E-Tender Notice No: 03/22/JPCL/HYG/J1602001/ VOL-XVII/Process Advisor MSTC

25.11.2019

To,

Alvarez & Marsal

Venkataraman R

Senior Director,

Alvarez & Marsal India Private

Ltd.

Units 703 & 704, 7th Floor,

Tower A

Peninsula Corporate Park

Ganpatrao Kadam Marg

Lower Parel, Mumbai 400013

rvenkataraman@alvarezandmarsa

l.com

DELOITTE

Rajiv Chandak

Director – Corporate Finance

Deloitte Touche Tohmatsu India

LLP, 27th Floor, Tower 3,

Indiabulls Finance Center,

Elphinstone(W),

Mumbai – 400013

rajivchandak@deloitte.com

PWC

Sambitosh Mohapatra,

Partner,

Power and Utilities

PricewaterhouseCoopers,

Building - 10 C, Floor - 17

DLF Cyber City, Gurugram

Haryana– 122002

sambitosh.mohapatra@pwc.

com

BDO

Kiran Chonkar

Partner & Leader, Business

Restructuring

BDO India LLP

The Palm Spring Plaza

Office No. 1501-8, Sector-54

Golf Course Road, Gurgaon,

Haryana -122001

mahenderkhandelwal@bdo.in

Duff & Phelps

Abhishek Pandey

Managing Director

Worldmark 2, Unit no. 206 &

207, Asset Area no. 08, Aerocity,

NH-8 Delhi-110037

Abhishek.Pandey@duffandphelp

s.com

SBI Caps

Mukul Modi

Sr. Vice President

SBI Capital Markets

Limited, 6th Floor, World

Trade Towers, Barakhamba

Lane, Connaught Place,

New Delhi – 110001

mukul.modi@sbicaps.com

IDBI Capital Markets &

Securities

Ambrish Sahni

Senior Vice President

IDBI Capital Markets &

Securities Ltd., 904-904, 9th

Floor, Tolstoy House, 15-17,

Tolstoy Marg,

New Delhi - 110 001

ambrish.sahni@idbicapital.com

- -

Sub: Invitation of Electronic Bids to undertake Process Advisory for tasks related to all

aspects of the strategic sale culminating into successful completion of the transaction by

way of sale of the asset through Corporate Insolvency Resolution Process (CIRP) to a

prospective buyer through a transparent bidding process for 3x40 MW Rangit stage–IV

Hydro Electric Project on Rangit River in Sikkim being developed by Jal Power Corp.

Ltd. (JPCL).

Dear Sir/Madam,

PFC, on behalf of the consortium lenders’ (Power Finance Corporation Limited (PFC) and Punjab

National Bank (PNB)), of M/s Jal Power Corp. Ltd. (JPCL) hydroelectric project, is inviting

electronic bids to undertake Process Advisory Services. JPCL is implementing 120 MW Rangit

Stage-IV hydroelectric project in Sikkim. The project COD was 30th June 2016 and is stalled since

October 2013. The Bid document along with detailed scope of work for Process Advisor is placed at

Annexure A.

Interested firms desirous of being engaged as Process Advisor for the subject project may send their

offer for the same, quoting the following:

1. Lump Sum Fees: Rs. <XXX> (all inclusive but exclusive of applicable taxes and duties)

2. Acceptance of the scope of work and terms and conditions mentioned in the Annexure-1

without any alterations/ modifications.

3. Declaration of no conflict of interest as per attached format at Annexure-2.

4. Authorization Letter in favor of the authorized signatory as per attached format at Annexure-3.

5. Undertaking that the bidder is not blacklisted and no investigation & court case is pending

against it as per attached format at Annexure-4.

6. GST registration number.

Bids are to be submitted through MSTC e-procurement portal latest by 13:00 hrs (IST) on 28th

November 2019. The bids will be opened on 28th November 2019 at 14:30 (IST) at Power Finance

Corporation Ltd., Urja Nidhi, 1, Barakhamba Lane, Connaught Place, New Delhi – 110001.

Please note that in case bids are received with any conditionality and not as per aforesaid terms, the

same shall be liable for rejection summarily. PFC reserves the right to annul the entire bid process

without assigning any reason thereof and also to reject any bid at any time or stage without any

liability, without assigning any reason thereof. Moreover, PFC reserves the right to modify any

terms & condition of the bid process as it may deem necessary, without assigning any reason thereof.

You are requested to participate in the bidding process.

Yours sincerely,

Sd/-

(Subhash Chandra)

General Manager (Projects – ER & NER)

Annexure - A

POWER FINANCE CORPORATION LIMITED

(A Government of India Undertaking)

BID DOCUMENT

FOR

Appointment of Process Advisor

for

120 MW (3x40 MW) Rangit stage–IV Hydro Electric Project in Sikkim

By

M/s Jal Power Corp. Ltd. (JPCL)

Limited Tender: Intended only for parties to whom it is addressed

Registered Office

“Urjanidhi” 1, Barakhambha Lane, Connaught Place,

New Delhi – 110 001

Date of issue of Tender: 25th November, 2019

Note: Bidders are advised to start the registration process on the

https://www.mstcecommerce.com/eprochome/pfcl/ as early as possible as it may take a few

days so as to avoid any delay in bid submission (upload) stage.

E-Tender Notice File No.: 03/22/JPCL/HYG/J1602001/ VOL-XVII/Process Advisor

MSTC

25th November 2019

Invitation of Electronic Bids for undertaking Process Advisory for tasks related to all

aspects of the strategic sale culminating into successful completion of the transaction by

way of sale of the asset through Corporate Insolvency Resolution Process (CIRP) to a

prospective buyer through a transparent bidding process for 3x40 MW Rangit stage–IV

Hydro Electric Project on Rangit River in Sikkim being developed by Jal Power Corp.

Ltd. (JPCL).

a) Start date and time of bid 25st Nov 2019 from 13:00 hrs (IST)

b) Closing date and time of bid 28th Nov 2019 up to 13:00 hrs (IST)

c) Opening of bids (Tender Opening Event) 28th Nov 2019 at 14:30 hrs (IST)

Note: Tender Notice and Tender Document are available on PFC Ltd. (PFC) website and can

be downloaded from https://www.pfcindia.com or from the e-Tendering portal

https://www.mstcecommerce.com/eprochome/pfcl/. All future Information viz. corrigendum

/addendum/ amendments etc. for this Tender shall be posted on the MSTC e-Tendering

Portal and website of PFC. Printed copy of Tender document will not be sold from PFC’s

office.

The bidder shall bear all costs associated with the preparation, submission of

bid/participation in the tender through MSTC portal. PFC (Purchaser) in no way will be

responsible or liable for these costs regardless of the conduct or outcome of the bidding

process.

ENGAGEMENT OF PROCESS ADVISOR

Note: This bid document is issued on 'limited tender' basis. Only those consultants /

agencies who have been specifically issued this tender document in writing by PFC are

allowed to participate in the bid. PFC shall not entertain any bids received from such

consultants / agencies who have not been invited by PFC.

INSTRUCTION TO BIDDERS

1. GENERAL

Power Finance Corporation Limited (hereinafter referred to as ‘PFC’ or ‘Company’), a

Navratna Enterprise, is a public sector undertaking, under the administrative control of the

Ministry of Power, Govt. of India. PFC is engaged in the business of providing large range of

Financial Products and Services like Project Term Loan, Lease Financing, Direct

Discounting of Bills, Short Term Loan, Consultancy Services etc. for various Power projects

in Generation, Transmission, Distribution sector as well as for Renovation & Modernization

of existing power projects.

2. OBJECTIVE

PFC intends to engage the services of a reputed firm to work act as “Process Advisor” to

assist PFC/Lenders in for tasks related to all aspects of the strategic sale culminating into

successful completion of the transaction by way of sale of the asset through Corporate

Insolvency Resolution Process (CIRP) to a prospective buyer through a transparent bidding

process for 3x40 MW Rangit stage–IV Hydro Electric Project on Rangit River in Sikkim

being developed by Jal Power Corp. Ltd. (JPCL).

Tenders are invited to appoint a Process Advisor for providing Process Advisory Services for

the above Project. The Bidder may submit proposal as per the guidelines mentioned in this

Tender, for selection as “Process Advisor”.

3. SCOPE OF WORK AND TERMS & CONDITIONS OF APPOINTMENT OF

PROCESS ADVISOR

The “Process Advisor” to be engaged will perform tasks related to all aspects of the

strategic sale culminating into successful completion of the transaction by way of sale

of the asset through Corporate Insolvency Resolution Process (CIRP) to a prospective

buyer through a transparent bidding process. These activities, shall be carried out in due

consultation with PFC, which will be the nodal agency for facilitating the assignment.

In accordance with the foregoing requirements, the Scope of Work and Terms & Conditions

of the Process Advisor is enclosed at Annexure-1.

3.1 Other Terms & Conditions

(i) The Process Advisor to be appointed by PFC must act with independence, integrity and

objectivity. They will undertake all advisory works without being influenced by

anybody.

(ii) Confidentiality and Non-Disclosure – the Process Advisor shall maintain confidentiality

of the work being undertaken and shall not disclose information to any other person

other than the Authorized person at PFC except for disclosure to the

Lenders/underwriters and those directors, employees or affiliates of the TA who need to

receive Confidential information for the purposes of executing the Scope of Work.

(iii) The Process Advisor shall ensure that the employees of his organization also follow the

policy of confidentiality and non-disclosure.

(iv) Consortium bids will not be allowed.

(v) Commencement of Work – the Process Advisor shall commence the advisory work after

appointment procedure is completed by PFC.

(vi) Process Advisor shall perform its duties as described in the Scope of Work for Process

Advisor.

4. SUBMISSION OF BID

Bids are to be submitted through MSTC e-Procurement Portal

https://www.mstcecommerce.com/eprochome/pfcl/ on or before 28th November 2019 at

13:00 hrs.

The bid is to be submitted in the following manner:

i) Acceptance of the scope of work and terms and conditions mentioned in the Annexure-1

without any alterations/modifications.

ii) Declaration of no conflict of interest as per attached format at Annexure-2.

iii) Authorization Letter in favor of the authorized signatory as per attached format at

Annexure-3.

iv) Undertaking that the bidder is not blacklisted and no investigation & court case is

pending against it as per attached format at Annexure-4.

v) GST registration number.

Each of the above Forms and also other documents to be submitted through MSTC e-

procurement portal as per the bidding documents are to be duly signed on each page and

stamped as required by the authorized representative of the bidder.

5. BID OPENING AND EVALUATION OF PROPOSALS

The bids will be opened online at Power Finance Corporation Ltd., Urjanidhi, 1, Barakhamba

Road, Connaught Place, New Delhi-110001.

The “Financial Proposal” will be opened online on 28th November 2019 at 14:30 hrs in the

presence of the authorized representatives of the agencies, who wish to be present.

The assignment will be awarded in following manner:

a. The bidder who has quoted lowest lump sum price, in Indian Rupees, without

condition(s) or alternate price bid, fulfilling all the terms and condition of the Bid shall be

appointed as Process Advisor.

Please note that in case bids are received with any conditionality and not as per aforesaid

terms, the same shall be liable for rejection summarily. PFC reserves the right to annul the

entire bid process without assigning any reason thereof and also to reject any bid at any time

or stage without any liability, without assigning any reason thereof. Moreover, PFC reserves

the right to modify any terms & condition of the bid process as it may deem necessary,

without assigning any reason thereof.

6. OWNER’S RIGHT TO ACCEPT/ REJECT THE PROPOSAL

PFC reserves the right to accept or reject the proposal at any time prior to award of Contract,

without any liability or any obligation to inform the bidder.

7. ACCEPTANCE BY THE SUCCESSFUL BIDDER

PFC shall notify the successful bidder by sending detailed Letter of Award. Within 2 days of

receipt of the detailed Letter of Award, the Process Advisor shall sign the same, and return it

to PFC.

8. AWARD CRITERIA

PFC will award the assignment to the successful Bidder, whose bid has been determined to

be substantially responsive and has been determined as the lowest evaluated bid. PFC shall

be the sole judge in this regard. PFC reserves the right to reject any bids without assigning

any reason.

1 | P a g e Scope of Works and Terms & Conditions – Process Advisor for JPCL

Annexure-1

SCOPE OF WORK AND TERMS & CONDITIONS:

APPOINTMENT OF PROCESS ADVISOR (PA)

1 Project Name / Company : Jal Power Corp. Ltd. (JPCL) (3x40 MW) Rangit stage–IV

HEP, Sikkim

2 Details of Scope:

a. Assist Committee of Creditors (“COC”) in holding necessary meetings with

prospective resolution applicants to address their queries.

b. Advise COC in relation to providing clarifications to the queries raised by the

Resolution Applicant and provide requisite inputs in framing replies, including inputs

which may be provided to include any necessary changes in RFRP & EM.

c. Advise COC on potential negotiation points in the Resolution Plan (including

commercial inputs on the definitive agreements) with a view of improving value to the

COC and assist the COC in conducting negotiations with the Resolution Applicants.

d. Assist in evaluating the Resolution Plan and other documents submitted by Resolution

Applicants and shortlist the applicants complying with the pre-qualification criteria

approved by CoC and ascertaining the compliance of the Resolution Plan with respect

to the process documents i.e. Request for submission of Resolution Plan and

Evaluation Matrix.

e. Study of the report including Techno- Economic Viability report prepared by the

Resolution applicant or consultant alongwith evaluation and Sensitivity analysis with

reference to the Resolution Plan submitted by Resolution Applicants.

f. Advise the COC in the feasibility and viability of the Resolution Plan and rank the

resolution plan on basis of the evaluation criteria, its feasibility and viability and other

requirements as specified by IBBI.

g. Suggest modifications as may be required in the Resolution Plan (with a view of

improving the financial proposal/commercial terms of the Resolution Plan).

h. Advise the COC by anticipating potential issues in the transaction structure in

discussion with the legal advisor/ counsel.

i. Evaluating the Resolution plans strictly on the basis of the evaluation matrix and to

prepare comparative analysis (Financial, Technical and Evaluation Matrix) of all plans

received from Resolution Applicants and provide assessment on each plan with

eligible markings and accordingly advise and submit comprehensive evaluation report

and identify the best resolution plan.

j. To assist the COC in declaring of successful resolution applicants, execution of

agreements and defining conditions subsequent to acceptance of letter of intent.

k. Assist the CoC and/or its legal advisor/ counsel during the necessary legal

documentation including all the definitive agreements, which shall be required to be

executed during various stages of the Assignment.

l. Any other work related to the consideration, evaluation and approval of the resolution

2 | P a g e Scope of Works and Terms & Conditions – Process Advisor for JPCL

plan and any incidental work as mutually discussed and agreed.

The Scope of Work is indicative in nature and shall include any other requirement as decided

by lenders towards closure of Resolution Plan.

3 Other Conditions

a. You will not (except in the normal course) publish any article or statement, deliver any

lecture or broadcast or make any communication to the press, including magazine

publication relating to the Corporate Debtor's Assets or to any matter with, which the

Corporate Debtor may be concerned, unless you have previously applied to and

obtained the written permission from the Corporate Debtor/Resolution

Professional/Committee of Creditors.

b. During the course of your engagement, you will be required to maintain utmost

secrecy in respect of any of our technical or other important information which might

come into your possession during the continuance of your assignment with us shall not

be disclosed, divulged or made public by you even thereafter.

c. You will be required to comply with all such rules and regulations as per the

Insolvency and Bankruptcy Code, 2016 along with rules & regulations made there

under from time to time.

d. You shall make yourself or your authorized representative available as and when

required by us or Committee of Creditors to explain and provide any

clarification/doubt about the special audit report.

e. You will not accept any present, commission or any sort of gratification in cash or

kind from any person, party or firm or Company having dealing with the Corporate

Debtor and if you are offered any, you should immediately report the same to the

Resolution Professional.

f. You will be responsible for safekeeping and return in good condition and order of all

Corporate Debtor's property, which may be in your use, custody or charge.

g. By signing on this document you agree and confirm that you are not disqualified from

being appointed as registered valuers as per Regulation 27 of the Insolvency and

Bankruptcy Board of India (Insolvency Resolution Process for Corporate Persons)

Regulations, 2016, i.e. you are not a relative of the Resolution professional, nor a

related party of the corporate debtor, nor an auditor of the corporate debtor in the five

years preceding the insolvency commencement date; neither a partner or director of

the insolvency professional entity.

h. You agree to indemnify and hold harmless the Lenders (PFC and PNB) and its

affiliates, its directors, officers, employees and other advisors free from all actions,

claims, proceedings, losses, damages, costs and expenses, whatsoever and however

caused, incurred, sustained or arising, which the Lenders (PFC & PNB) and its

directors, officers, employees and other advisors may suffer, arising from, or in

connection with, the provision of the services. This provision shall survive the

termination of the engagement for any reason

i. In the event of any dispute arising out of or in connection with the term of the instant

agreement or breach thereof, the same shall be referred to arbitration of a sole

arbitrator to be appointed by Lenders (PFC and PNB) as per the provisions of the

Arbitration and Reconciliation Act, 1996. The arbitration shall take place at Delhi and

3 | P a g e Scope of Works and Terms & Conditions – Process Advisor for JPCL

will be subjected to the jurisdiction of the Hon'ble High Court at Delhi. The arbitral

proceeding shall be governed by the Arbitration and Conciliation Act, 1996 the

provisions of the Arbitration and Reconciliation Act, 1996. The arbitration shall take

place at Delhi and will be subjected to the jurisdiction of the Hon'ble High court at

Delhi. The arbitral proceeding shall be governed by the Arbitration and Conciliation

Act, 1996.

The court at Delhi only and no other court can to have jurisdiction over this subject

dispute.

4 Delivery Timelines

a. Date of commencement of assignment as the Process Advisor will be from the date of

issuance of LoA (Letter of Award).

b. Total period of assignment shall be upto execution of Definitive Agreements (i.e.

Transfer Date as per RFRP).

You shall endeavor to complete the above deliverables within timelines agreed.

5 Fee Structure:

Your fees and expenses shall be as under:

a. Fees of Rs.___________/- (Rupees _________Only) plus applicable taxes

b. The above prices are inclusive of all out-of-pocket expenses (Base Station of

Operation: Delhi).

Terms of Payment

a. 50% of fees shall be paid on completion of CIRP period (currently January 04th, 2019).

b. Balance fees on execution of Definitive Agreements (i.e. Transfer Date as per RFRP).

In case of issuance of Liquidation Order is issued by Adjudicating Authority (AA), the Balance

Fee shall be paid on receipt of Liquidation Order.

6 Period of Agreement

Total period of assignment shall be upto execution of Definitive Agreements (i.e. Transfer

Date as per RFRP).

7 Confidential Information

In this Agreement, “Confidential Information” means all technical and commercial information

relating to the Company that is disclosed to the PA in writing in the course of carrying out the

scope of work, except for the following:

a. Any information which is generally available to the public other than as a result of a

breach of the PA’s obligations in the Agreement.

b. Any information that the Lenders and/or the company consents to be distributed or

disclosed.

c. Any information that is required by law or the rules of any applicable regulatory

organization, to be disclosed.

The PA understands and acknowledges that the Confidential Information has been developed or

obtained by the Company by the investment of significant time, effort and expense, and that the

4 | P a g e Scope of Works and Terms & Conditions – Process Advisor for JPCL

Confidential information is a valuable, special and unique asset of the Company, which

provides the Company with a significant competitive advantage, and needs to be protected from

improper disclosure.

In consideration for the provision of the Confidential Information, the PA agrees not to disclose

or communicate any of the confidential information to any person, except for disclosure to the

Lenders/underwriters and those directors, employees or affiliates of the PA who need to receive

confidential information for the purposes of executing the Scope of Work.

If it appears that PA has declared (or has threatened to disclose) Confidential Information in

violation of this Agreement, Company shall be entitled to an injunction to restrain PA from

disclosing, in whole or in part, the Confidential Information. Company shall not be prohibited

by this provision from pursuing other remedies, including a claim for losses and damages.

8 Standard of Performance

The PA shall always act, in respect of any matter relating to this Contract or to the Services, as

faithful advisers to the Lenders, and shall at all times support and safeguard the Lenders’

legitimate interests in any dealings with Owner or Third Parties.

9 Conflict of Interests

PFC acknowledges that the PA either on its own or through its affiliates, is engaged in

merchant banking, investment advisory, asset management, securities trading, research,

securities issuance, securities brokerage and financing activities, as well as providing a wide

range of other investment banking, commercial banking and financial advisory services. PFC

acknowledges and agrees that the PA and/or its affiliates may, at any time, provide financial or

other services to, or act in relation to any matter for, other parties with conflicting interests, and

may retain for its own benefit any related remuneration or profit. However, consistent with their

long-standing practice to hold in confidence the affairs of its customers, the PA will not

disclose confidential information obtained from the Company except in connection with its

services to, and its relationship with the Company nor will it disclose to the Company any

confidential information obtained from any other persons.

10 Termination

i. By PFC

PFC may, by not less than 15 days’ written notice to the PA, terminate this contract; if the

PA is in material breach of its obligations pursuant to this Contract and has not remedied

the same within 15 days (or such longer period as PFC may have subsequently approved

in writing) following the issue of PFC’s written notice specifying such breach to the PA.

ii. By the Process Advisor

The PA may, by not less than 15 days’ written notice to PFC, terminate this contract; if

PFC is in material breach of its obligations pursuant to this Contract and has not remedied

the same within 15 days (or such longer period as the PA may have subsequently

approved in writing) following the receipt of PA notice specifying such breach by PFC.

iii. Due to any other reason

If implementation of Resolution Plan does not succeed for any reason whatsoever, the

5 | P a g e Scope of Works and Terms & Conditions – Process Advisor for JPCL

Contract shall automatically stand terminated.

iv. Payment upon Termination

Upon termination of this Contract as per clause i, ii & iii above, PFC, shall make the

following payments to the PA (after offsetting against these payments any amount that

may be due from the PA to PFC and Owner):

a. Remuneration for Services satisfactorily performed prior to the date of

termination;

b. Reimbursable expenditures pursuant to Clause i, ii & iii for expenditures

actually incurred prior to the effective date of termination.

11 Liability:

The PA shall exercise reasonable skill, care and diligence in the performance of their

obligations under the Agreement. In the event of any deficiency in these Services, the PA

shall promptly make up such deficiency at no extra cost to the PFC. Notwithstanding anything

stated in this Agreement, the PA’s maximum aggregate liability (including any third party

liability) hereunder shall be limited to the extent of fees actually received by the PA from the

PFC. The foregoing liability shall arise only if it is finally determined by a Court of competent

jurisdiction to have resulted solely and directly from gross negligence, fraud or willful default

on part of the PA. In no event shall the PA be liable under this clause for consequential,

special, incidental or punitive loss, damages or expenses (including without limitation, loss of

profits, opportunity costs etc.) even if the PA has been advised of their possible existence.

12 PFC’s liability Rested

Notwithstanding to above and hereafter, the PFC and PA shall not be liable for –

a. Any direct or indirect loss/ damage/ injury to the property, manpower or business of the

PA or their affiliates caused due to the act, negligence, misconduct or omission of the

company/ promoters/ PFC officials except as defined herein or by virtue of any

prevalent law.

b. Any direct or indirect loss/ damage/ injury to the property, manpower or business of the

project/ company/ subsidiary/ promoters/ PFC caused due to the act, negligence,

misconduct or omission of the PA and their affiliates except as defined herein or by

virtue of any prevalent law.

13 Liquidated Damages

The reports as desired shall be submitted to the satisfaction of CoC within the timeframe

stipulated above. Any delay in above with reasons attributable to only Process Advisor shall

make liable the PA for a deduction of liquidated damage by the PFC @ 0.5% of the fee of the

stage of payment in question for every week of delay or part thereof subject to a maximum of

5% of total lump sum fee.

14 Governing Law

The Appointment shall be governed by and construed in accordance with the laws of Republic

of India and Courts at New Delhi shall have the exclusive jurisdiction of the subject matter.

6 | P a g e Scope of Works and Terms & Conditions – Process Advisor for JPCL

15 Indemnity

The PA shall indemnify, defend and hold PFC harmless from and against any claim, loss,

liability, cost and expenses (including attorney fees) maximum to assignment fee for damage

to Company’s property arising from the use of equipment / software / data.

16 Arbitration

a. In case of any dispute or disagreement concerning the interpretation of the terms and

conditions stated in this document, including dispute regarded as such by only one of

the party, the parties hereto negotiate in good faith for a period of 30 days to resolve

such dispute.

b. If no settlement is achieved within 30 days, either party may submit such dispute for

Arbitration under the provisions of the Arbitration and Conciliation Act, 1996 and any

enactment and / or amendment thereof for the time being in force.

c. The arbitration award shall be final and binding on both the parties.

d. The place of arbitration shall be New Delhi and Indian Laws are applicable for any

arbitration proceedings.

17 Assignment

The PA shall not assign this Agreement or any portion of it without the prior written consent

of the Lenders of the Company.

18 Communication

Any communication under this appointment shall be made in writing to the address specified

below:

Power Finance Corporation Limited

Mr. Subhash Chandra

General Manager (Projects- ER & NER)

Power Finance Corporation Limited

Urjanidhi, 1 Barakhamba Lane, Connaught

Place, New Delhi - 110001

Annexure - 2

DECLARATION FOR NO CONFLICT OF INTEREST

It is certified that as on date no conflict of interest exists, with any other organization,

department or party(ies) with respect to the nature of work we (Process Advisor) are

applying for and that during the assignment we will not undertake any

assignment/work/job which may affect the interest of the client

Signature_______________

Name__________________

Designation_____________

Stamp__________________

Date_______________

Place_______________

Annexure - 3

AUTHORISATION LETTER

(ON THE LETTER HEAD OF THE ORGANIZATION/FIRM)

I _______________ certify that I am ___________________ of the Organization, organized

under the laws of __________________________ and that _______________________ who

signed the above Proposal is authorized to bind the organization by authority of its governing

body.

Signature:

Full Name:

Address:

(Company Seal)

Annexure – 4: Format for Undertaking

We, undertake that as on date, the Process Advisor / Company/ Individual/ Partnership is not

blacklisted by any of the Government Department/Body/Organisation/PSU and no

investigation & court case is pending against it that would affect the performance of the

subject assignment.

Signature_______________

Name__________________

Designation_____________

Stamp__________________

Date_______________

Place_______________