FOR PROPOSAL - TNRDC

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Request For Proposal Amenity Center TNRDC 1 Tamil Nadu Road Development Company Limited (TNRDC) OBJECTIVE OF BID: a) Design, build, finance, operate and transfer a World Class Amenity Center at Siruseri near Chennai and in connection therewith b) Deed of Sub-Lease and DBFOT Agreement with Tamil Nadu Road Development Company Limited (hereinafter referred as ‘TNRDC’) as per terms and conditions set forth in this RFP Document. Notes: 1. This “Request for Proposal” (RFP) document is in one volume containing 45 pages, along with two enclosures: (i) Draft Sub Lease Deed (11 pages); and (ii) Draft Agreement to Design, Build, Finance, Operate and Transfer a World Class Amenity Center at Siruseri, near Chennai (16 pages) 2. The Request for Proposal is not transferable and would have to be necessarily procured either by the Bidding Company or by a Consortium Member in the case of a Bidding Consortium or otherwise RFP can be downloaded from the Company’s website (www.tnrdc.com) REQUEST FOR PROPOSAL DEVELOPMENT OF A WORLD CLASS AMENITY CENTER AT SIRUSERI NEAR CHENNAI ON DESIGN, BUILD, FINANCE, OPERATE AND TRANSFER (DBFOT) BASIS.
Transcript

Request For Proposal Amenity Center

TNRDC

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Tamil Nadu Road Development Company Limited (TNRDC) OBJECTIVE OF BID:

a) Design, build, finance, operate and transfer a World Class Amenity Center at Siruseri near Chennai and in connection therewith

b) Deed of Sub-Lease and DBFOT Agreement with Tamil Nadu Road Development Company

Limited (hereinafter referred as ‘TNRDC’) as per terms and conditions set forth in this RFP Document.

Notes: 1. This “Request for Proposal” (RFP) document is in one volume containing 45 pages, along with

two enclosures:

(i) Draft Sub Lease Deed (11 pages); and (ii) Draft Agreement to Design, Build, Finance, Operate and Transfer a World Class

Amenity Center at Siruseri, near Chennai (16 pages) 2. The Request for Proposal is not transferable and would have to be necessarily procured either by

the Bidding Company or by a Consortium Member in the case of a Bidding Consortium or otherwise RFP can be downloaded from the Company’s website (www.tnrdc.com)

REQUEST FOR PROPOSAL DEVELOPMENT OF A WORLD CLASS AMENITY CENTER AT SIRUSERI NEAR CHENNAI ON

DESIGN, BUILD, FINANCE, OPERATE AND TRANSFER (DBFOT) BASIS.

Request For Proposal Amenity Center

TNRDC

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1-DISCLAIMER

1. Though adequate care has been taken in the preparation of this Request for Proposal Document, the Bidder should satisfy himself that the Document is complete in all respects.

2. This RFP does not purport to contain all the information which every prospective Bidder may require. Each prospective Bidder should conduct its own investigation and analysis and should cross-check for the accuracy, reliability and completeness of the information in this RFP and obtain independent advice from appropriate sources.

3. Neither TNRDC nor their employees or consultants make any representation or warranty as to the accuracy, reliability or completeness of the information in this RFP.

4. Neither TNRDC nor their employees or consultants will have any liability to any prospective Bidder or any other person/s under the law of contract, tort, the principles of restitution or unjust enrichment or otherwise for any loss, expense or damage which may arise from or be incurred or suffered in connection with anything contained in this RFP document, any matter deemed to form part of this RFP document, the award of the Project, the information and any other information supplied by or on behalf of TNRDC or their employees, any consultants or otherwise arising in any way from the selection process for the Project.

5. TNRDC reserves the right to accept or reject any or all of the Bids, submitted in response to this request for proposal at any stage without assigning any reasons whatsoever.

6. TNRDC reserves the right to change, modify, add to or alter any or all of the provisions of this Request for Proposal. Such a change, modification, addition or alteration will be uploaded in the website of the company and will be intimated to all those parties who have procured this RFP Document.

7. TNRDC reserves the right to change, modify add to or alter the bidding process, to withhold or cancel the process at anytime and such information/details will be uploaded in the website of the company and will be intimated to all those parties who have procured this RFP Document.

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Table of Contents

S.No. CONTENTS Page No. 1. DISCLAIMER 2

2. LIST OF ABBREVIATIONS 4

3. DEFINITIONS 5

4. PROJECT BACKGROUND, SCOPE AND STRUCTURE 9

5. DESCRIPTION OF THE SELECTION PROCESS 12

6. THE EVALUATION PROCESS 14

7. PROCEDURES TO BE FOLLOWED FOR BID SUBMISSION AND BID VALIDITY 17

8. CHECKLIST 24

9. ANNEXURE 1: FORMAT OF THE COVERING LETTER 25

10. ANNEXURE 2: DECLARATION 27

11. ANNEXURE 3: FORMAT OF LETTER OF ACCEPTANCE 28

12. ANNEXURE 4: DESCRIPTION OF THE BIDDING COMPANY / BIDDING CONSORTIUM 29

13. ANNEXURE 5: PRINCIPLES OF THE MEMORANDUM OF UNDERSTANDING TO BE EXECUTED BETWEEN THE MEMBERS OF A CONSORTIUM

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14. ANNEXURE 6: CONSIDERATION FOR EVALUATION 31

15. ANNEXURE 7: INFORMATION REQUIREMENTS FOR QUALIFICATION 32

16. ANNEXURE 8: FORMAT OF THE LETTER OF COMMITMENT 34

17. ANNEXURE 9: AFFIDAVIT 36

18. ANNEXURE 10: ANTI-COLLUSION CERTIFICATE 37

19. ANNEXURE 11: PROFORMA OF BANK GUARANTEE FOR BID SECURITY 38

20. ANNEXURE 12: ILLUSTRATIVE LIST OF AMENITIES TO BE PROVIDED IN THE SIRUSERI LAND 40

21. ANNEXURE 13: PERFORMANCE GUARANTEES 41

22. ANNEXURE 14: RESERVE PRICE 42

23. ANNEXURE 15: DETAILS OF THE PROPOSED AMENITY CENTER PROJECT AT SIRUSERI, NEAR CHENNAI 43

24. ANNEXURE 16: FINANCIAL OFFER 45 ENCLOSURE 1: DRAFT DEED OF SUB-LEASE

ENCLOSURE 2: DRAFT AGREEMENT TO DESIGN, BUILD, FINANCE, OPERATE AND TRANSFER A WORLD CLASS AMENITY CENTER AT SIRUSERI, NEAR CHENNAI

Request For Proposal Amenity Center

TNRDC

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TNRDC Tamil Nadu Road Development Company Limited

SIPCOT State Industries Promotion Corporation of Tamil Nadu Limited

DBFOT Design, build, finance, operate and transfer

EOI Expression of Interest

GoTN Government of Tamil Nadu

RFP Request for Proposal

RFQ Request for Qualification

LCM Lead Consortium Member

SCM Significant Consortium Member

MOU Memorandum of Understanding

LLLR Lumpsum Land Lease Rent

SALLR Supplemental Annual Land Lease Rent

2 - LIST OF ABBREVIATIONS

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ADDENDUM Addendum shall mean clarifications, additions or alternations that may be issued to the bidders subsequent to the issue of the Request for Proposal document. Such addendum shall form part of the RFP document.

AGREEMENT The Agreement to design, build, finance, operate and transfer a world class amenity center that would be entered into between TNRDC and the Successful Bidder and the Deed of Sub-lease that would be executed by TNRDC and the Successful Bidder and the expression Agreement shall mean any of them individually or both as the context requires. AMENITY CENTER Same as Project. BIDS The proposals submitted by the Bidders in response to this Request for Proposal Document issued by TNRDC. BID PROCESS The various activities leading up to the selection of the Preferred Bidder, including without limitation, the issuance of the RFP, submission of Bids, and scrutiny and evaluation of such Bids

BIDDER Bidding Single Entity or Bidding Consortium that has submitted a bid in response to the RFP. BIDDING COMPANY If the Bid is submitted by a single entity, it shall be referred to as the Bidding Company. Such Bidding Company will necessarily be an Eligible Entity BIDDING CONSORTIUM If the bid is submitted jointly by more than one entity, then such group of entities shall be referred to as a Bidding Consortium. CONSORTIUM In case of bidding, the Bidding Consortium members and/or bidding entities are collectively called as Consortium. Also, in case of the Successful Bidder, the Consortium members are collectively known or called as Consortium. CONSORTIUM MEMBER Each entity in the Bidding Consortium shall be referred to as a Consortium Member. CLEARANCES & APPROVALS All such clearances, licenses, permits, No Objection Certificate/s, approvals, etc., required for the development, construction, operation and maintenance of the Amenity Center. DEED OF SUB-LEASE The agreement to be entered into between TNRDC and the Successful Bidder as per the terms set forth in this RFP for sub-lease of 4.90 acres of land at Siruseri in Chengalpattu Taluk, Kanchipuram District.

3 - DEFINITIONS

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DEVELOPER The Preferred Bidder who would enter into DBFOT and sub-lease Agreements with TNRDC. In the case of single entity bidding, it would mean or called the Bidding Company and in case of a Consortium it would mean the Consortium Members including the Lead Consortium Member and the Project Company. ENTITY FOR EVALUATION Entity for Evaluation is the entity which is intended by the Bidder to be evaluated for the qualification criteria as laid down in this RFP document

ELIGIBLE ENTITY For purpose of the RFP and the project the Eligible Entity would include the following:

A Company incorporated or existing under the Indian Companies Act, 1956 OR an incorporated entity under similar legislation, in case of foreign entities (OR)

A Partnership under the Indian Partnership Act, 1932 or under similar legislation in case of foreign entities (OR) A Trust under the Indian Trusts Act, 1882 or under similar legislation in case of foreign entities (OR) An Individual / A statutory board / authority / corporation created or incorporated under a separate legislation FINANCIAL OFFER Shall mean the offer made by the qualified Bidder as set out in Annexure 16 . FINANCIAL CLOSURE

Means the date on which the Financing Documents providing funding by the lenders have become effective and the Successful Bidder has immediate and unconditional access to such funding under the Financing Documents. The funding should be for the complete debt component of the financing required for setting up the Amenity Center along with the legally binding commitment from the equity holders in the case of the company; Partners, in the case of Partnership firms, the Trustees, in the case of trust or individual who is implementing the project. For this purpose, “Financing Documents” means, collectively, the loan agreements, hire purchase agreements, notes, indentures, security agreements or arrangements, guarantees, acceptable letters of credit and other agreements evidencing any obligation of the Developer and other necessary undertakings required pursuant to the respective terms thereof, relating to the financing or any refinancing for the Project.

The Preferred Bidder shall achieve or cause to achieve Financial Closure within a period of 360 days from

the date of Letter of Intent or any other extended date, as may be agreed by the Board of Directors of TNRDC at their sole discretion. LEAD CONSORTIUM MEMBER Lead Consortium Member (LCM) shall be a Consortium Member, nominated as such and is in-charge of developing the Project and is vested with the responsibility of developing and completing the project. The Memorandum of Understanding (MOU), to be entered between/among the Consortium Members shall reflect the above. The LCM shall be the authorised representative of the Consortium Members and shall be liable to TNRDC for all the obligations of the Bidder. The Lead Consortium Member would necessarily have to be an Eligible Entity.

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LEASE DEED The deed of sub-lease to be entered into between TNRDC and the Developer in respect of the 4.90 acres of land at Siruseri in Chengalpattu Taluk, Kanchipuram District. LEASE DEED DATE The date on which the Deed of Sub-lease is executed. LETTER OF INTENT This would mean the letter issued to the Successful Bidder(s) conveying the in-principle decision of TNRDC to award the Project. MINIMUM PROJECT SPECIFICATION : Amenities to be provided by the Bidder in the Siruseri Land such as 3/4/5 star Hotel, Service Apartments, multiplex, food courts, malls, hyper mart etc. TNRDC shall obtain ‘No Objection Certificate’ from State Industries Promotion Corporation of Tamil Nadu Limited (SIPCOT) for the proposal of the Successful Bidder. MOU MoU means the Memorandum of Understanding entered into between the Consortium Members in accordance with Annexure 5 of this RFP document. The MoU should be executed and submitted along with the RFP.

OTHER PREFERRED BIDDER Other Preferred Bidder shall mean the Qualified Bidders ranking below the Preferred Bidder as per evaluation of the Bids received PREFERRED BIDDER Preferred Bidder is the qualified Bidder ranked highest in accordance with the process set out in the RFP document PROJECT The project refers to the Development of a state of the art world class Amenity Center consisting of various amenities (illustrative list of the amenities that can be provided on the Siruseri Land by the Bidder is provided in Annexure 12 to this RFP) to be provided by the Successful Bidder and as undertaken by him in the RFP as per Annexure 15 to this RFP, in the land measuring on or about 4.90 acres and situated at Siruseri in Chengalpattu Taluk, Kanchipuram District, including all conveniences and similar enhancements thereof. However, the Bidder is prohibited from operating IT Park or residential complex in the land. The project will be implemented under DBFOT scheme where the land will be made available on 90 years sub-lease. PROJECT COMPANY The legal entity of the Successful Bidder implementing the Amenity Center or the Special Purpose Vehicle (SPV) to be formed by the Successful Bidder for implementation of the project. REQUEST FOR PROPOSAL (RFP) This document issued and includes all future correspondence/s, clarification/s, addendum, etc. RESERVE PRICE Reserve price shall mean the minimum Lump Sum Land Lease Rent below which the financial offer shall not fall.

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SELECTION PROCESS Same as ‘Bid Process’ SIGNIFICANT CONSORTIUM MEMBER (SCM) A Significant Consortium Member eligible for evaluation would be a Consortium Member, who shall commit to make and accordingly make an equity contribution of not less than 10% in the Project Company. SUCCESSFUL BIDDER The qualified Bidder, whose Request for Proposal adheres to the requirements as specified in this RFP document and also offers the highest Financial Offer subject to the terms and conditions specified in this RFP Document. LUMPSUM LAND LEASE RENT Land Lease Rent to be paid upfront by the Successful Bidder to TNRDC for the land measuring on or about 4.90 acres of land situated at Siruseri in Egattur Village, Chengalpattu Taluk in Kanchipuram District. The Lumpsum Land Lease Rent (LLLR) shall not be less than the reserve price prescribed in RFP. The LLLR is inclusive of Service Tax, if any, arising out of this sub-leasing transaction and TNRDC will absorb such service tax liability.

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BACKGROUND M/s. Tamil Nadu Road Development Company Limited (TNRDC) is a 50:50 joint venture company

between M/s.Tamilnadu Industrial Development Corporation Limited (TIDCO) and M/s. TIDEL Park

Limited (TIDEL). TNRDC was set up with the mandate of developing road sector initiatives by catalysing

private sector resources and investments under Public Private Partnership (PPP) framework. Based on a

Concession Agreement entered with the Government of Tamil Nadu, TNRDC has developed East Coast

Road (ECR) on RIMOT basis and is maintaining the same. TNRDC is also acting as the Managing

Associate for National Highways Authority of India (NHAI) for some of their projects. TNRDC is also the

Managing Associate for the Government of Tamil Nadu for the prestigious Chennai Outer Ring Road

Project. The company has promoted a subsidiary company viz., M/s IT Expressway Ltd (ITEL) for

improvement and maintenance of Rajiv Gandhi Salai (IT Corridor) from Madhya Kailash to Siruseri.

Considering the rapid growth and developments in the Rajiv Gandhi Salai especially in and around

Siruseri, TNRDC proposes to develop a World Class Amenity Center in 4.90 acres of land situated at

SIPCOT IT Park, Siruseri, Egattur Village, Chengalpattu Taluk, Kanchipuram District by selecting a

suitable Developer on Design, build, finance, operate and transfer (DBFOT) basis. The land for the

project is available to TNRDC on 99 years lease from M/s. State Industries Promotion Corporation of

Tamil Nadu Limited (SIPCOT). TNRDC will sub-lease this land for 90 years to the Successful Bidder.

The Developer will have to pay a Lumpsum Land Lease Rent which would be above or equivalent to the

Reserve Price for the land proposed to be sub-leased and as per the commercial offer made in response

to this RFP. The Developer will have no right for sale or transfer of the land leased.

SCOPE OF THE PROJECT The Bidder has to construct on the land with various amenities and the illustrative list of the amenities that

can be established on the land is provided in Annexure 12 to this RFP. The Bidder shall construct the

amenities proposed by him under DBFOT basis. The combination of facilities for the Project may vary in

accordance with the business plan of the Bidders. However, the Bidder will be prohibited form operating

IT Park or residential complex. In this connection, it is understood that the total space available for

development of facilities is approximately 4.90 acres of land. The actual extent will be measured at the

time of handing over. This project will be implemented on Design, build, finance, operate and transfer

(DBFOT) basis.

The various project activities to be undertaken by the Developer of the Amenity Center include:

1. Project conceptualization, design and planning.

2. Raising the required finances for the project as and when required.

4 – PROJECT BACKGROUND, SCOPE AND STRUCTURE

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3. Land development and levelling

4. Project implementation / completion

5. Licensing of premises to other amenities providers

6. Provision of necessary services including power (along with back up), water, telecommunication,

air-conditioning, ventilation systems, sewerage disposal, solid waste removal and effluent

treatment, transportation, safety and security systems.

7. Coordinating with trunk infrastructure providers (main water supply, link roads etc.)

8. Operation & maintenance of infrastructure, amenities, conveniences, gardens, and other

enhancements.

9. Administration and management of the entire premises.

10. Discharge any obligations and comply with rules and regulations as laid down by

various legal and regulatory authorities including M/s. State Industries Promotion Corporation of

Tamil Nadu (SIPCOT)

11. Any other activities that may be required for the successful development of the Amenity Center.

12. Ensure that the amenities proposed by the Bidder are constructed and operated as per the terms of

this RFP and other agreements to be entered into in this regard.

INVITATION FOR RFP TNRDC proposes to enter into an Agreement to Design, build, finance, operate and transfer (DBFOT), World Class Amenity Center with the Bidder who has the required strength to develop, finance and construct the proposed Amenity Center at the project location mentioned above and to operate and maintain the proposed Amenity Center effectively and transfer the same to TNRDC as per the said agreement. The expression Successful Bidder shall include the Project Company. PROJECT STRUCTURE The project is envisaged to be developed under the Design, build, finance, operate and transfer (DBFOT) structure wherein TNRDC would provide the project site for the development of various amenities on sub-lease basis for a period of 90 years. The project site will be handed over to the Successful Bidder for execution of the Project on as-is-where-is basis. The relationship between TNRDC and the Successful Bidder is indicated in the agreement/s given along with this RFP document, which will be executed between TNRDC and the Successful Bidder. At the end of the Sub Lease period, the land as well as immovable structures created by the Developer would revert back to TNRDC free of cost and free of all encumbrances. Two (2) years before the sub-lease expiry date, the Developer should start making suitable arrangements for handing over the land and immovable structures created by the Developer to TNRDC and complete the handing over on due date. The Project Company implementing the project would pay the upfront Lumpsum Land Lease Rent, as well as Supplemental Annual Land Lease Rent to TNRDC, for the project site, as detailed in the Section 5 of this RFP.

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PROJECT COMPANY The legal entity of the Successful Bidder implementing the amenity center is the Project Company. During the period of Lease, it is expected that the Successful Bidder is entirely responsible for the implementation of the project as per the selected Bidder’s RFP submissions and as per the Techno-Business Proposal submitted and approved by TNRDC and as per good industry practices. The development of the entire concept shall be as set forth by the Bidder in the Techno-Business Proposal submitted to TNRDC. The Successful Bidder shall maintain the project, including the hygiene standards, cleanliness, proper disposal of sewerage, upkeep of safety and quality standards of all facilities during the entire period of the Lease as set forth in the Sub Lease Agreement to be entered with TNRDC. The Successful Bidder would be allowed to sub contract/ franchise out functions of Operations/ Maintenance/ Management for the purpose of running and managing of the project with such agency as it may deem fit. In the event the Successful Bidder enters into any sub-contract/franchise agreement with any agency for running and management of the said project, a copy of the agreement must be submitted to TNRDC for its records. Such sub-contract/franchise agreement for any of the specific facilities of the Amenities Center shall confirm to and entirely within the covenants of the Agreement entered into between TNRDC and the Successful Bidder. The sub-contract/franchise agreements shall not be in any way detrimental to the agreements entered between the selected Bidder and TNRDC. However the project company would at all times be responsible for discharging all its obligations under the Agreements entered with TNRDC without any reference to any other party, operating in the premises. The Lessee for the purpose of his business, the facility/ies can be rented or sub-let or under leave and licence agreement etc. But Sub-leasing of the leasehold rights of the land by the Successful Bidder is not permitted. CONFORMANCE TO STANDARDS The Successful Bidder shall at all times during the currency of the Agreement undertake to conform to and comply with the following:

a) Project Design and Layout as approved by Directorate of Town and Country Planning, Government of Tamil Nadu or any other appropriate authority.

b) Environmental Standards and Pollution Control Norms as laid down by Central/State Pollution

Control Board c) Standards/Restrictions as laid down by the relevant Central/State/Local Authority (ies)/ UDA. d) Energy efficient techniques should be utilized in the building design and operation. e) Rainwater management systems should be adopted to recharge ground water and reduce runoff. f) Existing local development controls, if any, will be binding if they are more limiting than the

Project Specifications.

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The selection process would consist of the following stages: For the purpose of the Bid Process, a two-cover system of bidding will be followed. The response to the RFP will be submitted in two covers, each consisting of the following: 1. Technical Bid 2. Financial Bid The Bidder will have to submit the Technical Bid and Financial Bid separately in two separate sealed envelopes As part of the first stage, the technical bids will be evaluated and only the qualifying bidders shall be considered for evaluation of the Financial Offer. In the Second stage the Financial offers of the bidders who qualify and are eligible for second stage will be evaluated and the Bidder whose Financial Offer is highest will be Eligible for selection

PRE-BID MEETING TNRDC shall hold a Pre-Bid Meeting to discuss key issues before the Bids are submitted. FINAL AWARD The final award shall be based on the evaluation process PAYEMENT TO BE MADE BY THE SUCCESSFUL BIDDER The financial bids will be evaluated and the Successful Bidder would be the one who offers the highest Lumpsum Land Lease Rent (H1) that will be above or equivalent to the specified Reserve Price, as per Annexure 14. The Lumpsum Land Lease Rent is inclusive of Service Tax, if any, arising out of this sub-leasing transaction and TNRDC will absorb such service tax liability.

The Successful Bidder will arrange for payment of the entire Lumpsum Land Lease Rent (LLLR) amount for the entire land within a period of three months from the date of Letter of Intent. The LLLR shall be non-refundable. On receipt of the entire LLLR within the above mentioned period, TNRDC will arrange to execute the. Sub-Lease and DBFOT agreements within 75 days from the receipt of LLLR.

The Successful Bidder shall achieve or cause to achieve Financial Closure within a period of 360 days from the date of Letter of Intent or any other extended period as may be agreed by TNRDC. The lease period shall commence from the date of registration of Deed of Sub-Lease. In the event ‘No Objection Certificate’ is not obtained from M/s. State Industries Promotion Corporation of Tamil Nadu Limited (SIPCOT) within 60 days from the date of receipt of the entire LLLR, the money shall be returned without interest to the Successful Bidder. In such an event, it is expressly understood that TNRDC shall have no further obligations to the Successful Bidder. In addition to the payment of the Lumpsum Land Lease Rent, Successful Bidder shall have to pay a Supplemental Annual Land Lease Rent (SALLR) @ Rs.20,000/- (Rupees twenty thousands only) per year over the 90 ( ninety) years sub-lease period. . The Project Company shall have the right only to license or rent the built up space up to the period of the lease of the Lands granted to the Developer Company and no sale or transfer is permitted.

5. DESCRIPTION OF THE SELECTION PROCESS

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FEES AND DEPOSITS TO BE PAID BY THE BIDDERS FEE FOR RFP DOCUMENT The Request For Proposal (RFP) document would be made available to the prospective Bidders on payment of non-refundable fee of Rs. 10,000/- (Rupees Ten Thousand only). The amount should be paid in the form of a demand draft and should be in favour of “Tamil Nadu Road Development Company Limited” drawn on any scheduled commercial bank and payable in Chennai. Alternatively the Request for Proposal (RFP) document can also be downloaded from the company’s website www.tnrdc.com and in such case the bidders are required to pay the non-refundable fee as mentioned above, at the time of submission of the Bid. If the Bid document is not accompanied with the non-refundable fee for RFP at the time of submission of the Bid, then the Bid of the respective Bidder will be treated as non-responsive and the same will be rejected by TNRDC. The Request for Proposal document would be available at the Registered Office of TNRDC on all working days between 10.00 hours to 17.00 hours. The last day for purchase/downloading of the Request for Proposal document is 2nd February, 2011, . BID SECURITY Bidders would be required to provide Bid Security for an amount equal to Rs.1,00,00,000/- (Rupees one crore only) in the form of an irrevocable bank guarantee from any Scheduled Commercial Bank, in favour of “Tamil Nadu Road Development Company Limited”. The bid security will be valid for a period of thirty (30) days beyond the Bid validity period, including any extensions in the Bid Validity Period. The RFP will be accompanied by a valid Bid Security and the Bids which are not accompanied by the Bid Security will be liable for rejection by TNRDC as non-responsive. The format of the Bank Guarantee for Bid Security is furnished at Annexure 11. COMMITMENT TO A FAIR AND TRANSPARENT PROCESS TNRDC is keen to ensure that the process, leading to the selection of the Successful Bidder is fair, transparent, efficient, interactive, and protects the confidentiality of the information shared by Bidders with it. The selection process has been designed keeping these objectives in mind, and TNRDC shall take all steps to ensure that the above objectives are realized.

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6.1. THE OBJECTIVE OF THE EVALUATION PROCESS The objective of the evaluation process is to select a Bidder who has the necessary financial, developmental, technical and marketing strengths to implement and operate the Project successfully. On each of the above parameters, the applicant would be required to meet the eligibility criteria. 6.2. ELIGIBILITY CRITERIA FOR THE PROPOSAL FOR QUALIFICATION 6.2.1. Eligibility Criteria for Bidding The Bidding Company/ Lead Consortium Member/Significant Consortium Member shall be any one of the following: A Company incorporated or existing under the Indian Companies Act, 1956 (OR) A Partnership under the Indian Partnership Act, 1932 (OR) A Trust under the Indian Trusts Act, 1882 (OR) Individual / statutory board / authority / corporation created or incorporated under a separate legislation (OR) As any of the entities from outside India under equivalent Law to the above criteria. 6.2.2. Eligible entities for evaluation For bidding company the strength of the Bidding Company shall be considered for the evaluation of both Financial and Technical Capabilities. In respect of a Bidding Consortium, the following shall apply

For evaluation under the Financial Capability criteria, the strength of the Lead Consortium Member shall be taken into consideration.

For evaluation under the technical experience criteria, the strength of the Lead Consortium

Member or any one Significant Consortium Member (SCM) shall be considered. The Bid should clearly indicate the Lead Consortium Member or the SCM to be considered for evaluation, as per the formats in Annexure 6

6. THE EVALUATION PROCESS

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6.2.3. Eligibility Criteria for Financial Capability The Bidding Company OR for a Bidding Consortium the strength of the Lead Consortium Member will be considered towards meeting the eligibility criteria for financial capability specified below.

Net Worth of not less than Rs.100 Crores (Rupees one hundred crores only) as on the last date

(which shall not be earlier than 31st March 2010) of the latest audited annual accounts of the respective entity eligible for evaluation. Net worth shall be calculated as per format given under Annexure 7

Bidders may note the following: i. Those parties whose Net Worth is less than Rs.100 Crores shall be considered not eligible for

participation in the Bid. ii. The Bidding Company or in the case of a Consortium- the Lead Consortium Member’s Statutory

Auditor’s unqualified certificate, certifying that the Net Worth as per the above definition, along with break up of workings of the Net Worth Calculations and relevant Annual Report/s should be submitted, to establish the due fulfilment of the Net Worth Criteria.

6.2.4. Eligibility Criteria for Technical Qualification The Bidding Company, or in case of a consortium, the Lead Consortium Member or any one Significant Consortium Member to be considered for evaluation, should necessarily satisfy the following technical qualifications as on the last date for submission of the Bid:

Should have completed, within the last seven (7) years, at least any one of the following projects with an investment of at least Rs.50 Crores (Rupees fifty crores only) involving designing, procuring, financing and constructing, marketing and/or operating and maintaining:

(a) real estate infrastructure/s (b) hotel/s (c) office complex/es (d) residential complex/es,

(e) multiplex/es (f) service apartment/s (g) restaurant/s (h) food court/s (i) mall/s etc. 6.3. GUIDELINES FOR SUBMISSION OF PROPOSAL BY A CONSORTIUM 1. The Proposal shall contain a copy of the Memorandum of Understanding (MoU) entered into between

the Member Companies, as per the Principles of MoU specified in Annexure 5 2. In the absence of such a document, the Proposal would be considered and evaluated as one from an

individual company alone, submitting the Proposal. 3. For a Bidding Consortium, no change in the membership of the consortium or in responsibilities shall

be allowed after submission of the Proposal. If such a change in membership pattern or responsibilities is desired, it must be communicated to TNRDC in writing for its approval. Any change in the composition of the consortium or the proposed roles defined for the member/s of the Consortium, after submission of the proposal would be recognized and permitted at its sole discretion by TNRDC only if such change/s is/are, in the opinion and discretion of TNRDC, not prejudicial to the strengths of the consortium as were evaluated earlier and such re-constituted Consortium would

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comply with all relevant requirements stipulated in the RFP. The evaluation criteria specified in this document would be used as a guiding tool to ascertain the strengths of the re-constituted consortium.

4. TNRDC reserves the right to reject any proposal pursuant to a change in the composition of the

bidding consortium without ascribing any reason whatsoever.

5. For a Bidding Consortium, the Proposal submitted by the Consortium should contain signed letters submitted by each of the Member Companies, stating that the entire proposal has been examined and each key element of the proposal is agreed to, as specified in Annexure 3

6. An entity cannot propose to be Member of more than one consortium for submission of the

Proposal for Qualification for the Project.

7. Six (6) months after the Commercial Operation Date (COD) the composition of the Consortium and/or shareholding of the member/s of the Consortium or shareholding/s in the Project Company may be changed or modified only with the prior written approval of TNRDC and only after execution of such supplemental agreement/s or deed/s as may be required and stipulated by TNRDC along with its letter of approval, in this regard. TNRDC will evaluate such proposal/s, if and only if, the proposed modification/altered composition/shareholding/s of the Consortium will be, prima facie, acceptable to TNRDC and such changes/revised shareholdings will not affect the Operation and Maintenance of the Amenity Center. The evaluation criteria specified in this RFP would be used by TNRDC as one of the guiding tools to ascertain the strengths of the Consortium or reconstitution of the Project Company, after the proposed modifications/alterations/changes as aforesaid. TNRDC reserves the right to reject any proposal/s, in its sole discretion, without ascribing any reason whatsoever and the decision/s of TNRDC, in this regard, shall be final and binding.

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8. ENQUIRIES AND CLARIFICATIONS AND PRE-BID MEETING Enquiries and Clarifications of Bidding Document

A prospective Bidder having any enquiry/ requiring any clarification of the bidding documents may notify the TNRDC in writing or by cable (hereinafter the term "cable" is deemed to include telex and facsimile) at the following address. TNRDC will respond to any request for clarification which is received earlier than 48 Hrs before the deadline for submission.

The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited (TNRDC) Sindur Panthion Plaza, 2nd Floor, 346- Pantheon Road, Egmore, Chennai – 600 008. Tel: 91-44-28194800, 28194900

Pre Bid Meeting

The Bidder or his official representative is invited to attend a Pre Bid meeting which will take place at the office of the TNRDC on 19th January, 2011 at 15.00 Hrs and the minutes of the meeting will be uploaded in the website of the company and will be conveyed to the bidders who have procured the RFP. The minutes of Pre-bid meeting shall form part of the Bid document. The purpose of the meeting will be to clarify issues and to answer questions on any matter that may be raised on or before the stipulated date. Amendment of Bidding Document Before the deadline for submission of bids, the TNRDC may modify the bidding documents by issuing addenda. Any addendum thus issued shall be part of the bidding documents and shall be communicated in writing or by post or fax or e-mail to all the purchasers of the bidding documents and it will also be uploaded in the website. It is the bidders (those who download from the website) responsibility to keep track of the website i.e, www.tnrdc.com for any addendum. The addendum of the bidding document will not be notified in the newspaper. Prospective bidders shall acknowledge receipt of each addendum by post or fax to TNRDC. To give prospective bidders reasonable time to take into account such addendum in preparing their bids, TNRDC may, at its sole discretion, extend the deadline for submission of bids. SITE VISIT AND SURVEY TNRDC will arrange for a site visit on 5th January, 2011 at 11.00 Hrs, for the Bidders who are interested in visiting/examining the Project site and its surroundings. The Bidders are requested to inform TNRDC about their participation, in writing, in advance and the Bidder’s representative/s are requested to assemble at TNRDC’s Registered Office, mentioned above, at least one hour before the scheduled time for site visit. TNRDC will depute its representative/s to accompany the Bidders. The Bidders shall be deemed to have full knowledge of the site, whether physically inspected or not.

7- PROCEDURES TO BE FOLLOWED FOR BID SUBMISSION AND BID VALIDITY

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BID VALIDITY AND SUBMISSION BID SUBMISSION Each page of the Bid should be initialed by the Authorized Representative and Signatory of the Bidding Entity / Bidding Consortium. VALIDITY OF BIDS Bids shall remain valid for 120 days (one hundred and twenty days) after the deadline date for Bid opening. A Bid valid for a shorter period shall be rejected as non-responsive. TNRDC may, prior to the expiry of the original Bid Validity Period, request the Bidders to extend the period of validity for a specific additional period. The request and the Bidder’s Responses shall be made in writing. A Bidder may refuse the request without forfeiting his bid security. The Bidders agreeing to the request will not be required or permitted to modify his bid, but will be required to extend the validity of his bid security for the period of the extension in all respects. TNRDC reserves the right to reject the Bid submitted by any Bidder who fails to extend the period of validity of its Bid, in line with the provisions of this clause. The Bid validity period of the Successful Bidder shall be automatically extended till the date on which the Agreement to Design, build, finance, operate and transfer (DBFOT) the World Class Amenity Center is signed and is in force and the entire Lumpsum Land Lease Rent for the entire land as per the Financial Offer is paid in full. When an extension of the Bid Validity Period is requested, TNRDC reserves the right to reject the Bid submitted by any Bidder who fails to extend the validity of the Bid Security in line with the provisions of this clause. PROCEDURE FOR SUBMISSION OF BIDS SEALING AND MARKING OF BIDS The bidding comprises of two bid/cover system. The Technical Bid and Financial Bid consist of particulars as detailed hereunder. The Bidder shall submit Technical Bid and Financial Bid in two separate envelopes, seal securely the original and copy of the Bid. These envelopes shall be clearly marked on top as “ORIGINAL" and “COPY” as appropriate. The Technical Bid and Financial Bids in two separate envelopes so sealed and marked shall then be put into an outer envelope and duly sealed. The contents of the Technical Bid and Financial Bid are given below: CONTENTS OF TECHNICAL BID - (COVER 1) The Technical Proposal should contain the following, as per the formats given in the Annexures along with the RFP document: (A) Annexure Numbers: 1 : COVERING LETTER 2 : DECLARATION 3 : LETTER OF ACCEPTANCE 4 : DESCRIPTION OF THE BIDDING COMPANY / BIDDING CONSORTIUM 5 : MEMORANDUM OF UNDERSTANDING EXECUTED BETWEEN THE MEMBERS OF A CONSORTIUM 6 : CONSIDERATION FOR EVALUATION 7 : INFORMATION REQUIREMENTS FOR QUALIFICATION 8 : LETTER OF COMMITMENT 9 : AFFIDAVIT 10 : ANTI-COLLUSION CERTIFICATE 11 : BANK GUARANTEE FOR BID SECURITY 15 : DETAILS OF THE PROPOSED AMENITY CENTER PROJECT AT SIRUSERI, NEAR CHENNAI

AND

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All supporting certificates / documents (B) TECHNO BUSINESS PROPOSAL The Bidder shall submit a brief Techno Business Proposal in accordance with the scope and intent of the project, indicative project cost, proposed schedule for completion of the whole project etc., along with the Technical Bid. (C) BID SECURITY: Along with the Technical Bid, the Bidder should submit a Bid Security of Rs.1 Crore (Rupees one crore only) as specified in Section 5 in the form of a Bank Guarantee and as per format given in Annexure 11 of this RFP. FINANCIAL BID – (COVER 2 ) The offer shall be made as per Annexure 16 of this RFP The inner and outer envelopes shall be addressed to TNRDC at the following address:

The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited (TNRDC) Sindur Panthion Plaza, 2nd Floor, 346- Pantheon Road, Egmore, Chennai – 600 008. Tel: 91-44-28194800, 28194900

and they shall bear the following identifications:

(a) In case of Technical Bid Cover: “Technical Bid for Development of Amenity Center at Siruseri near Chennai” (b) In case of Financial Bid Cover: “Financial Bid for Development of Amenity Center at Siruseri near Chennai”

In addition to the identifications mentioned above the inner and outer envelopes shall indicate the name and address of the Bidder to enable the bid to be returned unopened in case it is declared late. The outer envelope shall be sealed and bear the following identifications: “RFP for Amenity Centre at Siruseri near Chennai” “Do not open except in the presence of the Tender Scrutiny Committee” TNRDC will assume no responsibility for misplacement or premature opening of the bid and the bid will be treated as rejected on the grounds of not substantially responsive. Deadline for Submission of the Bids Bids must be received by the TNRDC at the address specified above not later than 15.00 Hours on 4th February, 2011. In the event of the specified date for the submission of bids is declared as a Government Holiday, then the Bids will be received up to the appointed time on the next working day.

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TNRDC may, in its sole discretion, extend the deadline for submission of the bids by issuing an amendment in accordance with the provisions of this RFP and in which case all rights and obligations of TNRDC and the Bidders previously subject to the original deadline will then be subject to the new deadline. Late Submission of Bids

Any Bid received by the TNRDC after the deadline prescribed above will be returned unopened to the Bidder. The financial bids will be evaluated and the Preferred Bidder would be the one who offers the highest Lumpsum Land Lease Rent (H1) which will be equivalent to or above the Reserve Price specified in Annexure 14 of this RFP. TIME TABLE AND MILESTONES

S. No. Event Description Date

1 Issue of RFP to applicants 15th December, 2010

2 Site visit 11.00 hrs 5th January, 2011

3 Last date of receiving queries 12th January, 2011

4 Pre-bid meeting 15.00 hrs, 19th January, 2011

5 Last date of purchase of RFP 2nd February, 2011

6 Last date and time for submission of proposals 15.00 hrs,4th February,, 2011

7 Date for opening of Proposals 15.30 hrs, 4th February,, 2011

8 Informing the qualified bidders 14th February, 2011

9 Date of opening of Financial Proposal 15.30 hrs,21st February, 2011

10 Issue of Letter of Intent To be informed later to successful bidder

In case of any change in the above time table, time or milestone/s the same will be uploaded in the website of the company. In the event any of the dates mentioned above is declared as a Government Holiday then the event/deadline would be postponed to the next working day at the same time, unless otherwise notified in the Company’s website. RESPONSIVENESS OF BIDS The Bids submitted by the Bidders would be initially scrutinized to establish Responsiveness. In addition to various grounds specified elsewhere in this RFP, a Bid will be treated as ‘‘Non–Responsive’’ if:

a) It is not received by the due time and date as specified in this RFP. b) It does not include sufficient information for it to be evaluated and /or does not adhere to the

formats specified in this RFP. c) It is incomplete in any respect or not consistent with the requirements as specified in the RFP

or does not contain the covering letter or any other document in accordance with the specified formats.

d) It is not signed and / or sealed in the manner required. e) The Technical Bid does not contain the valid Bid Security in the form of a Bank Guarantee as

specified in this RFP.

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f) The Technical Bid does not contain the Techno Business Proposal.

g) If it is not accompanied by the non-refundable bid document price (fee for RFP document) in

case the Bidder has downloaded the RFP documents from the Company’s website. Bids that are Non-Responsive may be rejected. In order to enable TNRDC to meet the target dates, Bidders are expected to respond expeditiously to clarifications, if any, requested during the evaluation process. TNRDC shall adhere to the above schedule to the extent possible. TNRDC, however, reserves the right to modify the same. Intimation to this effect shall be given to all Bidders. The bids received late and declared late by the Tender Scrutiny Committee after the last date and time for receipt of bids prescribed in the tender document shall be rejected and/or returned unopened to the Bidder. COST OF PREPARATION OF BIDS The Bidder shall be solely responsible for the cost of preparing and submitting the Bid and all other related costs. SPECIAL INSTRUCTIONS TO FOREIGN BIDDERS In case the Bidder is a foreign company, it is the responsibility of the Bidder to ensure compliance with various Acts, Rules, Guidelines, Directors etc., of Government of India and/or Reserve Bank of India and/or any other authority/ties, as may be applicable. The investment or amounts brought in by the Bidder, as per the bid requirements will not be refunded due to any reasons including any non-compliance with RBI/Government of India/or any other authorities. INSTRUCTIONS TO BIDDERS In addition to various instructions provided elsewhere in the RFP, the Bidders are also requested to note the following:

(1) Each page of the Bid should be initialed by the Authorized Representative and Signatory of the

Bidding Entity / Bidding Consortium. (2) Bids that are incomplete in any respect or those that are not consistent with the requirements as

specified in this Request for Proposal or those that do not contain the Covering Letter and other specified formats may be considered non-responsive and may be liable for rejection. Bid without the Bid Security will summarily be rejected.

(3) Strict adherence to formats, wherever specified, is required. Non-adherence to formats may be a ground for declaring the Bid non-responsive.

(4) In case a Bidding Consortium is selected as the Successful Bidder, the Lead Consortium Member shall continue to remain the representative of the Project Company and shall be responsible to TNRDC for the fulfillment of all contractual obligations binding on the Project Company.

(5) All communication and information should be provided in writing and in the English language only (6) All communication and information provided should be legible, and wherever the information is

given in figures, the same should also be mentioned in words. In case of conflict between amounts stated in figures and words, the amount stated in words will be taken as correct.

(7) No change in or supplementary information to a Bid shall be accepted once submitted. However, TNRDC reserves the right to seek additional information from the Bidders, if found necessary, during the course of evaluation of the Bid. In case of non-submission, incomplete submission or delayed submission of such additional information or clarifications sought by TNRDC, the Bid would be evaluated solely on the basis of the available information.

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(8) The Bids shall be evaluated as per the criteria specified in this RFP Document. However, within the broad framework of the evaluation parameters as stated in the Request for Proposal, TNRDC reserves the right to make modifications to the stated evaluation criteria, which would be uniformly applied, to all the Bidders.

(9) The Covering Letter submitted by the Bidder shall also be signed by the same Authorized Signatory and shall bear the stamp of the entity thereof.

(10) The Bid (and any additional information requested subsequently) shall also bear the initials of the Authorized Signatory and stamp of the entity thereof on each page of the Bid.

(11) Any entity applying either solely or by way of a consortium, shall not submit another bid or shall not join with any other entity/ties for submitting any other bid/bids.

(12) Bidders are advised that their Bids should be completely devoid of any conditions, whatsoever. Conditional Bids will be rejected. However suggestions and clarifications, if any, shall be sent in writing by the last date mentioned for receiving clarifications in Section 7.

(13) If, in TNRDC’s opinion, certain suggestions are deemed acceptable, in whole or in part, the same shall be finalized by TNRDC and the “Common Accepted Conditions” shall be made available to all Bidders.

(14) TNRDC reserves the right not to consider any suggestions that in the sole discretion of TNRDC are found unacceptable.

(15) TNRDC reserves the right to reject any or all of the Bids without assigning any reason whatsoever. TNRDC also reserves the right to hold the process or withdraw the process at its discretion under intimation to the parties submitting the RFPs, without assigning any reasons thereof and TNRDC shall not incur any liability to the affected Bidder/s, if any.

(16) TNRDC reserves the right to vet and verify any or all information submitted by the Bidder. (17) If any claim made or information provided by the Bidder in the Bid or any information provided by

the Bidder in response to any subsequent query by TNRDC, is found to be incorrect or is a material misrepresentation of facts, then the Bid will be liable for rejection. Mere clerical errors or bona-fide mistakes may be treated as an exception at the sole discretion of TNRDC and if TNRDC is adequately satisfied.

(18) The Bidder shall be responsible for all the costs associated with the preparation of the Bid. TNRDC shall not be responsible in any way for such costs, regardless of the conduct or outcome of this process. This is apart from the other legal rights available to TNRDC.

(19) In the event of any of the submissions by the Bidder(s) with respect to Technical Qualification is found to be incorrect, false or misrepresented etc. at any time during the selection process, the bid submissions by such Bidder(s) along-with the respective consortiums shall be disqualified from the bid process. This is apart from the other legal rights available to TNRDC.

(20) The Bidder shall make independent enquiry and satisfy himself with regard to all the required information, inputs, conditions and circumstances and factors that may have any effect on his proposal and also on the execution of the project.

(21) Each applicant shall submit only one Bid in response to the RFP Document. The Bids of any applicant, submitting more than one Bid in response to the RFP will be rejected.

FORFEITURE OF THE BID SECURITY TNRDC shall be entitled to invoke the Bank Guarantee and cause forfeiture of the Bid Security under the following circumstances:

(a) If the Bidder Revokes/Withdraws his Bid at any time during the stipulated period of Bid validity including any extension of the Bid validity period.

(b) If the Bidder, in the validity period:

i. In TNRDC’S opinion, commits a material breach of any of the terms, instructions, conditions contained in the RFP and/or subsequent communication/s from TNRDC in this regard and/or acts in a manner that is designed to illegally interfere with the final reward.

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ii. fails or refuses to pay the entire Lumpsum Land Lease Rent for the entire land as

per the Financial offer and within the prescribed time as specified in the RFP document/Letter of Intent.

iii. fails or refuses to execute the Agreement to Design, build, finance, operate and

transfer (DBFOT) World Class Amenity Center and the Deed of Sub-Lease as stipulated in the Letter of Intent issued to the Bidder.

(c) Fails or refuses to comply with the stipulation/s in the Letter of Intent.

BID SECURITY OF NON – RESPONSIVE BIDDERS In case of Non-Responsive bidders, the Bid Security along with their Financial Bid (unopened) will be returned after opening of their Technical Bid. RETURN OF THE BID SECURITY TO THE OTHER BIDDERS Within 60 days following the issue of the Letter of Intent to the Successful Bidder, the Bid Security of the other bidders would be returned to them. BID SECURITY OF THE SUCCESSFUL BIDDER The Bid Security of the Successful Bidder shall be kept valid until the Successful Bidder submits the Performance Guarantee for Rs.5 Crores (Rupees five crores only) as specified herein below in this Section and the confirmation of issuance of the such Bank Guarantee is obtained by TNRDC from the Bank which has issued the subject Performance Guarantee. PERFORMANCE GUARANTEES The Successful Bidder shall submit the Performance Guarantees in the form of Bank Guarantee/s, as follows:

(1) Performance Bank Guarantee for Rs.5 Crores (Rupees five crores only) shall be submitted within 15 days from the date of the Letter of Intent and the same shall be kept valid till the payment of upfront Lumpsum Land Lease Rent.

(2) After payment of Lumpsum Land Lease Rent, the above referred Bank Guarantee for

Rs.5 Crores will be reduced to Rs.1 Crores (Rupees one crore only).The Successful Bidder shall submit a performance Bank Guarantee for Rs.1 Crores and the same shall be kept valid by the Bidder till 3 months later to the Commercial Operations Date (COD). On receipt of the Bank Guarantee for Rs.1 Crores, the Bank Guarantee earlier submitted for Rs.5 Crores will be returned.

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CHECK LIST

COVER 1

TECHNICAL BID

(A) ANNEXURE NUMBERS: 1 : COVERING LETTER 2 : DECLARATION 3 : LETTER OF ACCEPTANCE 4 : DESCRIPTION OF THE BIDDING COMPANY / BIDDING CONSORTIUM 5 : MEMORANDUM OF UNDERSTANDING EXECUTED BETWEEN THE MEMBERS OF A CONSORTIUM 6 : CONSIDERATION FOR EVALUATION 7 : INFORMATION REQUIREMENTS FOR QUALIFICATION 8 : LETTER OF COMMITMENT 9 : AFFIDAVIT 10 : ANTI-COLLUSION CERTIFICATE 11 : BANK GUARANTEE FOR BID SECURITY 15 : DETAILS OF THE PROPOSED AMENITY CENTER PROJECT AT SIRUSERI, NEAR CHENNAI

AND All supporting certificates / documents (B) TECHNO BUSINESS PROPOSAL (C) BID SECURITY

COVER 2 FINANCIAL BID

THE INFORMATION TO BE SUBMITTED BY THE BIDDER BEING THE FINANCIAL OFFER AS PER ANNEXURE 16 OF THIS RFP

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Cover 1

(The covering letter is to be submitted by the Bidder on appropriate company letterhead and should be on the letter head of the lead member in case of consortium. Strike out matters that are not applicable)

Date : Place :

The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited Sindur Panthion Plaza, 2nd Floor, 346- Pantheon Road, Egmore, Chennai – 600 008 Tel : 91-44-28194800, 28194900 Fax:91-44-28195800 Dear Sir, Sub: Selection of a Developer for Amenity Center at Siruseri near Chennai On DBFOT basis Please find enclosed one (1) original + one (1) copy of our Proposal for Technical and Financial Qualification in respect of the Selection of Developer for Amenity Center at Siruseri near Chennai with Tamil Nadu Road Development Company Limited (TNRDC), in response to the RFP Document issued by TNRDC. We hereby confirm the following:

1. The RFP is being submitted by ___________________ (name of the Bidding Company) who is the Bidding Company comprising ______________________ (mention the names of the entities who are the Consortium Members), in accordance with the conditions stipulated in the RFP. (In case of a Bidding Consortium Members) Our RFP includes the Letter(s) of Acceptance in the format specified in the RFP, and the MoU (in accordance with the principles stated in the RFP) between, ___________________ (mention names of the entities that are the Consortium Members), who are the Consortium Member(s) in accordance with the conditions stipulated in the RFP.

2. We have examined in detail and have understood the provisions of the RFP issued by

TNRDC and in any subsequent communication/s sent by TNRDC. We agree and undertake to abide by all these terms and conditions. Our RFP is consistent with all the requirements of submission as stated in the RFP or in any of the subsequent communications from TNRDC.

3. The information submitted in our RFP is complete, is strictly in accordance with the

requirements as stipulated in the RFP, and is correct to the best of our knowledge and understanding. We would be solely responsible for any errors or omissions in our RFP.

4. ________ (mention the names of the entities who are the Consortium Members), satisfy the

legal requirements laid down in the RFP. 5. The terms of this RFP submitted by us shall remain valid for a period of not less than

120 days from the last date for submission of the RFP as stipulated by TNRDC.

ANNEXURE 1 : FORMAT OF THE COVERING LETTER

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6. We as the Bidding Company/Lead Consortium Member (Please strike out whichever is not applicable), designate Mr./Ms.___________________ (mention name, designation, contact address, phone no., fax no., E-mail id etc.), as our Authorised Representative and Signatory who is authorised to perform all tasks including, but not limited to providing information, responding to enquiries, entering into contractual commitments etc. on behalf of us in respect of the Project.

7. A Power of Attorney from the Bidding Company/ Lead Consortium Member authorising the

undersigned as the Authorised Representative, Signatory and Contact Person who is authorised to perform all acts including, but not limited to providing information, responding to enquiries, entering into contractual commitments on behalf of the Bidder, etc., in respect of the Project is included as a part of the Proposal.

8. TNRDC and its authorized representatives are hereby authorized to conduct any enquiries or

investigations to verify the statements, documents and information submitted in connection with this proposal. This letter of application will also serve as authorization to any individual or authorized representative of any institution referred to in the supporting information, to provide such information to verify the contents, provided in this application, with regard to the resources, experience and competence of the Bidder.

9. We understand that short-listing of bidders by TNRDC shall not be construed as a right for

award of the project, till the bid process is completed and a decision to award is finalized by TNRDC.

10. We understand that any omission, commission, misstatement, wrong statements made by us

will make our bid invalid at any time during the course of bid process and also after award of the project. TNRDC reserves the right to take appropriate action accordingly.

11. We understand that TNRDC reserves the right to accept or reject any or all the offers and

reserves the right to withhold and/or cancel the process. 12. This RFP submission is unconditional and does not attach any conditions whatsoever.

For and on behalf of : Signature : (Authorised Representative and Signatory) Name of the Person : Designation :

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Cover 1

(The declaration, if relevant, is to be submitted by the Bidder on appropriate company letterhead along with the Covering Letter. In case if it not relevant please submit declaration with’ nil’ against each column)

The Senior Vice President (Finance & Accounts) Date : Tamil Nadu Road Development Company Limited Place: Sindur Panthion Plaza, 2nd Floor, 346- Pantheon Road, Egmore, Chennai – 600 008 Tel : 91-44-28194800, 28194900 Fax:91-44-28195800 Dear Sir, Sub: Selection of a Developer for Amenity Center at Siruseri near Chennai

This has reference to the Proposal being submitted by ________________ (mention Bidder/ the Lead Consortium Member of the Bidding Consortium), as Lead Consortium Member of the Bidding Consortium comprising________________ ________(mention name(s) of the Consortium Members) in respect of the Selection of a Developer for Amenity Center at Siruseri near Chennai with TNRDC, in response to the RFP Document issued by the Tamil Nadu Road Development Company Limited. We hereby confirm the following: (if applicable)

(i) Details of any conviction of the Bidder or where applicable, of its Affiliates and/or Promoters, by a Court of Law under applicable law, or any indictment/adverse order by a regulatory authority;

(ii) Details of any conviction of the Bidder or where applicable, of its Affiliates and/or Promoter with regard to any offence with regard to the security and integrity of the country;

(iii) Details of any proceedings/investigations pending in respect of (i) and/or (ii) above along with the names of the persons against whom such proceedings/investigations have been instituted/commenced;

(iv) Details of any convictions/adverse orders as stated in (i) and (ii) above which may have been

passed against the Director/Partner/Manager/Employee of the Bidder. For and on behalf of : Signature :

(Authorised Representative and Signatory) Name of the Person : Designation :

ANNEXURE 2 : DECLARATION

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Cover 1

(The Letter of Acceptance is to be submitted by EACH Consortium Member of the Bidding Consortium, on appropriate letterhead)

Date : Place :

The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited Sindur Panthion Plaza, 2nd Floor, 346- Pantheon Road, Egmore, Chennai – 600 008 Tel : 91-44-28194800, 28194900 Fax:91-44-28195800 Dear Sir,

Sub: Selection of a Developer for Amenity Center at Siruseri near Chennai

This has reference to the Request for Proposal being submitted by ________________ (mention the Lead Consortium Member of the Bidding Consortium), as Lead Consortium Member of the Bidding Consortium comprising________________ (mention name(s) of the Consortium Members) in respect of the Selection of Developer to develop the Amenity Center at Siruseri near Chennai with TNRDC, in response to the RFP issued by the Tamil Nadu Road Development Company Limited. We hereby confirm the following: 1. We ___________(name of the Consortium Members furnishing the Letter of Acceptance), have examined in detail and have understood and satisfied ourselves regarding the contents including in respect of the following :

The RFP issued by TNRDC; All subsequent communications between TNRDC and the Bidder, represented by

____________ (Member name of the Lead Consortium Member); The principles of the MoU to be executed between / among ____________________

(names of the Consortium Members), as members of the Bidding Consortium and submitted with the RFP;

The Lead Consortium Member and the Significant Consortium members would all be jointly and severally liable for developing the project.

We have examined the RFP in detail and the commitments made in the same. We agree and undertake to abide by the RFP and the commitments made therein.

The proposal being submitted by _______________(name of the Lead Consortium Member).

2. We authorise ______________ (name of the Lead Consortium Member), as the Lead Consortium Member and authorise the same to perform all tasks including, but not limited to providing information, responding to enquiries on behalf of the consortium, in respect of this Project. For and on behalf of : Signature :

(Authorised Representative and Signatory) Name of the Person : Designation :

ANNEXURE.3.FORMAT OF LETTER OF ACCEPTANCE

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Cover 1

FOR A BIDDING COMPANY Name of the Bidding Company

Constitution of the Bidding Company (Whether the Bidding Company is a Corporation, Partnership, Trust, Company, Statutory Board / Authority etc.)

Enclose relevant Certificate of Incorporation and Certificate of Commencement of Business/ MOA and AOA / Agreements of Partnership / Trust. FOR A BIDDING CONSORTIUM Name of the Lead Consortium Member

Constitution of the Lead Consortium Member

(Whether the Bidding Company is a Corporation, Partnership, Trust, Company, Statutory Board / Authority etc.)

S.No. Name of the Consortium Member

Nature of the Consortium Member

Role in the Bidding Consortium

ANNEXURE 4 : DESCRIPTION OF THE BIDDING COMPANY/

BIDDING CONSORTIUM

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Cover 1

(To be executed on appropriate value of Non-Judicial Stamp paper)

In case of a Bidding Consortium, the RFP must contain a Memorandum of understanding (MOU) which has been executed between or among the Consortium Members and such MOU same shall be based on/containing the following important principals/subjects:

1. The MoU should clearly specify the reasons for forming the consortium 2. The MoU should clearly specify the roles and responsibilities of each of the Consortium

Members, along with their proposed equity contribution in the project. It is expected that area of responsibility of each of the Consortium Members is clearly delineated and not overlapping with each other.

3. The MoU should clearly designate one of the Consortium Members as the Lead Consortium

Member (LCM). The LCM shall be the Consortium Member charged with the prime responsibility of developing the Project. Notwithstanding this all Significant Consortium Members shall be jointly and severally liable for the same.

4. The LCM, shall necessarily make a minimum equity contribution of 51% in the Project. 5. The Significant Consortium Members assessed for Technical criteria shall necessarily make

equity contribution in the Consortium, and such individual equity contribution shall not be less than 10% of the total equity of the project.

6. The Lead Consortium Member shall be responsible for arranging financing for the project and

shall be responsible for: Undertaking primary responsibility for liasoning with the lending institutions and

mobilising debt resources for the project. Ensuring the individual and collective commitment of each of the Consortium Members in

honouring the Bidder’s obligations. Arranging finance for the project Ensuring the equity contribution by each of the Consortium Members, and in the event of

a default, making good such contribution.

7. The MoU should be duly signed by each of the Consortium Members 8. The MoU should be specific to this project

ANNEXURE 5: PRINCIPLES OF THE MEMORANDUM OF UNDERSTANDING TO BE EXECUTED BETWEEN THE

MEMBERS OF A CONSORTIUM

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Cover 1

Date : Place :

The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited Sindur Panthion Plaza, 2nd Floor, 346- Pantheon Road, Egmore, Chennai – 600 008 Tel : 91-44-28194800, 28194900 Fax:91-44-28195800 Dear Sir,

Sub: Selection of a Developer for Amenity Center at Siruseri near Chennai - Entities to be Considered for Eligibility Criteria for Technical and Financial Capability – Reg.

This has reference to the Request for Proposal being submitted by us in respect of the Selection of Developer to develop the Amenity Center at Siruseri near Chennai with TNRDC, in response to the RFP issued by the Tamil Nadu Road Development Company Limited. We hereby specify the entities to be considered for evaluation of Technical Qualification and Financial Capability: (A) ENTITY TO BE CONSIDERED FOR ELIGIBLITY CRITERIA/S FOR FINANCIAL CAPABILITY:

Name of the entity to be considered for Evaluation Role (B) ENTITY TO BE CONSIDERED FOR ELIGIBLITY CRITERIA/S FOR TECHNICAL QUALIFCATION: Sr. No Name of the entity to be

considered for evaluation of technical qualification

Name Incorporated under(Please

specify the Law) 1 In case of Bidding Company, indicate

name

OR 2 In case of Bidding Consortium,

indicate the name of the Lead Consortium Member (LCM) or Significant Consortium Member(SCM) whose experience is to be evaluated

For and on behalf of : Signature :

(Authorised Representative and Signatory) Name of the Person : Designation :

ANNEXURE 6: CONSIDERATION FOR EVALUATION

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Cover 1

FINANCIAL ELIGIBILITY Assumption for Currency Conversion For evaluation under the Financial Eligibility criteria, the exchange rate considered for foreign currencies would be taken as that prevailing on the last date of submission of the proposal. Format for information submission

Financial information equivalent at the end of concerned year

2009-10 (Rs)

2008-09 (Rs)

2007-08 (Rs)

Total assets Current Assets Paid up equity Reserves Revaluation Reserves & Special reserves, if any Deferred Tax Asset/Deferred Tax Liability Miscellaneous expenditure not written off Total Liabilities Current Liabilities Turnover Depreciation Profit before interest and tax Profit before tax Profit after tax Debt repayment Net Worth= (Equity Capital + Free Reserves* excluding Revaluation Reserve+ credit balance in Profit & Loss account+Deferred tax Liability) – ( Accumulated Losses +Deferred expenditure to the extent not written off +miscellaneous expenses to the extent not written off + Deferred tax Asset).

* “free reserves” shall include the balance in the share premium account capital and debenture redemption reserves and any other reserve shown or published in the balance sheet of a company and created through an allocation of profits, not being (i) a reserve created for repayment of any future liability or for depreciation in assets or for bad debt (ii) a reserve created by revaluation of the assets of the company. NOTE: The information provided should be extracted from the Annual Financial Statement/ Balance Sheets provided should be audited accounts.

ANNEXURE 7: INFORMATION REQUIREMENTS FOR QUALIFICATION

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TECHNICAL EXPERIENCE

Particulars Details Name of the entity

Project experience: Name of the Project/Facility Location Details of the project, including area, nature of development, total cost etc

Date and year of completion Investment made Reference with Tel no and e-mail (if any) for verification of details provided above.

Bidders are required to provide documentary evidence of the above including the following;

Certified copies of the Annual reports, balance sheet, audited profit and loss account, Auditor’s certificate for the Net Worth, income tax returns etc for the preceding three years.

Valid proof of investments made in the relevant projects, completion of relevant projects etc.

Auditor’s certificate for the Investment

Details of experience / technical qualification, including particulars of projects implemented by the Bidder with relevant supporting document and references.

Following detailed information for each Consortium member

Year of incorporation of the company/commencement of business. Ownership details List of offices/places of business. Organization chart. Principal officers of the company with their qualifications and experience Nature of businesses of the company Resources available with the Bidder for implementing the project in India.

In the absence of such documentation/proof TNRDC reserves the right not to consider the information

provided by the bidders for evaluation.

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Cover 1

(The Letter of Commitment is to be submitted by the Bidding Company. In case of Bidding Consortium, the Letter of Commitment is to be submitted by each Member of the Bidding Consortium on their respective letter heads) Place: Date: To The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited (TNRDC) Sindur Panthion Plaza, 2nd Floor, 346-Pantheon Road, Egmore, Chennai – 600 008. Tel:91-44-28194800, 28194900 Dear Sir, Sub: Selection of a Developer for Amenity Center at Siruseri near Chennai On DBFOT basis This has reference to the Bid being submitted by ______________________(mention the Lead Consortium Member of the Bidding Consortium), as Lead Consortium Member of the Bidding Consortium, comprising (mention name(s) of the Consortium Members) in respect of Selection of developer for development in of Amenity Center in response to the Request for Proposal (“RFP”) issued by the Tamil Nadu Road Development Company Limited. We hereby confirm the following: We __________________(name of the Bidding Company/each of the Consortium Members of the Bidding Consortium), have examined in detail and have understood and satisfied ourselves regarding the contents mainly in respect of the following: The Request for Proposal Document issued by TNRDC; All subsequent communications between TNRDC and the Bidder, represented by ____________ ___________________ (name of the Bidding Company or of the Lead Consortium Member in case of a Bidding Consortium); (Applicable only for a Bidding Consortium) The MoU signed between/among ____________ (name(s) of Consortium Members); and The RFP being submitted by _________________ (name of the Bidding Company or of the Lead Consortium Member in case of a Bidding Consortium). We have satisfied ourselves regarding our role as ______________________ (here give a brief description of the role) in the Project as specified in the RFP. If ________________________ (name of the Bidding Company / Bidding Consortium) is awarded the Project we shall perform our role as outlined in the RFP to the best of our abilities. The nature of our legal relationship with the Bidding Company / Lead Consortium Member of the Bidding Consortium is specified in the RFP submissions, as per the requirements stated in the RFP Document.

ANNEXURE 8: FORMAT OF THE LETTER OF COMMITMENT

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We undertake to support ________________ (name of the Bidding Company / Lead Consortium Member, for which the Letter of Commitment is being furnished) in respect of the roles _____________ (briefly define the roles of the Bidding Company / Lead Consortium Member) as detailed in the RFP being submitted by ______________ (name of the Bidding company or of the Lead Consortium Member in case of a Bidding Consortium). We therefore request TNRDC to consider our strengths, our experience, and our track record for the purposes of understanding of our capability and commitment by TNRDC. For and on behalf of: Signature: (Authorised Representative and Signatory) Name of the Person: Designation:

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Cover 1 (To be furnished by the sole Bidder/each member of the consortium on a Rs.100- non-Judicial Stamp Paper and notarised) I, the undersigned, do hereby certify that all the statements made in the required attachments are true and correct to the best of my belief and knowledge. The undersigned hereby authorize(s) and request(s) any bank, person, firm or corporation to furnish pertinent information deemed necessary and requested by the TNRDC to verify this statement or regarding my (our) competence and general reputation. The undersigned understand and agrees that further qualifying information may be requested and agrees to furnish any such information at the request of Government of Tamil Nadu. Deponent (Signed by an authorized signatory) (Title of the Signatory) (Name of the Organization) (Date)

ANNEXURE 9: AFFIDAVIT

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Cover l (The Anti-Collusion Certificate is to be submitted by the Bidding Company. In case of Bidding Consortium, the Anti-Collusion Certificate is to be submitted by each Member of the Bidding Consortium on their respective letter heads)

Date:

To The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited (TNRDC) Sindur Panthion Plaza, 2nd Floor, 346-Pantheon Road, Egmore, Chennai – 600 008. Sir, Sub: Selection of a Developer for Amenity Center at Siruseri near Chennai on DBFOT basis We hereby certify and confirm that in the preparation and submission of this Bid, we have not acted in concert or in collusion with any other Bidder or other person(s) and also not done any act, deed or thing which is or could be regarded as anti -competitive, restrictive or monopolistic trade practice. We further confirm that we have not offered nor will offer any illegal gratification in cash or kind to any person or agency in connection with the instant Bid. Dated this ______________ Day of ________________, 20_ Name of the Bidder __________________________________ Signature of the Authorised Person __________________________________ Name of the Authorised Person

ANNEXURE 10: ANTI-COLLUSION CERTIFICATE

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COVER 1 (To be executed on appropriate value of Non-Judicial Stamp Paper as per Stamp Act prevailing)

BANK GUARANTEE FOR BID SECURITY

(To be issued by a Bank, as defined in Section 5 of this RFP)

The Managing Director M/s. Tamil Nadu Road Development Company Ltd., Sindur Panthion Plaza, 2nd Floor, No.346, Pantheon Road, Egmore, Chennai 600 008 1. In consideration of the Tamil Nadu Road Development Company Ltd (hereinafter called “TNRDC”

which expression shall unless repugnant to the context mean and include its successors and assigns) having agreed, inter alia, to consider the bid of [M/s ***********] [name of the Bidder] (hereinafter referred to the “Bidder” which expression shall unless repugnant to the context mean and include its successors and assigns) and the Bidder is required to furnish the Bid Security, in accordance with the terms of the Request for Proposals for ‘Development of a World Class Amenity Center at Siruseri near Chennai on Design, Build, Finance, Operate and Transfer (DBFOT) basis’, (hereinafter called the “RFP”). In lieu of the Bidder being required to make a cash deposit, we [*******************] [name of the Bank] a Banking Company, having Registered Office at [**********] [address of the Registered Office] and the branch office at [*************] [address of the issuing branch], hereinafter called the “Bank” which expression shall include our successors and assigns, as to bind ourselves our successors and assigns do at the instance of the Bidder hereby unconditionally and irrevocably undertake to pay TNRDC, the sum of Rs.1,00,00,000/- (Rupees one crore only), as primary obligor and not as surety only, without demur and on first demand and without any protest or demand and without any proof or condition.

2. We, the Bank, do hereby unconditionally and irrevocably undertake to pay forthwith the amounts

due and payable under this Guarantee without demur and on first demand and without any delay merely on a written demand from TNRDC or under the hand of any of the employee of TNRDC or any other person or entity duly authorised by TNRDC in this regard, stating that the amount claimed is due by reason of the occurrence of any of the events referred to in the RFP. Any such demand made on the Bank by TNRDC under the hand of any of the employee of TNRDC or any other person or entity duly authorised by TNRDC in this regard shall be conclusive as regards the amount due and payable by the Bank under this Guarantee. However, the Bank’s liability under ‘this Guarantee shall be restricted to an amount not exceeding of Rs.1,00,00,000/- (Rupees one crore only). This Guarantee will remain in force for the period specified in paragraph 4 below and unless a demand or claim in writing is made by TNRDC on the Bank under this Guarantee on or before the date of expiry of this Guarantee, all rights of TNRDC, under this Guarantee shall be forfeited and the Bank shall be relieved from its liabilities hereunder.

3. We, the Bank unconditionally undertake to pay to TNRDC any money so demanded under this

Guarantee upto a sum of Rs.1,00,00,000/- (Rupees one crore only) notwithstanding any dispute or disputes raised by the Bidder or any other party including in any suit or proceeding pending before any court or tribunal relating thereto or any instructions or purported instruction by the Bidder or any other party to the Bank not to pay or for any cause to withhold or defer payment to TNRDC under this Guarantee. The Bank’s liability under this Guarantee is irrevocable, unconditional, absolute and unequivocal. The payment so made by the Bank under this Guarantee shall be a valid discharge of the Bank’s liability for payment hereunder and the Bidder shall have no claim against the Bank for making such payment.

ANNEXURE 11 : PROFORMA OF BANK GUARANTEE FOR BID SECURITY

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4. We, the Bank further agree that the Guarantee herein contained shall remain in full force and effect up to and until the date which falls thirty (30) days beyond the Bid Validity period i.e. ……………….(hereinafter called “the End Date”). Unless a demand or claim under this Guarantee is made on the Bank by TNRDC or under the hand of any of the employee of TNRDC or any other person or entity duly authorised by TNRDC in this regard, in writing on or before the said End Date, the Bank shall be discharged from all liability under this Guarantee thereafter.

5. We, the Bank further agree with TNRDC that TNRDC shall have the fullest liberty without the

Bank’s consent and without affecting in any manner the Bank’s obligation hereunder to vary any of the terms and conditions of the RFP or to extend or postpone the time of performance by the Bidder or any other party from time to time or postpone for any time or from time or postpone for any time or from time to time any of the powers exercisable by TNRDC against the Bidder or any of them and to enforce or to forbear from enforcing any of the terms and conditions relating to the RFP and the Bank shall not be relieved from it liability by reason or any forbearance act or omission on the part of TNRDC, or any indulgence given by TNRDC to the Bidder or any other party or by any such matter or thing whatsoever which under the law relating to securities would, but for this provision, have the effect of so relieving the Bank.

6. To give full effect to the obligations herein contained, TNRDC shall be entitled to act against the Bank as primary obligor in respect of all claims subject of this Guarantee and it shall not be necessary for TNRDC to proceed against the Bidder or any other party before proceeding against the Bank under this Guarantee and the Guarantee herein contained shall be enforceable against the Bank as the principal obligor.

7. This Guarantee will not be discharged or affected in any way by the liquidation or winding up or

dissolution or change of constitution or insolvency of the Bidder or any individual member of the Bidder or any other party or any change in the legal constitution or insolvency of the Bidder or any other party or any change in the legal constitution of the Bank or TNRDC.

8. We, the bank lastly undertake not to revoke this Guarantee during its currency. 9. Notwithstanding anything contained herein :

a) Our liability under the Bank Guarantee shall not exceed Rs.1,00,00,000/- (Rupees one crore only).

b) The Bank Guarantee shall be valid up to [date], 2011_. c) Unless a demand in writing is made upon us on or before [date], 2011 or any other

extended date, all our liability under this guarantee shall cease. IN WITNESS WHEREOF THE BANK HAS SET ITS HANDS HERETO ON THE DAY, MONTH AND YEAR MENTIONED HEREUNDER. Signed and Delivered On behalf of ………………….(Bank name) (Signature) (Date) by the hand of Mr …………… (name of authorized signatory) Designation Seal of the Bank Note: 1. Address of the relevant authority/ Bank’s concerned office confirming the issuance of this Bank Guarantee along with its telephone and fax numbers are to be provided. 2. Authenticated copy of the Letter of Authority authorizing the signatory/ies of this guarantee to execute the same, has to be enclosed herewith.

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ANNEXURE 12

ILLUSTRATIVE LIST OF AMENITIES TO BE PROVIDED IN THE SIRUSERI LAND

3/4/5 Star Hotel

Health Club/Gymnasium

DTP Centre

Crèche

Recreation Centre

Art Gallery/Studio

Health facilities/Emergency Rooms

Medical store

Tourism Information Kiosk

Petrol Station

Malls/Department Stores/Kiosks

Service Apartment

Service Station

Eateries/Restaurant /Coffee Shop

Parking spaces

ATM/P&T services, Internet hub

Business Centers/ Conference facilities

Park, Jogging Track, Play area, water body

Recreation Centre – Tennis court, Table Tennis, Bowling & other sporting activities

Service Centre

Multiplex

Hyper mart

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ANNEXURE 13

PERFORMANCE GUARANTEES

Performance Guarantees The Successful Bidder will be required to submit the Performance Guarantees in the form of Bank Guarantee/s, as follows :

(1) Performance Bank Guarantee for Rs.5 Crores

(Rupees five crores) shall be submitted within 15 days from the date of the Letter of Intent and the same shall be kept valid till the payment of upfront Lump Sum Land Lease Rent, specified in the Letter of Intent.

(2) After payment of Lumpsum Land Lease Rent,

the above referred Bank Guarantee for Rs.5 Crores will be reduced to Rs.1 Crores (Rupees one crore only).The Successful Bidder shall submit a performance Bank Guarantee for Rs.1 Crores and the same shall be kept valid by the Bidder till 3 months later to the Commercial Operations Date (COD). On receipt of the Bank Guarantee for Rs.1 Crores, the Bank Guarantee earlier submitted for Rs.5 Crores will be returned.

The details and format of the Performance Guarantee will be

provided to the Successful Bidder in the Letter of Intent to be issued.

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Annexure 14

RESERVE PRICE The Reserve Price fixed by TNRDC for 90 years sub lease of the Siruseri land is as under: Lumpsum Land Lease Rent (Reserve Price)

Rs.8 Crores (Rupees eight crores only) per acre for an approximate land area of about 4.90 acres

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ANNEXURE 15 DETAILS OF THE PROPOSED AMENITY CENTER

PROJECT AT SIRUSERI, NEAR CHENNAI

COVER 1

Details of proposal

1) Proposed Project – Amenities Components (The developer shall necessarily develop these components as part of the project) Give brief description of each component

List of amenities proposed for implementation a . b . c . d . e .

2) Estimated Project Cost (Indicative)

3) Distribution for the various amenities (Indicative)

4) Time for completion of Amenities Centre from the date of Agreement

5) Financing pattern (Indicative)

Equity Debt

The Techno-Business Proposal shall be in the form of a brief profile containing:- 1) Brief details of project concept. 2) Indicative Project Layout Plan.

General Layout plan for the entire area. Site Utilization Plan for the entire area along with the proposed area for each project component.

3) Conceptual Plan The facilities for the Amenity Centre may be chosen from the list given in Section 4.

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4) Other Special Features 5) Indicative Project Completion Schedule The Bidder shall provide a Project Completion Schedule with respect to their proposed project in the Format shown below.

Period after Date of Commencement Percentage of Work completed (in cost terms)

Within 3 months Within 6 months Within 9 months Within 12 months Within 15 months Within 18 months Within 21 months Within 24 months

6) Environment Management Plan:

The Successful Bidder shall plan for sewerage disposal, keeping in view all environmental

compliances for the purposes of clearances. 7) Change in Proposal

The Successful Bidder shall provide to TNRDC, a copy of the plan approved by competent authority such as Directorate of Town and Country planning for records. On completion of the project, the final approval obtained shall also be communicated to TNRDC immediately. Any change in the list of amenities mentioned above can be made only with the prior permission of TNRDC in writing.

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ANNEXURE 16

COVER 2

FINANCIAL OFFER

Date:

To The Senior Vice President (Finance & Accounts) Tamil Nadu Road Development Company Limited (TNRDC) Sindur Panthion Plaza, 2nd Floor, 346-Pantheon Road, Egmore, Chennai – 600 008. Sir, Re: APPLICATION FOR SETTING UP OF AMENITY CENTER AT SIRUSERI NEAR CHENNAI ON DBFOT BASIS We offer to Design, build, finance, operate and transfer (DBFOT) the above mentioned project as set out in the RFP Document and on the stipulated terms and conditions. We hereby submit our unconditional Financial Offer as under

LUMPSUM LAND LEASE RENT Rs --------/- (Rupees --------------------only) per acre for an approximate land area of about 4.90 acres

(The amount offered shall be equal to or higher than the Reserve Price and shall be paid as per the terms of this RFP) The Lumpsum Land Lease Rent offered by us, as above, is inclusive of Service Tax, if any, arising out of this sub-leasing transaction and TNRDC shall absorb such service tax liability. We also agree to pay the Supplemental Annual Land Lease Rent @ Rs.20,000/- (Rupees twenty thousands only) per year over the 90 (ninety) years sub-lease period. . This proposal constitutes part of our offer. We understand that TNRDC is not bound to accept the highest or any other Bid it receives. We confirm that our Financial Offer is unconditional and we agree to be bound by our Financial Offer, if we are selected as the Successful Bidder. For and on behalf of : Signature : (Authorised Representative and Signatory) Name of the Person : Designation : SEAL OF THE BIDDING COMPANY


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