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MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LTD

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BID DOCUMENT

FOR

OPERATING THE CALL CENTRE AT JALGAON

FOR


BID SPECIFICATION NO. SE/ JLG/TECH/T-10/ 2009-10

LOCAL COMPETATIVE BIDDING

Phone: 0257-2210901 2273059 Fax : 0257-2210149.


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TENDER NOTICE (Published in newspaper) Sealed & Super scribed Tenders in the prescribed forms are invited from eligible agencies, for Operating the Call Center (CC) at Jalgaon under the jurisdiction of Jalgaon Circle, for an estimated cost limited to Rs.20.00/- lakhs. The details of the same tender No. SE/JLG/Tech/T-10/2009-10 will be made available at our web site www.mahadiscom.in. From 21/07/09 in electronic format & is to be downloaded from our web site. The last date for submission of duly filled tenders is 28/07/09 up to 13.00 Hrs. Contact Person 1. Executive Engineer (Adm.) O&M Circle Jalgaon, 0257-2273059,2210901. Superintending Engineer, O&M Circle, Old M.I.D.C. Ajanta Road, Jalgaon.

http://www.mahadiscom.in/


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MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LIMITED TENDER NOTICE

Sealed and super scribed tenders are invited from experienced bidders/agencies for the work of Operation of the Call Centers at Jalgaon Urban City under Jalgaon Circle. The estimated cost of the same tender published in newspapers is amount limited to Rs. 20.00/- lakhs which is amended as amount limited to Rs. 6.00/- Lakhs only. Details are as bellow. INVITATION FOR BID FOR OPERATING THE CALL CENTRE FOR MSEDCL 1.0 Proposals are invited by MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LIMITED for Operating the CALL CENTRE (CC) 2.0 SCOPE OF WORK: - Operation of the Call Centre. 3.0 Specification No. Bid for:- SE /JLG / TECH / Tender No- T-10 / 2009-10. Cost of one set of bid document : Rs.1000/- + 4% VAT extra (Rupees One Thousand plus four % VAT Extra Only) Non Refundable Documents : Entire bidding Document is available from 21/07/2009 onwards only in electric format and is to be downloaded from employer’s website www.mahadiscom.in no hard copy of tender document will be provided. Any change in the tender schedule corrigendum etc. shall also be put up in the website. Prospective bidders are therefore requested to regularly check the website for any update. Due Date & time for : 28/07/2009 up to 13.00 hrs submission of bid Bid opening Date &Time : 28/07/2009 at 15.00 hrs 4.0 QUALIFYING REQUIREMENT ARE AS UNDER 4.1 The bidder will provide satisfactory evidence that: a) The bidder should have been in the business of operating call Centre for at least 3 years. Proof to be submitted in the form of certified true copies of Company Registration Certificate and at least one domestic work order during the above period.


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b) The bidder should have operated at least 2 similar CC projects for 2 different organizations in India for servicing the customers in a time bound manner, with real time data update, running for minimum one year each. Letter from top executive of the bidders’ organization confirming the above must be submitted along with Technical Bid. c) The Bid price amount is considered as Rs 6.0 Lakhs per call center per year. The bidding entity should have a turnover at least Rs. 20 Lakhs in business in each of the last three financial years. Proof has to be submitted in the form of a certificate from Chartered Accountant along with Certified true copies of audited balance sheets for last three financial years. d) The bidding entity should have formal quality certification. 5.0 The bidders shall be required to submit bid security in the form of Bank Guarantee for Rs.6,000 (Rupees Six Thousand only) along with the bid. 6.0 The bidder shall be required to submit a contract performance security in the form of Bank Guarantee for 10% of the contract price in the event of the contract being awarded to him. 7.0 The bidder should keep his offer valid for acceptance for at least 180 days from the date of opening the bid. 8.0 The bidder should submit Registration of Service Tax, Provident Fund. &Company Registration. 9.0 The bidder should submit IT Clearances,/written submitted to IT Dept for last three years along with PAN card 10.0 The bidder should submit the bid in two bid system. • Envelop No-1 …..Technical specification & qualifying criteria. • Envelop No-2 …..Bid Price. • 11.0 Entire bidding Document is available from 21/07/2009 onwards only in electric format and is to be downloaded from employer’s website www.mahadiscom.in no hard copy of tender document will be provided. Any change in the tender schedule


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corrigendum etc. shall also be put up in the website. Prospective bidders are therefore requested to regularly check the website for any update. 12.0 Tender fee Rs.1000/-(One Thousand only) plus 4 % VAT extra per tender may be paid in the form of demand draft. Any bid submitted without attachment of demand draft shall be considered as non-responsive and shall be rejected. 13.0 Any further information required by the prospective bidder in respect of the bid document may be obtained from the Jalgaon Circle office between 14.00 hrs to 16.00 hrs on working days. 15.0 The Distribution Company does not bind itself to accept the lowest or any of the Bids. The Distribution Company reserves the right to reject any bids or all bids without assigning any reasons. Superintending Engineer Jalgaon.


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BID DOCUMENT

FOR

OPERATING THE CALL CENTRE

VOLUME I

TECHNICAL SCOPE AND REQUIREMENT


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Index

Section 1

PROJECT DETAILS 1.1 Project Background 8

1.1.1 Project Brief 8

1.1.2 Purpose 9

1.1.3 Objectives 9

1.1.4 CC Vision 10

1.2 Proposed operation of CC – Process 10

1.2.1 Escalation of supply related complaints 11

1.2.2 Notification of the complaints to the concerned area technical field staff 12

1.2.3 Status enquiry 12

1.2.4 Closing of issues / requests 12

1.2.5 Generation of reports 12

1.2.6 Additional services 13 1.3 PERFORMANCE MONITERING 13

1.4 RESOURCES 16

1.4.1 Organization overview 16

1.4.2 Seating capacity and shift – wise operation 17

1.4.3 Training to the CC staff 17

1.5 TECHNOLOGY 18 2.0 TERMS OF REFERENCE 19

2.1 Scope of work 19

2.2 Operating the CC 20

2.3 Qualifying a user Acceptance Test 21

2.4 Time frame for operation of the CC 21

2.5 The performance of the CC 22

2.6 Implementation Schedule 22


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SECTION 1 ---PROJECT DETAILS 1.1) Project Background 1.1.1) Project Brief M.S. Distribution Company distributes electricity in the North East areas of Mumbai and rest of Maharashtra State with a customer base of around 1 Crs 38 lacs. MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LTD. expends substantial effort and resources in its efforts to realize its mission of ‘ensuring excellence in customer care’. Customers form an important focus of power distribution business and power sector reforms. MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LTD. realizes the significance of customer care for the overall development and well being of the organization. MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LTD. has undertaken this new initiative ‘Call Center’ for delivering better services to customers. The Call Center (CC) will act as an interface between the customer and MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LTD operations in the entire supply related complaint handling processes. The CC will be in the form of a virtual infrastructure at the MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LTD Zone/Circle. It will be a nodal point (for both the customers and internal operations) where all the supply related queries would be handled and forwarded to the concerned area staff. The proposed CC would be at MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY’s offices located within Municipal Corporations limits as given below.

List of proposed call centres at Municipal Corporation in Jalgaon Circle. Sr. no. Call center Corporation District Circle Zone 1 Jalgaon Jalgaon Jalgaon Jalgaon Nashik The details of the above area is as follows:


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Jalgaon No.of O& M Circle 1 No. of O&M divisions 1 No. of O&M subdivisions 2 No. of Section offices/ Distribution Centers 16

No. of HT consumers 205 No. of LT consumers 79283 Number of Complaint Centers 16

No. of seats in the Call center 3

The line of command from the Zones to the Section offices is as follows:

1) Chief Engineer (C.E) (Zone) 2) Superintending Engineer (S.E) (Circle) 3) Executive Engineer (E.E) (Division) 4) Dy Executive Engineer/Assistant (Sub Division) Engineer (Dy.E.E./A.E) 5) Junior Engineer (J.E) (Section office)

1.1.2) Purpose The purpose of setting up the CC is to improve the supply related complaint handling process of MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY LTD. (MSEDCL) and enhance the customer servicing capabilities of MSEDCL. 1.1.3) Objectives The project is to create a representative model for enterprise –wide roll out of the CC channel capable of serving the MSEDCL customers. The CC Anthem –“Customers First” “To provide 24/7 service for quick and efficient resolution of supply related complaints of the MSEDCL customers”

Through an empowered, agile workforce Transparency on service levels and escalation rules Approachable and amiable executives waiting to address customer’s

needs round the clock.


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1.1.4) CC Vision The visioning of the model call center has been done taking into cognizance: The changing Indian Power Sector scenario- A changing competitive landscape Prior to The Electricity Act 2003 (TEA-03) there was very limited amount of discretion on the part of the customers (Power in hands of few). But the post TEA-03 the customers have a choice to select their electricity supplier, from formal market opening to real customer choice (Customer is King). More robust regulation is driving better market access. As a result it is imperative for the existing suppliers to have a relook at their strategy. MSEDCL has an advantage of having a stronghold in the state of Maharashtra, however since electricity is a commodity, a lower tariff and efficient customer service can lure its existing and prospective customers to the competitors. Customer switching will slowly be taking off MSEDCL has to develop and leverage this new initiative since customer satisfaction can be achieved through service differentiation. Need for meeting the rising customer expectations for superior/personalized service. The customer expectations are mounting, they require:

a) Simple easy to use interface b) Courteous and fast service c) Minimum wait time d) Personalized service e) After hours/weekend access to information 1.2) Proposed Operations of CC-- Process The CC will attend to the supply related complaints of the customers. An illustrative workflow is detailed below The customer calls up the toll free number, which will be attended by the Customer Service Representative (CSR-1) (Incoming calls). The CSR will request the customer to give the customer number; once the customer number is logged into the system the current bill of the customer shall popup on the screen of the CSR (The CC solution will be integrated with the MSEDCL CMS). The CSR will confirm the details regarding the static data (Name, Address, etc.) available on the bill with the customer and then take the complaint and issue a token number.

In case the customer is unable to give the customer number, the CSR-1(Incoming calls) will manually feed into the CC software the details regarding the


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customer complaint, the location of the customer and issues a token number/unique identification number. The CSR-2 will have a list of the complaint flashed on his screen as entered by the CSR-1, (he will also be getting the section wise complaint list on his screen) and immediately calls up the Concerned area Technical Field Staff (TFS) and records the time of communicating it to the TFS Once the TFS has solved the query they call back to the CSR-2 who records the actual time of resolution of the complaint into the system and calls the customer informing him of the same. Wherein the customer has not given the customer number, the CSR-2 when making the return call to the customer captures the customer number which updates the database. If the TFS doesn’t call back in the specified time frame the supervisor will escalate the call as per the escalation rules decided by MSEDCL. However all the critical complaints like death/accident will be immediately escalated to the respective Zonal Chief Engineer/O&M Circle Supdt. Engineer/concerned Executive Engineer.. 1.2.1) Escalation of supply related complaints In case of the issues not resolved within the defined service levels, it would need to be escalated to pre-specified higher authorities. Three or more escalations can be made to expedite the complaint resolution process. The choice of escalation authorities would be made based on the criticality of the situation. These authorities could include the AE/EE or even the CE/SE, depending on criticality. The critical complaint of death or accident is directly reported to the CE/ S.E.(O&M Cirlce) The escalation hierarchy would consist of three or more levels of personnel for escalation of complaints. As per MSEDCL norm regarding service standard laid down are as follows ESCALATION from time of receipts of complaint

Level –1 Level –2 Level-3 Total Time limit Time Level Time Level Time Level

Fuse out Complaint

4 2 J.E +1 hrs

A.E +1 hrs

E.E

Low Voltage network

6 2 J.E +2 hrs

A.E +2 hrs

E.E

High Voltage

6 2 J.E +2 hrs

A.E +2 hrs

E.E


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Network

Transformer 24 8 hrs J.E +8 hrs

A.E +8 hrs

E.E

Critical Complaints

Escalated to the C.E

The above rules are tentative and likely to be revised as per modifications if any in MERC Regulations 2005 for standard of performance, electricity supply code and other conditions of supply. 1.2.2) Notification of the complaints to the concerned area technical field staff Complaints would be communicated verbally to the concerned section area Technical field staff by the CSR-2. The details of the customer, location, complaint type etc will be forwarded to the Technical Field Staff. 1.2.3) Status Enquiry Customer can know the status of the complaint by calling up the CC and providing the unique registration number/token number. 1.2.4) Closing of issues / requests Once the issue is resolved, the concerned technical field staff will inform the status to the CSR-2. The CSR personnel will update the status of the complaint as closed and will also intimate the customer of the issue resolution and take a feedback regarding the MSEDCL servicing. 1.2.5) Generation of Reports Personnel at the CC would be responsible of generating reports on operations daily. Printing and sending of various reports to MSEDCL officials as per directions of the concerned Superintending Engineer.

• Daily • Weekly • Monthly • Quarterly reporting to the HO regarding the performance of the CC duly

certified by the S.E (O&M) Circle/ concerned E.E These reports will contain important information like area wise complaints; call resolution rate, escalation reports, and call-based reports indicating different types of service will be provided by MSEDCL.


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1.2.6) Additional services: Apart from handling the supply related complaints the CC staff can also provide the following services:

a) Billing Complaints: CSR should provide the customers the bill amount, the due date etc. The CSR will take issues related to the customer and pass on the information to relevant MSEDCL authorities or give the name of the concerned area section office address/personnel to be contacted. CSR will pass on the feedback/resolution to the customer on the information provided by MSEDCL.

b) Payment Reminders: The supervisor will follow-up with the customers regarding payments. The appropriate details of such overdue customers would be provided by MSEDCL to the CC Manager.

c) Lead generation and marketing of services: The above shall be done by MSEDCL through the CC personnel for example new payment modalities like direct debit facilities & bill payment could be explained to the customers. The CSR should inform the customers regarding tariff or any new service provided by MSEDCL viz. Krishi Yojana, Sanman Yojana etc.

d) Within group messaging, SMS etc. e) email, Fax, mobile alerts etc. as directed by MSEDCL. 1.3) PERFORMANCE MONITORING:

1. The CC operations will be monitored monthly by the C.E (Zone)/ S.E (O&M) Circle as per the SLA’s executed between MSEDCL and the services vendor.

2. The vendor will also be responsible

a) for ensuring that the CC software application supplied by MSEDCL is installed and deployed

b) for getting his staff trained from the MSEDCL’s CC Software vendor. c) for escalating the issues pending beyond the defined services criteria

(Customer Charter) laid and agreed by MSEDCL for handling customers. This will enable MSEDCL monitoring and enhancing customer servicing function.


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The following table maps the post commissioning process, domain and the hierarchical responsibility. Sub process Activity Domain Hierarchical

Responsibility

Process Complaints-Call Center

Accept Customer Complaint Service Vendor

CSR-1

Logging and Resolving Customer Issue

Service Vendor

CSR-1

Tagging Customer Complaint with token number

Service Vendor

CSR-1

Refer Complaint to Appropriate Group for Resolution

Service Vendor

CSR-2

Escalate Issues Service Vendor

Supervisor

Follow-up with customer to ensure resolution has occurred

Service Vendor

CSR-2

Provide Customer Training

Identify Training Needs Software Vendor

Supervisor

Develop training plan Software Vendor

Training Coordinator

Maintain service master Software Vendor


Develop training documentation Software Vendor


Deliver Training Software Vendor


Manage training schedule Software Vendor


Evaluate Training Effectiveness (Perform Quality Control)

Software Vendor


Record training documentation Software Vendor


Evaluate Performance

Measure Service Results MSEDCL Call Center Supervisor

Track customer comments and complaints

Service Vendor

Call Center Supervisor


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Sub process Activity Domain Hierarchical

Responsibility

Outline Customer Quality

Requirements MSEDCL Call Center

Supervisor Check Field Performance Service

Vendor/MSEDCL


Chart Efficiency Call Center Supervisor

Evaluate performance-Call center

Review server audit log MSEDCL S.E (O&M) Circle

Measure traffic per time period Service Vendor


Measure traffic per section office

Service Vendor


Measure request processing time

Service Vendor


Measure call abandonment rate Service Vendor


Measure average hold time Service Vendor


Measure Average Speed of Answer (ASA)

Service Vendor


Measure Average Speed of Answer (ASA)

Service Vendor


Review customer complaints for performance related issues/ Assess the performance of the Call Center

Service Vendor

C.E/S.E (O&M) CIRCLE (Zone) & Call Center Supervisor

Adjust system memory, storage and access capacity as needed

Service Vendor

System Manager


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1.4) RESOURCES 1.4.1) Organization Overview For the CC to be successful, the significance of the CC and its impact on each and every person should be well communicated across the organization. The concept is not to have a stand alone functionality of the CC but to make each and every person accountable. Hence clearly defined escalation rules starting from level zero to level 3 should be done at each of the section offices/subdivisions. Proposed organization structure is as under: 1. The CC will be coming directly under the S.E (O&M) Circle/Concerned E.E Under him will be the

Supervisor Customer Service Representatives

3. The software systems manager will be the existing personnel from the IT

team of MSEDCL to help the Call Center regarding any integration required with MSEDCL’s legacy system. In addition to this there may be network administrator from H/W & S/W vendor responsible for the H/W and S/W maintenance.

4. The Technical Support Team will be the field staff from various subdivisions and

the section offices.

CSR-2

Technical Field Staff

Engineers,

Linesma

CE – Zone/ S E O&M Ci l

Systems

Trainin

Systems Manager

Network

Ideal Organization Chart for MSEDCL - Call Center

CSR -1

Outbound

Inbound

Supervi


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1.4.2) Seating Capacity and Shift-wise Operation The CC will operate in three shifts in a day working 24 hours for all 7 days a week (24/7). The seating capacity for various Municipal Corporations is as under:

Municipal

Corporations

Minimum number of

CSRs in a day

No. of CSR in a shift

Jalgaon

6

3-2-1

Each shift will be managed by a Supervisor. CC Manager will be overall in charge of call center and will be residential. CC Manager will be contact person for bidder for day to day working. The bidder should provide details of his implementation and support project team composition for the complete project tenure. The CC Manager will be reporting to the C.E/S.E (O&M) Circle/ concerned E.E. of MSEDCL. He/ she will be over all in charge of the operations of the CC and provide guidance to the CC team. 1.4.3) Training to the CC Staff The CC staff needs to be well-oriented and knowledgeable in the following to guide and assist customers: The services bidder will have to provide the requisite number of skilled personnel. The CSR would be provided at least the minimum training on all modules to allow cross-functionality and replacement to be undertaken easily by the software vendor. The services vendor should provide the CSR training on the following:

Sl.No Particulars

1. Service to be provided in the CC and the associated service levels to answer customer queries.

2.

Area Details

3.

Customer Charter

The Supervisor should be given training on the following with an aim to develop the service, technical and functional skills by the services vendor:


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1. Customer Charter

2.

Escalation rules of MSEDCL

3.

Customer related policies and procedures

1.5) TECHNOLOGY A diagrammatic representation of the technology that is recommended is as below:

CSR CSR CSR CSR CSR CSR CSR CSR

PublicNetwork

1600-HT

Agent 1 X XAgent 2 X X X X Agent 3 XX XAgent 4 XX X X X X

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Sale

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Skill DataANI/DNISANI/DNIS

PBX/ACDPBX/ACD

CTICTI

Customer needs are matched with skills data

complaintsCMS

Legacy Systems

1600-LT

“Yes”

“No”

Acct # Entered


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1600-HT


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complaintsCMS

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1600-LT

“Yes”

“No”

Acct # Entered

1 Personal Business

Exchange (PBX) Automatic Queuing

2 Automatic Call Distributor (ACD)

Intelligent Routing, Intelligent queuing, Call back messaging, Statistics

3 DNIS/ANI Dialed Number Identification System/ Automatic Number Identification

4 Computer Telephony Integration (CTI)

Intelligent Routing, Statistics and reporting, life of call reporting, intelligent transfers and call control. Transaction processing capability to the agent desktop


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2) TERMS OF REFERENCE Operating an effective & efficient CC 2.1) Scope of Work MSEDCL wishes to enter into a contract with the selected party in enabling day-to-day operations of the CC in an efficient and effective manner on their behalf. The CC would cater to the MSEDCL Customers in Jalgaon Circle, would be operated in three shifts in a day working 24 hours for all 7 days a week (24/7) The bidders’ scope of work is as follows: A) Ensuring that the CC software application supplied by MSEDCL is installed and deployed B) Getting the personnel trained on the MSEDCL’s CC Software. C) Day -to-day operations management of the CC as mentioned in 1.2 Handling customer complaints-

i) Supply related complaints ii) Billing queries

D) Reporting i) Daily Reporting as mentioned in 1.2.5 ii) Escalation Reporting as mentioned in 1.2.1

E) Marketing Activities

i) Payment Reminders as mentioned in 1.2.6 (b) ii) Marketing services as mentioned in 1.2.6 (c)

Responsibility of MSEDCL: a) Provide the basic amenities to the vendor call center team including air-conditioned office space, chairs, redundant power supply, telephone/mobile line etc. b) Provide all necessary facilities and access to the vendor; to access MSEDCL’s MIS and other necessary database c) Payment of operational expenses viz.monthly telephone/mobile bills, rent and electricity costs on actuals. d) Provide geographic and technical field support to enable efficient redressal of complaints by MSEDCL staff. e) Provide details regarding complete demographic and employee contact details that will be mapped to this project to the services vendor. f) Provide CC software and CC Technology g) Necessary marketing campaigns towards the CC initiative The scope of the bidder would include the following:


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Sr. No

Particulars Service Bidder

1. Initiation of the project 2 Understanding of the MSEDCL systems 3 Installation and Implementation of the software 4 Training to the CC staff 5 User Acceptance Test (UAT) –Stage 1 6 Go Live- Stage-1 7 Integration of the CC software with the CMS 8 User Acceptance Test (UAT)- Final 9 Go Live- Final 10 Managing Live Operations 11 Warranty and Annual Maintenance Contract N.A

• Setting up the CC solution The successful bidder would be required to setup the CC software in the premises provided by MSEDCL

a) Ensure that the CC software supplied by M/s. Zoom Developers is installed on the hardware supplied by MSEDCL. The address of Zoom Developers is enclosed in Annexure 11.

b) Deploy the customized software application supplied by M/s. Zoom Developers

c) Getting the CC personnel trained on the CC software provided by M/s. Zoom Developers at bidders cost and expense.

2.2) Operating the CC The successful bidder (i.e. the vendor) would be required to supply the personnel for manning the CC and operating the day-to-day workings of the CC in the premises provided by MSEDCL. The bidder would: a) Provide skilled CC team members and train them on MSEDCL process. The skilled CC team will be approved by the concerned IT centre at the respective Zone/Circle. The CC team members should be conversant and fluent in Marathi. b) Operate the CC as per the process/service standards laid down. c) CC Manager should be Residential at Jalgaon. SERVICES SPECIFICATIONS: The Services should include capturing of all the customer interaction at the CC. The services should ensure the following: Interface with the Customers

1. Scalability to Business Volumes


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2. Data Management 3. Education/Training/ Documentation

FUNCTIONALITY OF THE SERVICES: Essential functionality of the CC services.

1. Logging, tracking, and managing problems 2. Analysis & Reporting

• Identify trends, • Recurring equipment problems, • Recurring issues, • Time to resolve, • Performance of support personnel such as number of calls handled per

agent, • Duration to resolve a query, • First contact resolution rate • Complaint Tickets issued reports

2.3) Qualifying a User Acceptance Test There will be two Qualifying a User Acceptance Test (UAT) on the functioning of the CC prior to commencement of operations as defined in the implementation schedule clause 2.6 2.3.1) Stage –I UAT and Go Live The stage-I UAT will be after installation of both hardware and software and thereafter the CC will ‘Go Live’ These tests shall be performed before the CC can ‘go live’. Several real time scenarios will be simulated to test the performance of the systems, software application. 2.3.2) Final UAT will be after the integration of the CC software with the CMS. An acceptance test on critical operational parameters such as how well the CC software is integrated with the CMS. The final Go live stage will be after passing this Qualifying User Acceptance Test. 2.3.3) These tests will be conducted in presence of the MSEDCL officials and the decision of the S.E (O&M) Circle will be binding and final. 2.4) Time frame for Operation of the CC The vendor shall be responsible for supplying the CC staff and operating the CC during the contract period of 1 year. Operating the CC on a contractual basis as per pre-specified Service Level


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Agreement (‘SLA’). The SLAs shall be mutually discussed and finalized with the vendor and the same shall form part of the contract with the vendor. The contract for operating the CC may be further extended upon agreement by both the parties. Good working environment should be maintained and the CC team members should be provided continuous training by the bidder. ( Please refer clause no.3 of Section I) 2.5) The Performance of the CC The performance of the CC would be monitored from time to time. The reports originating should give some insights of performance of the call center vis-a vis the standards. The standard metrics to measure the performance of the call center is as defined below The following table shows the typical metrics used to track the performance of the call center Service Level Calls Routed or overflowed Average Speed of Answer Calls Transferred Calls Abandoned Trunk Utilization Calls Answered Blockage Calls Offered Agent Availability Talk Time Agent Utilization Work Time Cost Per Call Handle Time FTE Hold Time Agents per supervisor Max Delay Inquiry Resolution Calls per CSR/month # ACD groups 2.6) Implementation Schedule Sr. No

Particulars Time Frame in months (Zero date)

1. Initiation of the project 1st Aug. 2009

2 Understanding of the MSEDCL systems

01.08.2009

3 Installation and Implementation of the software

N.A.

4 Training to the CC staff Aug. 2009

5 User Acceptance Test (UAT) –Stage 1


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6 Go Live- Stage-1

7 Integration of the CC software with the CMS

8 User Acceptance Test (UAT)- Final

9 Go Live- Final

10 Managing Live Operations Ongoing

11 Warranty and Annual Maintenance Contract

N.A

Note-The operation of call centre is in working condition at present. Hence live working should be commenced immediately from 01.08.2009. In the process above activities if required should be performed. No breaking of services already running will be allowed. Any change in reference Zero date will be communicated separately .


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VOLUME-II

FINANCIAL SPECIFICATIONS

SECTION-1

INSTRUCTION TO BIDDERS


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Index

Section 1

INSTRUCTIONS TO BIDDERS

SECTION – 1 1 Intent of Bid specifications 26 2 Qualification requirement of bid 26 3 Time schedule 28 4 Bid documents 28 5 Interpretation of bid documents 30 6 Amendment of Bidding documents 30 7 Language of the bid 30 8 Preparation of the bid 30 9 Conformation to be given by the bidder 31 10 Bid price 31 11 Taxes and duties 31 12 Price Basis and payments 31 13 Format and signing of the bid 31 14 Bid security (Earnest money deposit) 32 15 Period of validity of bids 33 16 Technical Evaluation 33 17 Bid clarifications 33 18 Submission of bids 33 19 Dead line for submission of bid 34 20 Late bids 34 21 Modification and withdrawal of bids 34 22 Bid opening – Technical proposal 35 23 Policy for bid under consideration 35 24 Deviations 35 25 Alternative offer 36 26 Preliminary Examination 37 27 Technical evaluation 37 28 Financial bid opening and evaluation 38 29 Comparison of Bids 38 30 Award of the contract 39 31 Signing of contract Agreement 39 32 Contract performance security 40 33 Check list 40 34 Annexures and schedules 41


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SECTION-1 INSTRUCTION TO BIDDERS 1 INTENT OF BID SPECIFICATIONS 1.1 The intent of this specification is to enter into single contract covering completely the scope of work specified in the accompanied specification forming completely coordinated and engineered package, all in accordance with the specifications as detailed out in the various sections of this bid document. 1.2 The owner in order to implement the project envisages entering into single responsibility contract with the successful bidder. 1.3 It will be two bid submission i.e. Technical Bid & Financial bid (Price bid). Each Bid should be enclosed in a separate envelope super scribed clearly. These bids should be enclosed in a separate envelope super scribed clearly. These envelopes together should be enclosed in a single envelope, which should be sealed and super scribed as “Proposal for Operating Call Center at Jalgaon ” 1.4 Bid not covering the entire scope of work as detailed in the Bid Specification will be treated as non-responsive and hence rejected. 1.5 However MSEDCL reserves the right to split the scope in any number of contracts. 2 QUALIFICATION REQUIREMENT OF BID

2.1 The bidder should provide evidence regarding the following:

a) The bidder should have been in the business of operating Call Centre for at least 3 years.Proof to be submitted in the form of certified true copies of Company Registration Certificate and at least one domestic work order during the above period. b) The bidder should have implemented at least 2 similar CC projects for 2 different organizations in India for servicing the customers in a time bound manner, with real time data update, running for minimum one year each. Letter from top executive of the bidders’ organization confirming the above must be submitted along with Technical Bid. c) The bidding entity should have a turnover at least Rs. 20 lakhs in services business in each of the last three financial years. Proof has to be submitted in the


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form of a certificate from Chartered Accountant alongwith Certified true copies of audited balance sheets for last three financial years. d) The bidding entity should have formal Quality Certification.

e) The bidders shall be required to submit bid security in the form of Bank Guarantee for Rs.6,000 (Rupees Six Thousand only) along with the bid. f) The bidder shall be required to submit a contract performance security in the form of Bank Guarantee for 10% of the contract price in the event of the contract being awarded to him. g) The bidder should keep his offer valid for acceptance for at least 180 days from the date of opening the bid. h) The bidder should submit Registration of Service Tax, Provident Fund. &Company Registration. i) The bidder should submit IT Clearances,/written submitted to IT Dept for last three years along with PAN card. j) The bidder should submit the bid in two bid system. • Envelop No-1 …..Technical specification & qualifying criteria. • Envelop No-2 …..Bid Price. k) Entire bidding Document is available from 21/07/2009 onwards only in electric format and is to be downloaded from employer’s website www.mahadiscom.in no hard copy of tender document will be provided. Any change in the tender schedule corrigendum etc. shall also be put up in the website. Prospective bidders are therefore requested to regularly check the website for any update. l) Tender fee Rs.1000/-+ 4% VAT extra (One Thousand plus 4% VAT extra only) per tender may be paid in the form of demand draft. Any bid submitted without attachment of demand draft shall be considered as non responsive and shall be rejected. m) Any further information required by the prospective bidder in respect of the bid document may be obtained from the Jalgaon Circle office between 14.00 hrs to 16.00 hrs on working days n) The Distribution Company does not bind itself to accept the lowest or any of the Bids. The Distribution Company reserves the right to reject any bids or all bids without assigning any reasons.


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3 TIME SCHEDULE The owner’s requirement of operating the Call Centres is for a period of 1 year, which shall be extended after completion of first six months, after review of performance at the discretion of MSEDCL. 4 BID DOCUMENTS 4.1 The bid documents for the scope of work are arranged as follows: VOLUME I- TECHNICAL SCOPE AND REQUIREMENT VOLUME II- FINANCIAL SPECIFICATION Section -1- INSTRUCTIONS TO BIDDERS This section contains the instructions to Bidders giving the information in general as to how to submit a bid, mode of evaluation etc.

Section -2- GENERAL CONDITIONS OF CONTRACT This section contains the general requirements, general terms and conditions of the contract to be entered into with the successful bidder. Section -3- SPECIAL CONDITIONS OF CONTRACT This section contains special terms and conditions of the contract to be entered into with successful bidder. VOLUME II shall also contain the corresponding annexure, price schedule etc. 4.2 The bidder is expected to furnish all forms, terms and specifications in the Bidding documents. Failure to furnish all information required as per the bidding documents or submission of a bid not substantially responsive to the bidding documents in every respect will be at the Bidder’s risk and may result in rejection of his bid. 4.3 The bidder shall bear all costs associated with the preparation and submission of the bids. The submission of any bid connected with these documents and specifications shall constitute an agreement that the Bidder shall have no cause of action or claim against the owner for rejection of its bid or if the owner may elect to withdraw the invitation to bid. The owner shall always be at liberty to accept or reject any bid or bids at its sole discretion and any such action shall not be called into question and the bidder shall have no claim in that regard against the owner. The owner is not bound to give any reasons for the rejection of the Bid. 4.4 The Bidder shall note the following:

a) Bid Documents are not transferable b) Not more than one bid for work shall be submitted by the one bidder or one firm of bidders. c) If the bidder submits more than one bid, by way of submitting bid under the name of the firm and submits another bid as a joint venture partner or have interest or participation in more than one bid, in such eventuality, all the bids


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are liable for rejection. The Bidder in his own interest should ensure that only one bid is submitted d) If the Bidder deliberately gives wrong information in his bid to create circumstances for the acceptance of the bid, the owner reserves the right to reject such bid and/or cancel the order if placed. e) Bid documents submitted by the bidder shall become the property of the owner and the owner shall have no obligation to return the same to the bidder. f) Bid must cover the entire scope of work (as full package) as specified in VOLUME I- TECHNICAL SCOPE AND REQUIREMENT g) Bid covering partial scope of work will not be accepted.

4.5 Bidder to inform himself fully: 4.5.1 The bidder shall make independent enquiry and satisfy himself as to all the required information, inputs, conditions and circumstances and factors, which may have effect on its bid price and also on the execution of the work, covered under these specifications and documents. In assessing the bid it is deemed that the bidder has inspected and examined the site conditions and its surroundings, examined the laws and regulations in force in India, and also the risks, contingencies and other circumstances, which may influence or affect the execution of the works as specified in these bid specification. 4.5.2 In their own interest, the bidders are requested to familiarize themselves with the Income Tax Act, the Companies Act, the Customs Act and all other related acts and laws prevalent in India. The owner shall not entertain any request clarifications from the Bidders regarding the local laws and conditions. The bidder shall understand and agree that before submission of their bid all such factors as generally brought out above, have been fully investigated and considered while submitting the bid. No claim for financial adjustment to the contract awarded under this specification and documents shall be entertained by the owner. The owner shall not permit any change in the time schedule or any financial adjustment arising thereof which are based on lack of clear information for such site conditions, laws and regulations and other related information and/or its effect on the price quoted in the bid. 4.5.3 Availability of Acts and Regulations: The various acts and regulations referred in this documents are normally available for sale at the following address: Deputy Controller Public Department, GOI, New Delhi-110006 INDIA OR With leading authorized booksellers.


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5 INTERPRETATION OF THE BID DOCUMENTS 5.1 If any bidder finds discrepancies or omissions in the Bid Specification documents or is in doubt as to the true meaning of any part of the bid document or scope of work to be executed he shall at once submit a written request for clarification or interpretation of the doubt in question. 5.2 Bidders may request a clarification of any of the Bid documents not later than 4 days prior to the bid submission date indicated in the Invitation to Bid. 5.3 Any request for clarification must be sent in writing by paper mail & facsimile to MSEDCL address indicated in the Invitation to Bid. 5.4 MSEDCL will respond by paper mail or facsimile to such requests and will send copies of the response, including an explanation of the query to all interested bidders who intend to submit proposals. 6 AMENDMENT OF BIDDING DOCUMENTS 6.1 At any time before the submission of Proposals, MSEDCL may, for any reason, whether at its own initiative or in response to a clarification requested by an interested bidder, modify the bid documents by amendment. Any amendment shall be issued in writing through addenda. 6.2 Addenda shall be sent by mail, facsimile, or electronic mail to all interested bidders and will be binding on them. 6.3 Any such modification will overrule the original version and previously modified version. MSEDCL may, at its discretion, extend the deadline for the submission of Proposals. 7 LANGUAGE OF THE BID All information given in the bid shall be in English Language. Information in any other language shall be accompanied by its translation in English. Failure to comply with this requirement may disqualify the bid. In the event of any discrepancy in the meaning, the English Language copy of all documents shall govern. 8 PREPARATION OF THE BID 8.1 The original Technical Proposal and Financial Proposal shall be prepared in indelible ink. It shall contain no inter-lineation or overwriting, except as necessary to correct errors made by the bidder itself. The authorized representative must initial any such corrections.


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8.2 An authorized representative of the bidder should affix his/her signature wherever required in the Proposal. The representative's authorization should be considered by a written power of attorney accompanying the Proposal. 9 CONFORMATION TO BE GIVEN BY THE BIDDER Any amount or amounts, which may become due and payable by the contractor under this contract, may be deducted by the owner from any amount due or becoming due by him to the Contractor under any other contract. 10 BID PRICE The Bidder shall indicate on the appropriate Price Schedule attached to these documents, bid prices for operating the CC, as detailed scope mentioned in Section 1 clause no 2 10.1 Prices shall be indicated in the price schedule separately in following manner;

a) Cost of operating the CC for one years. Total price of contract (a) above taken as bid price for evaluation The Bidders separation of price components in accordance with above will be solely for the purpose of facilitating the payment purpose only. 11 TAXES & DUTIES 11.1 The bidder should quote his price inclusive of service tax (as applicable), other taxes and duties if applicable. 11.2 As per the new TDS provision income tax is to be deducted at source as per the rules. Further the Value added Tax (VAT) as applicable will be charged 11.3 Any statutory application of the tax such as service tax in future will be to the contractor’s account. 12 PRICE BASIS & PAYMENTS The Bidders shall quote, in their proposal, price for the entire scope of the works as required in the Bid proposal sheets in Indian Rupees only on firm price basis. A bid submitted with price variation shall be summarily rejected. 13 FORMAT & SIGNING OF THE BID 13.1 The Bid must contain the name, residence and place of the business of the person or persons submitting the bid and must be signed and sealed by the Bidder with his usual signature. The names of persons signing the bid should also be typed


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or printed below the signature. All pages of the bid, drawings and other documents shall be initialed and signed at the lower right hand corner with blue ink only. 13.2 The bid by a partnership firm must be furnished with full names of partners and be signed with the partnership name followed by the signature of the authorized representative(s). A bid submitted by a person who affixes to his signature the word President, Managing Director, Secretary, agent or other designation without disclosing his principle shall be rejected. 13.3 Bid submitted by Corporation, Companies must be signed with legal name or the corporation/company by the president, Managing Director or any other person authorized to submit the bid on behalf of the corporation/company in the matter. Satisfactory evidence of the person signing on behalf of the bidder shall be furnished thereof with the bid. The bidders name on the bid shall be the exact legal name of the firm/corporation/company. 13.4 Proposals containing erasures or alterations are liable to be excluded from the evaluation process. 14 BID SECURITY (EARNEST MONEY DEPOSIT) 14.1 The bid must be accompanied with Bid security for an amount equal to Indian Rs.6,000 (Rupees Six Thousand only) for covering the entire scope of work. The bid security will be denominated in Indian Rupees only. 14.2 The bid security shall be denominated in one of the following forms:

a) The bid security in the form of a Bank guarantee issued by any branch located in Maharashtra of Nationalised / scheduled bank should be in the format provided in Bidding document and the same should be valid for 30 days beyond the validity period of the bid. b) Any tender not accompanied by the requisite Earnest Money Deposit (EMD) shall be rejected and not be considered for evaluation.

d) The bid security shall be returned after acceptance of the LOA by the bidder

d) The contract performance security is provided by the bidder and acceptable to MSEDCL. e) Unsuccessful Bidders bid security will be discharged/returned as promptly as possible but in any case within one month beyond the validity of the bid. f) The bid security may be forfeited, if a bidder withdraws his during the period of the bid validity. g) In case of the successful bidder, the bid security shall be forfeited if the bidder fails to furnish contract performance security. h) No interest shall be payable by MSEDCL on the above bid security.


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15 PERIOD OF VALIDITY OF BIDS 15.1 The bids shall remain valid for a period of 180 days from the date of bid opening prescribed by MSEDCL. A bid valid for shorter period may be rejected by MSEDCL as non-responsive. 15.2 In exceptional circumstances, MSEDCL may solicit the bidder’s consent for an extension of the period of validity. The request and the response thereafter shall be in writing. A bidder may refuse the request without forfeiting its bid security. A bidder granting the request shall not be permitted to modify his bid. The bid security furnished by the bidder shall also be suitably extended. 16 TECHNICAL EVALUATION. The technical bid will be evaluated on the following:

a) Proposed Project Methodology b) Skilled Manpower Profile c) Proposed Services d) Past experience in operating similar projects e) Experience in working with government/semi-government utilities

17 BID CLARIFICATIONS 17.1 MSEDCL will entertain only request for clarifications received in writing by

paper mail, facsimile. Any requests for clarification received one day before the bid opening date will not be entertained.

18 SUBMISSION OF BIDS 18.1 For each Proposal, the bidders should prepare in two copies. Each Technical Proposal and Financial Proposal should be marked "Original" or "Copy" as appropriate. If there are any discrepancies between the original and the copies of the Proposal, the original governs. 18.2 Proposals containing erasures or alterations are liable to be excluded from the evaluation process. 18.3 The original, the copy of the Technical Proposal shall be placed in a sealed inner envelope clearly marked "Technical Proposal". The original and the copy of the Financial Proposal should also be placed in a sealed envelope clearly marked "Financial Proposal" along with a warning: "Do not open with the Technical Proposal." The bid security shall be submitted in a separate sealed cover along with the bid.


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18.4 All these three envelopes shall be placed into an outer envelope and sealed. This outer envelope shall be super-scribed with the following information: a) Addressed to Superintending Engineer, M.S. Electricity Distribution Company Limited, Vidyut Bhavan, Old M.I.D.C, Ajanta Road, Jalgaon-425003. >, <<Insert address>>>, b) Name & Address of the bidder c) Invitation for bid no. SE/JLG/Tech/T-10/ 2009-10 e) Submission address f) Whether the proposal is valid for a period of 180 days (Yes/ No) If the outer envelope is not sealed and not marked as per the requirement, the owner shall assume no responsibility for the bids misplacement or premature opening. 19 DEADLINE FOR SUBMISSION OF BID 19.1 The completed Technical and Financial Proposal along with the bid security must be delivered at the submission address on or before the time and date stated in the invitation to bid. 19.2 The bidder has option of sending the bid by registered post or submitting the bid in person so as to reach the owner at the designated address at time and date stipulated by the MSEDCL. Bids submitted by telegram/telex shall not be considered under any circumstances. MSEDCL shall not be responsible for any postal or transit delays. 19.3 MSEDCL may at its discretion extend the deadline for the submission of the bids by amending the bidding documents, in which case all rights and obligations of the owner and the bidders previously subject to dead line thereafter are subject to the deadline as extended. 20 LATE BIDS Any Proposal received after the closing time for submission of proposals shall be returned unopened. 21 MODIFICATION & WITHDRAWAL OF BIDS 21.1 The bidder may modify or withdraw its bid after the bid submission, provided that written notice of the withdrawal or modification indicating the modification


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therein is received by the owner prior to the deadline prescribed for submission of bids. 21.2 The bidders modification or withdrawal notice shall be prepared sealed marked and dispatched as per clause 18. Withdrawal notice may also be sent by a fax to be followed by a signed confirmation copy, which should be received by the owner not later than the deadline for submission of the bids, 21.3 No bid can be withdrawn during the interval between the deadline for submission of bids and expiration if the period of bid validity specified by the bidder on the bid form. Withdrawal of the bid during this interval shall result in forfeiture of the bidder’s bid security. 22 BID OPENING- TECHNICAL PROPOSAL 22.1 The date and opening of the bids shall be indicated in the invitation for bid. 22.2 In case of receiving/opening of the bids happens to be a holiday for MSEDCL, the bids shall be opened on the next working day at the same appointed time. 22.3 The main cover of the bid and envelope marked ‘Technical Bid’ will be opened in the presence of the representatives of the Bidders who choose to attend. 22.4 Maximum of 2 persons per bidder shall attend. Their signatures shall be obtained in a register evidencing their presence at the time of opening and certifying that all bids submitted were opened. 22.5 MSEDCL would shortlist the bidders based on the Qualification Requirement of bid and Technical Evaluation criteria. MSEDCL might call short listed candidates for presentation. 22.6 Based on presentation (if called), the bidders will be further short-listed and financial bid of such bidders will only be opened. 23 POLICY FOR BID UNDER CONSIDERATION Any effort by the bidder to influence the Client in the proposal evaluation, proposal comparison or contract award decisions may result in the rejection of the bidder's proposal. 24 DEVIATIONS 24.1 MSEDCL desires that the Bidder shall perform all the works strictly in accordance with the requirements stipulated in this bid specification. The owner further desires that the Bidder shall abide by the terms and conditions of this bid


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specification without any major deviations. In case however any Bidder desires to submit the bid with any minor deviations, then all such deviations shall be clearly outlined and consolidated under the relevant deviation schedules. All departures from the specification involving technical particulars, parameters etc. shall be brought out in schedule of Technical Deviations and departures involving the General conditions and Special Conditions stipulated in Volume-II Section-2 and Volume –II Section-3 of the bid document. 24.2 For any deviation stated in the deviation schedule if the Bidder has given a price implication, the same will be taken into account in the evaluation of the bid during the financial bid evaluation step of the bid. 24.3 For any deviation stated in the deviation schedule if the Bidder does not give a price implication in clear terms or states will be discussed at a later date, or words to similar effect then the Owner will determine the price implication in accordance with the generally accepted procedure and the same will be taken into account for evaluation of the bid, but not for ordering. 24.4 In case a Bidder takes a deviation elsewhere in the bid without including the same in the relevant deviation schedule the evaluation will be done on the basis that the deviation indicated elsewhere are deemed to have been withdrawn by the bidder without any price implication to the Owner. The successful Bidder will, therefore, have no claim for maintaining these deviations in the contract agreement and also for any financial gain or advantage out of such deviations. However, if the deviation mentioned elsewhere in the bid is advantageous to the Owner, the same shall be considered at the time of placement of order but not evaluation of the bid. 24.5 Notwithstanding above if any error/deviation is found elsewhere in the bid (but not in the deviation schedule) regarding scope of work/bill of materials, then the same will be quantified by the Owner as per the unit rate given by the Bidder and if the same is not available, then by the maximum price given by other Bidder(s) for the relevant items(s) or in case no such price is available, then as per assessment of the Owner to bring the offer in line with scope of work indicated in specification. 24.6 Since the evaluation of the bids is being done on this basis, it shall not be open to the bidder to contest the same at a later date in case he happens to be lowest evaluated responsive bidder. The ordering on the successful Bidder will also be based on these criteria. The contract price shall be the price arrived at considering the price implications as per clause 24.1 25 ALTERNATIVE OFFER 25.1 The bidder may offer alternative to the main specification, which, in his opinion, is likely to improve the quality, performance and efficiency of the services and achieve an overall economy in the operation cost consistent with the requirements


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of the specifications. However, the bidder must submit a base offer in line with the bid specifications and this base offer will be considered on the basis of such base offer. If such successful bidder has submitted any alternative offer(s), which are acceptable to the owner, then the owner at its discretion may consider such alternative offer, partly or fully at the time of ordering. Bidders shall note that if any bidder submits only alternative offer without submitting the base offer then such alternative offer will not be considered for evaluation and the bid will be rejected. 26 PRELIMINARY EXAMINATION 26.1 The owner shall examine the bids to determine whether they are complete, whether any computational errors have been made, whether, required sureties have been furnished, whether the bids are generally in order. 26.2 Prior to the detailed evaluation, Owner shall determine the substantial

responsiveness of each bid to the bidding documents. A substantially responsive bid is one, which conforms to all the terms and conditions of the bidding documents without material deviations. The Owner’s determination of a bid’s responsiveness shall be based on the contents of the bid itself without recourse to extrinsic evidence.

26.3 In particular, bids which do not:

i) Confirm to all the specified fixed Financial conditions, namely 1) Contract performance security (Section 3 clause 1) 2) Terms of payment as (Section 3 clause 2) 3) Liquidated damages (Section 3 clause 3)

will be treated as non-responsive. Such bids will be rejected and will not be considered for further evaluation. 26.4 A bid determined as substantially non-responsive shall be rejected by the

Owner and shall not be allowed subsequently to be made responsive by the bidder by correction of the non-conformity.

26.5 The Owner may waive any minor infirmity or non-conformity in a bid, which

does not constitute a material deviation, provided such waiver, does not prejudice or affect the relative ranking of any bidder.

27 TECHNICAL EVALUATION 27.1 General The qualification criteria as mentioned above will be first verified.


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27.2 Technical Evaluation The vendors would be rated on the basis of Technical evaluation criteria. The

vendors who satisfy all the criteria will be allowed to undergo price bid evaluation process. If there are technical deviations in the technical proposal, MSEDCL reserves the right to either disqualify the vendor or ask clarification to the vendor explaining the same.

As mentioned above, it is a two bid submission i.e. Technical Bid & Financial Bid. The owner would shortlist bidders based on Technical Evaluation

28 FINANCIAL BID OPENING & EVALUATION Only bidders who clear Technical Evaluation would be evaluated commercially. The Bidder’s names, bid price, bid withdrawal and presence or absence of the requisite bid security and price rebates if any and such other details of the requisite bid security and price rebates if any and such other details as the owner, at its discretion, may consider appropriate, shall be announced at the opening. The date, time and venue for opening of Financial bid shall be informed later. 28.1 The Owner shall evaluate and compare the bids determined to be substantially

responsive to ascertain the lowest evaluated responsive bid in terms of price in the interest of the owner.

28.2 Owner’s evaluation of bid will take into account, the total price including taxes

and duties, insurance (if applicable) quoted by the bidder for the entire scope of work.

29 COMPARISON OF BIDS 29.1 The bids shall be compared for the evaluated bid price. Lowest evaluated bid, which has been determined to be qualified and substantially responsive, Financially as well as technically, shall then be selected for award of contract. 29.2 If the lowest acceptable rate received against the tender is agreeable to accept order at such lowest acceptable rate. The tenderer should submit the lowest acceptable rate in (Form F-6) within 7 days from the date of opening of technical bid. The confirmation for acceptance of the order at the lowest acceptable rate indicated as above shall be given in the format as per Form F- 6 enclosed. The same should be submitted in separate sealed cover duly superscribing (i) Tender No. (ii) Due date and time of submission, on or before 28th July 2009 up to 13.00 hrs. The sealed covers of such confirmation shall be opened at scheduled date and time mentioned in clause no. 28, in presence of responsive tenderers who choose to be present.


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The prices indicated in the original offer shall not be considered as valid once offer for acceptance of order by matching rates is given. In the event of withdrawal of offer by matching rates within the validity period, the entire offer against the tender shall become invalid and shall be summarily rejected and the earnest money paid by the tenderer shall be forfeited. 29.3 MSEDCL shall take the final decision on the award of contract to the bidder. 30 AWARD OF THE CONTRACT 30.1 Notwithstanding anything contained in this document, the Owner reserves the right to accept or reject any bid, and to annul the bidding process and reject all bids, at any time prior to award of contract, without thereby incurring any liability to the affected Bidder or Bidders or any obligation to inform the affected Bidder or Bidders, the grounds for the Owner’s action. 30.2 Subject to the above clause, the owner shall award the contract to the successful bidder whose bid has been determined to be substantially responsive and has been determined as the lowest evaluated bid provided further that the bidder is assessed to be qualified to satisfactorily perform the contract. 30.3 Notification of award of contract shall be made in writing through a ‘Notice of

Award’, i.e. Letter of Award, to the successful Bidder. This letter of award may be in writing by registered letter or by cable or FAX, to be confirmed in writing by registered letter or courier service or by speed post that its bid has been accepted.

30.4 Till such time the formal contract is signed, the letter of award issued by the

owner to the successful bidder and its acceptance by the bidder shall be construed as a contract document and conditions of contract contained in these documents shall become applicable.

31 SIGNING OF CONTRACT AGREEMENT 31.1 The successful bidder after submission of contract performance guarantee and its acceptance by the owner shall have to sign contract agreement with the Owner within 15 (fifteen) calendar days. This agreement shall be signed at the Circle office of the owner in Jalgaon Circle on a date and time to be jointly decided. 31.2 The contractor shall send one copy of the final draft agreement to the Owner for his scrutiny and approval within ten days (10) of issue of letter of award by the Owner.


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31.3 The Contractor shall provide, before signing of the contract, appropriate power of Attorney and other requisite materials. 31.4 All charges for preparing the contract documents including legal fee, stamp fee, etc. shall be borne by the successful Bidder. The contract shall be signed in two original. One to be retained by the owner and one by the bidder. After signing of the contract, the contractor shall furnish to the owner 10 true copies of the signed contract agreement duly bound. 31.5 If the successful bidder fails to sign the contract, the same shall constitute sufficient ground for the annulment of the Letter of award and also the forfeiture of contract performance guarantee/security, in which event the owner may make the award to the next lowest evaluated responsive bidder or call for new bids. 31.6 These conditions given in section1 and technical specifications (Technical Scope and Requirements) furnished in volume- I, shall form the apart of the Contract. Based on the information submitted by the bidder in response to the instruction to the bidder additional clauses may also have to be incorporated and shall be mutually agreed to. Based on the deviations if any brought out by the bidder in deviations schedule, some of the clauses may be required to be amended/updated. This shall also be worked out with mutual agreement and accordingly incorporated in the contract agreement. 32 CONTRACT PERFORMANCE SECURITY 32.1 The successful bidder shall provide to the owner within ten (10) days of issue of letter of intent, the contract performance guarantee as per the provisions of the Section 3 clause 1 32.2 The contract performance security shall be denominated in Indian Rupees

and shall be in one of the following forms:

a) A bank Guarantee or irrevocable letter of credit issued by a Scheduled bank. b) A cashier’s cheque, certified cheque or cash.

32.3 In case the performance guarantee is furnished in the form of a bank

guarantee, the same shall be in the form enclosed to this bidding document. This guarantee shall be valid till the expiry of 90 days after the end of the period of 1 year.

33 CHECK LIST 33.1 The bidders are requested to go through carefully the instructions for preparation of their bids. Conditions elaborated in Section 2 of Volume II may be


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borne in mind while bid preparation. The bid shall fully meet the technical requirement specified in Volume-I 33.2 The bidder may depute their representative to visit the site to get any

additional information and to check the site conditions personally. 33.3 The bidder may submit additional information, which in his opinion shall help

the owner to evaluate the bid. Bidder shall use continuation sheets wherever necessary.

33.4 The bidders are requested to duly fill in the checklist enclosed with Bid

Specifications. This checklist gives only certain important items to facilitate the bidder to make sure that the necessary data/information is provided by the Bidder in its proposal. This, however, does not relieve the bidder of its responsibility to make sure that his proposal is otherwise complete in all aspects.

34 ANNEXURES AND SCHEDULES Following annexures/ proformas/ schedules are enclosed: - Sr. No

Particulars Details Page number

1 Illustrative list of complaints Annexure-1 43 2 Checklist Annexure-2 44 3 Bid proposal Annexure-3 45 4 Bid Security Annexure-4 48 5 Schedule of price bid Annexure-5 49 6 Key particulars of the bid Annexure-6 50 7 Experience of the firm Annexure-7 51 8 Proforma for Contract Performance

security Annexure-8 52

9 Proforma for Contract Annexure-9 54 10 Declaration Sheet Annexure-10 56 11 Address of Zoom Developers Annexure-11 57 12 FORMS F-1 Certificate of Corporate Principal Form F-1 58 F-2 Work plan /Time Schedule Form F-2 59 F-3 Project Methodology Form F-3 60 F-4 Schedule for Financial Deviations Form F-4 61 F-5 Schedule for Technical Deviations Form F-5 62 F-6 Price confirmation Form F-6 63


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ANNEXURES AND SCHEDULES


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ANNEXURE-1

ILLUSTRATIVE LIST OF COMPLAINTS

Sl No

Service Segment

Service Details Redressing Authority

Supply related Fuse-off call Supply failed – Total area Supply failed – Individual Supply failed – 1 phase out Dim supply Voltage fluctuation Blinking Transformer – Smoke/ Flames Transformer – Cable/ Lugs burnt Transformer – Sparking at the poles Transformer – Oil leaking Voltage – High Voltage – Low Line – Snapped Line – Bunched/ Twisted Line – Tree branches touching Pole – Shock Pole – Leaning Pole – Fell down Pole – Rushed/ Damaged SC – Wire broken SC – Wire damaged SC – Wire loose connection Street light – Not glowing

1

Other supply related requests

Call Centre


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ANNEXURE-2

CHECK LIST

We confirm that we have gone through the bid document and as instructed in the document, we hereby submit the following documents to form the bid: Sr. No

Name of the Document Whether submitted Yes/

No 1 Bid proposal as per Annexure –3

2 Bid security as per Annexure –4

3 Schedule of Price bid as per Annexure-5

4 Key particulars of the bid as per Annexure-6

5 Experience of the firm in similar assignments as per Annexure-7

6 Proforma for Contract Performance security as per Annexure-8

7 Proforma for Contract as per Annexure-9

8 Declaration Sheet as per Annexure-10

9 Balance Sheets & Profit and Loss Account for preceding three years

10 Income Tax Clearance Certificate for preceding three years

11 General financial and Financial particulars and organization details of the bidder.

12 Form F-1 to Form F-5 are filled in

Date: Signature: Seal of the company


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ANNEXURE -3

BID PROPOSAL Bidder’s Name: Full Address: Telephone No: Email: Fax no: To The Superintending Engineer, M.S. Electricity Distribution Company Limited, Vidyut Bhavan, Old MIDC, Ajantha Road, Jalgaon-425003. Maharashtra Sub: Bid proposal for operating of call center for MSEDCL. Dear Sir, We the undersigned having read and examined in detail, the specification and documents pertaining to the works as stated above for MSEDCL do hereby propose to perform the works as fully coordinated package as set forth in your specification and documents. 1.0 BID VALIDITY: We confirm that all the terms and conditions and price of this proposal are valid for acceptance for a period of 180 days from the date of opening bid i.e. upto ____________ 2.0 PRICES We are an Indian Firm and do hereby confirm that our bid price includes all the levies including license fees, royalty etc. payable by us and all other taxes and levies additionally payable (if any) will be to our account. Indian taxes such as service tax and other taxes are included in the price 3.0 DEVIATIONS We hereby confirm that all services in the form of a fully coordinated package, will be provided by us strictly in accordance with your specification and documents within the time frame stipulated, except for the deviations, all of which have been


46

detailed out exclusively in the following schedules, irrespective of whatever has been stated on the contrary anywhere else in our bid. a) Financial deviations are furnished in the Form F4 b) Technical Deviations are furnished in form F5 We further agree that additional deviations/variations, if any, found in our bid documents other than those stated in the above 2 deviation forms, say that pertaining to any rebate offered, shall not be given effect to. 4.0 FAMILIARITY WITH RELEVANT INDIAN LAWS & REGULATIONS: We confirm that we have studied the provisions of relevant Indian Laws and regulations as required to enable us to quote for this bid and as required to execute the works in the event this contract is awarded to us. 5.0 CONTRACT PERFORMANCE SECURITY We confirm that the performance of our services to be provided is fully guaranteed. The guarantee declaration of such parameters and characteristics are enclosed in our offer. If any fault develops due to services provided by us within the contract period, which can be attributable to negligence, etc., we shall rectify the same without any additional cost to you. Towards this and for abiding by your terms and conditions we will furnish a contract performance security bond for a value of 10% of the contract price after the receipt of the letter of intent accepting the bid. 6.0 QUALIFICATIONS: We confirm that we are qualified service providers who have adequate technical knowledge and practical experience. We also confirm that we do not anticipate change in the ownership of our company/firm during the proposed period of work and we have adequate financial stability and status to meet the functional obligations pursuant to the scope of work. The full details regarding qualifications, etc. are enclosed as specified by you. 7.0 PRICES: We confirm that prices quoted are firm, inclusive of all taxes and levies and in Indian Rupees as specified by you. 8.0 We hereby declare that only the persons or firms interested in this proposal as principals are named here and that no other person or firm other than herein mentioned have any interest in this proposal or in the contract to be entered into if we are awarded the contract. We also confirm that this proposal is made without any connection with any other person or firm or party likewise submitting a proposal and that this proposal is in all respect fair and in good faith without collusion or fraud. We


47

are also enclosing herewith 2 copies of our detailed proposal as desired by you in your bid specification and documents for your consideration. We remain, Yours faithfully, (Signature, name, designation and Company’s seal) Dated the ….. day of 2009 Business Address: Name and address of the principal officer.


48

ANNEXURE-4

PROFORMA FOR BANK GUARANTEE FOR BID SECURITY (EARNEST MONEY)

(to be stamped in accordance with Stamp Act)

The <<<insert name of bank>>> (hereby agree unequivocally and unconditionally to pay at <<< insert name of the Circle>>>> within 48 hours on demand in writing from the Maharashtra State Distribution Company Ltd or any Officer authorized by it in this behalf, of any amount upto and not exceeding __________________ to the said Maharashtra State Distribution Company Ltd on behalf of M/s. ________________ who have tendered for operating the Call Center to Maharashtra State Distribution Company Ltd. This agreement shall be valid and binding on this bank upto and including ______________ and shall not be terminable by notice or any change in constitution of the Bank or the firm of contract or by any reason whatsoever and our liability hereunder shall not be impaired or discharged by any extension of time or variations or alternations made, given, concerned or agreed with or without our knowledge or consent, by or between parties to the said within written contract. The validity of this bank guarantee will be extended by us for the further period of six months, one month prior to its present validity period at the request of Maharashtra State Distribution Company Ltd. In case of any dispute arising out of or in connection with the extension or encashment of Bank guarantee, the courts in <<< insert name of the zone>>>> will have jurisdiction. Our liability under this guarantee is restricted to<<________________>>. Our guarantee shall remain in force until <<_____________>>unless a suit or action to enforce a claim under the guarantee is filed against us within six months from the date, all our rights under the said guarantee shall be forfeited and we shall be relieved and discharged from all our liability thereunder. Signature_________ For______________ Bank’s Rubber Seal and Full Address


49

ANNEXURE-5

SCHEDULE OF PRICE BID Cost Components for the entire project

Sr. No Description Amount

(Rs)

1 Cost for operating the CC At Jalgaon for a period of 1 years.

TOTAL COST

(Amount in words) The above lumpsum prices quoted are firm and inclusive of all taxes and duties and conveyance charges as envisaged in the bid document, Date : Signature: Seal of the company


50

ANNEXURE –6

KEY PARTICULARS OF THE BID

1.0

Bidder’s complete company Name & Address

2.0

Bidder’s proposal No. & Date

3.0

Bidder’s proposal valid upto

4.0

Name & designation of the officer of Bidder to whom all references shall be made for expeditious co-ordination.

5.0

Are all deviations taken by the bidder clearly stated in the Deviation Sheets

Yes/ No

6.0

Do you certify that there is no other deviation apart from those indicated in the deviation sheets?

Yes/ No

7.0

Income Tax clearance certificate enclosed

Yes/ No

8.0

Sales Tax/ Service Tax Clearance enclosed

Yes/ No

9.0

Whether change of ownership expected during the tenure of the contract.

Yes/ No

10.0

Documentary evidence of authorized signatory

Yes/ No

Signature

Name Designation Seal of Company


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ANNEXURE –7

EXPERIENCE OF THE FIRM

Relevant Services Carried Out in the Last Three Years that Best Illustrate Qualifications Project Name:

Country:

Name of Client:

Location within Country:

Address:

Contact Name for Reference

Customer Base for the business

Nature of CC

Duration of the project

Start Date (Month/ Year):

Approximate Value of Services (in Rs):

Completion Date (Month/ Year):

Narrative Description of Project:

Note: Bidders may include as many projects as deemed necessary to prove their experience.


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ANNEXURE-8

B.G No

PROFORMA FOR CONTRACT PERFORMANCE SECURITY The <<<<name of bank>>>> hereby agrees unequivocally and unconditionally to pay at <<<insert respective Circle >>> within 48 hrs, on demand in writing from the MSEDCL or any officer authorized by it in this behalf, of any amount upto and not exceeding Rs……….(Rupees ___________ only) to the said MSEDCL on behalf of M/s. ________________ who have tendered and/or contracted or may tender or contract hereafter for operating the Call Center for MSEDCL against order no._________________ dt_________(total value of the order is Rupees________________) This agreement shall be valid and binding on this bank upto and including _____(date)____ and shall not be terminable by notice or any change in constitution of the bank or the firm of contractors or any reasons whatsoever and our liability hereunder shall not be impaired or discharged by extension of time or variations or alternations made, given, conceded or agreed with or without our knowledge or consent, by or between parties to the said within written contract. The validity of this Bank guarantee will be extended by us for the further period of six months, one month prior to its present validity period at the request of MSEDCL. In case of any dispute arising out of or in connection with the extension or encashment of the Bank Guarantee, the courts in <<<insert respective zone >>> will have the jurisdiction. Our liability under this Guarantee is restricted to Rs. _______(Rupees___________only). Our guarantee shall remain in force until____(date)____. Unless a suit or action to enforce a claim under the guarantee is filed against us within six months from the aforesaid date, all rights of Maharashtra State Distribution Company Ltd under the said guarantee shall be forfeited and we shall be relieved and discharged from all of our liability there under Place: Signature_____ Date: Officer’s Name & Code No. FOR _____________ BANK SEAL


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Please Note that- a) The value of the non-judicial stamp paper fro this bank guarantee is Rs. 100/-. The stamp paper is to be purchased in the name of Guarantor Bank b) The Bank Guarantee should be furnished from any Nationalised Bank/scheduled Bank. c) Please state the full and complete postal address of the bank undertaking the guarantee. In the first instant, the Bank guarantee should be valid for six months after the last deliverable as per terms of contract.


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ANNEXURE-9

CONTRACT PROFORMA

CONTRACT FOR OPERATING CALL CENTRE

The CONTRACT (hereinafter called the ‘Contract’) is made on the ________ day of

the month of ________2009 between on the one hand ___________(hereinafter

called the ‘Owner’) and _________(in association with __________) hereinafter

(jointly called the Service Provider) on the other hand. (Not withstanding such

association the Service Provider will be represented by ________which will retain

full and undivided responsibility for performance of obligation hereunder and for the

satisfactory completion of the services to be performed hereunder)

WHEREAS The Owner has requested to the Services vendor to provide certain Implementation

Services (hereinafter called the “Operating Services”) necessary for establishing

Call Center on behalf for MSEDCL at Jalgaon Circle, as per scope of contract.

Service Provider having represented to the Owner that they have the required

resources have agreed to provide the services on terms and conditions set forth in

this contract.

NOW THEREFORE the parties hereto hereby agree as follows: A) The following documents attached hereto shall be deemed to form an integral

part of this contract.

1. Technical Scope and requirements

2. General Conditions of Contract

3. Special Conditions of the Contract

4. Annexures and Schedules

5. Offer of the Vendor


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(Note: If any of these appendices are not used, the word “Not Used” should be

inserted below, next to the title of the Appendix on the sheet attached hereto

carrying the title of that appendix)

B) The mutual rights and obligations of the Owner and the Service Provider shall be

as set forth in the contract, in particular

The Service Provider shall carry out the services in accordance with the provisions

of the contract and

The owner shall make payments to the Service Provider in accordance with the

provisions of the contract.

IN WITNESS WHEREOF, the parties hereto have caused this contract to be signed

in their respective names as of the day and year first above written.

FOR AND ON BEHALF OF (OWNER) BY____________________ Authorized Representative Date: ______________ Place:______________

FOR AND ON BEHALF OF (THE SERVICES VENDOR) BY___________________ Authorized Representative Date: ___________________ Place:___________________

Sign__________________________ (Witness)

Sign__________________________ (Witness)

Date: Place

Date: Place:


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ANNEXURE-10

DECLARATION SHEET

I ________________________________ certify that all the data furnished in the schedules (annexure and forms) pertaining to this specification and representation of the offer covered by our proposal No. _______________ and Date _________ is correct. I hereby certify that I am duly authorized representative of the bidder whose name appears above my signature. Bidder’s Name Authorised representative’s signature Authorised representative’s Name Bidder’s Intent The bidder hereby agrees to

comply with the requirements and intent of this specification for the price indicated.

Seal of the company Name and Address of the Bidder Date:


57

ANNEXURE – 11

Address of contact personnel of CC software Developers

M/s. Zoom Developers (P) Ltd., Andheri, Mumbai

Shri Mandarr Agshikar

Asstt. Vice President (Sales)

M/s. Zoom Developers (P) Ltd.

Plot No.7, Malhotra House

Krishnalal Marwah Road,

Opp. Tata Power Sub Station

Off. Saki Vihar Road, Andheri (E)

Mumbai-400 072.

Tel : 56471400

Fax : 56471444

(Mobile) : 9323463209

Shri Rajesh Oak

M/s. Zoom Developers (P) Ltd.

Plot No.7, Malhotra House

Krishnalal Marwah Road,

Opp. Tata Power Sub Station

Off. Saki Vihar Road, Andheri (E)

Mumbai-400 072.

Tel : 56471400

Fax : 56471444

(Mobile) : 9323464861


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FORM F-1

CERTIFICATE AS TO CORPORATE PRINCIPAL I __________________, am ________ of the Corporation, organized under the laws

of ________________, certify that _________________________________ who

signed the above tender is authorized to bind the Corporation by authority of its

governing body.

Signature: Full Name & Address: Seal of the Company:


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FORM F-2 A. WORK PLAN AND TIME SCHEDULE

Week-wise Work Plan (in form of Gantt Chart) Sl.No Task 1 2 3 4 5 6 7 8 9 … … N

1 Understanding of the services requirements

2 Commencement of operations

Note: The task listing shown above is illustrative. The bidders may add tasks/ sub-tasks to the above as appropriate. You are also required to state critical milestones in your work-plan in terms of deliverables. Signature: Seal of the company


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FORM F–3

PROJECT METHODOLOGY Include details of a) Methodology/approach

b) Illustrative deliverables with prescribed proforma

c) Project Management Activities

d) Team Composition with name of personnel, agreed job description, estimated

period of engagement, qualification and experience.

e) Roles and Responsibilities of the proposed CC personnel

Signature: Seal of the company


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FORM F-4

SCHEDULE OF FINANCIAL DEVIATIONS We confirm that all Financial deviations are listed in this schedule.

Price implication in case the

answer for Col 3 is Yes

Sr. No Clause No. & Deviation

Deviation shall be withdrawn with

price implication Yes/ No

Increase (+)/ Decrease (-)

In Price 1 2 3 4

Seal of the company Signature:

Name: Designation: Date:


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FORM F-5

SCHEDULE OF TECHNICAL DEVIATIONS We confirm that all technical deviations are listed in this schedule.

Price implication in case the

answer for Col 3 is Yes

Sr.No Clause No. & Deviation

Deviation shall be withdrawn

with price implication Yes/

No Increase (+)/

Decrease (-) In Price

1 2 3 4

Seal of the company Signature: Name: Designation: Date:


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FORM F-6

PRICE CONFIRMATION (To be submitted on or before 28th July 2009 up to 13.00 Hrs in sealed packet)

We confirm that, the rate and terms & conditions quoted by lowest tenderer and we agree the lowest rate and terms & conditions quoted by lowest tenderer for operating the Call Centre. Seal of the company Signature: Name: Designation: Date:


64

VOLUME –II


SECTION –2

GENERAL CONDITIONS OF CONTRACT


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Index

Section 2

GENERAL CONDITIONS OF CONTRACT

SECTION – 2 1 General provisions 66 3 Commencement, completion, modification, and 68 termination of contract 3 Obligation of the bidder 69 4 Bidder’s personnel 71 5 Obligation of the owner 71 6 Fairness and good faith 72 7 Settlement of disputes 72 8 Contract performance security 72 9 Insurance 73 10 Force Majeure 73 11 Secrecy 74 12 Liabilities of the vendor 74


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SECTION –2 GENERAL CONDITIONS OF CONTRACT 1 GENERAL PROVISIONS 1.1 Definitions Unless the context otherwise requires, the following terms whenever used in this contract have the following meanings:

a) “Applicable Law” means the laws and any other instruments having the force of law in India, as they may be issued and in force time to time.

b) ‘Contract’ shall mean the agreement entered into by the owner (i.e. MAHARASHTRA STATE ELECTRICITY DISTRIBUTION COMPANY or MSEDCL) with the bidder and shall include all the documents defined under Contract documents.

c) ‘CC’ means Call Center d) ‘GC’ means General Conditions of Contract e) “Effective date” means the date on which this contract comes into force and

effect pursuant to clause GC.2.1 f) “Government” means Government of India g) “GOM” means the Government of Maharashtra h) “Local Currency” means Indian Rupees i) “Member”, in case the bidder consist of a joint venture of more than one

entity, means any of these entities and ‘Members’ means all these entities. j) “Party” means the owner or the bidder as the case may be and parties means

both of them. k) “Bidder” means agency, which would be responsible for operating the CC. l) “Personnel” means persons hired by the bidder as employees and assigned

to performance of the services or any part thereof. “Foreign Personnel” means such persons who at the time of being so hired had their domicile outside India. “Local Personnel” means such persons who at the time of being so hired had their domicile inside India.

m) “SC” means the Special Conditions of Contract by which these General Conditions may be amended or supplemented.

n) “Specification” shall mean collectively all the terms and conditions and Technical Specifications stipulated in this document and such amendments, revisions, additions, deletions as may be made in this agreement and all written agreements made or to be made pertaining to the quantity and quality of the services to be furnished by the bidder as well as the method and manner of performing the contract.

o) “Notice of Award/Letter of Award” (LOA) shall mean the official notice issued by the owner notifying the bidder that his proposal has been accepted.

p) “Contract Value” means Total Price of Contract, which is Price for operating the CC for a period of three year.


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1.2 GOVERNING CONTRACT This contract, it’s meaning and interpretation, and the relation between the parties shall be governed by the Applicable Law. The laws applicable to this Contract shall be laws in force in India. The courts of Jalgaon District , Jalgaon Circle, India shall have exclusive jurisdiction in all matters arising under and on account of this contract. 1.3 NOTICES Any notice, request or consent required or permission to be given or made pursuant to this contract shall be in writing. Any such notice, request or consent shall be deemed to have been given or made when delivered in person addressed to an authorized representative of the party with whom the communication is or were sent by registered mail, telex, telegram or facsimile to such party at the address specified in the clause of submission of proposal. 1.4 LOCATION The services shall be performed at such locations as are specified in Scope of Contract hereto and where the location of a particular task is not so specified, at such locations as the Owner may approve. 1.5 AUTHORITY OF MEMBER IN CHARGE In case of bidder consists of the more than one entity the name of Member in charge should be specified authorizing to act on their behalf in exercising all the bidders rights and obligations towards the owner under this contract. 1.6 RELATIONSHIP AND LIMITED AUTHORITY The Bidder shall not have, nor shall he represent himself as having any authority to commit the Board to any contract, agreement, or legal commitments in the name of the Board. The Bidder shall perform the scope and services hereunder as an independent bidder and not as an employee, agent, partner or joint venture partner of the Board. 1.7 AUTHORISED REPRESENTATIVES Any action required or permitted to be taken and any documents required or permitted to be executed, under this contract by the Owner or the bidder may be taken or executed by the authorized officials 1.8 BIDDER TO INFORM HIMSELF FULLY 1.8.1 The bidder is deemed to have carefully examined all bid documents to his entire satisfaction before submission of his bid. The bidder is deemed to have made independent enquiry and satisfied himself as to all the required information, inputs, conditions and circumstances and factors having effect on his bid price (now contract price) and on execution of the work covered in this Contract.


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1.8.2 Bidder is also deemed to have familiarized himself with various acts and laws prevailing in India and have considered them fully while submitting the bid. 1.8.3 Owner shall not permit any change in the time schedule or any financial adjustment arising due to lack of clear information on part of the bidder. Any information obtained by the bidder form the Owner, which is not in writing, shall not in any way relieve the bidder of his responsibility to fulfill his obligation under the contract. 2 COMMENCEMENT, COMPLETION, MODIFICATION & TERMINATION OF CONTRACT 2.1 Effectiveness of contract This contract shall come into force and effect on the date of ‘Go Live-Final’. 2.2 Commencement of Services 2.2.1 The bidder shall commence the work on the assignment within a period of 15 days from the date of agreement. 2.2.2 The bidder shall make arrangements for specific category of personnel; within reasonably short notice and shall mobilize the team/personnel within specified days of the starting date or such period when the owner makes the requisition. 2.3 Expiration of Contract Unless terminated earlier pursuant to clause 2.5, Section 2 thereof, this contract shall expire in a period of three years from the ‘Go-Live- Final’ unless extended by the owner giving notice of extension atleast thirty (30) days prior to completion of the one-year term. 2.4 Suspension The owner may, by written notice of suspension to the bidder, suspend all payment to the bidder hereunder if the bidder fails to perform any of their obligations under this contract, including the carrying out of the services, provided that such notice of suspension (i) shall specify the nature of the failure and (ii) shall request the bidder to remedy such failures within a period not exceeding 30 days after receipts by the bidder of such notice of suspension. 2.5 Termination 2.5.1 By the Owner

a) The owner may, not less than thirty (30) days written notice of termination to the bidder, terminate this contract, if the bidder fails to remedy a failure in the performance of their obligations under the contract, as specified in a notice of suspension pursuant to Clause 2.4 herein above, within thirty (30)


69

days of receipt of such notice of suspension or within further period as the owner may have subsequently approved in writing.

b) The owner may by not less than sixty (60) days written notice of termination to the vendor, terminate this contract. If the owner, in its sole discretion and for any reason whatsoever, decided to terminate this contract

2.5.2 By the Selected Bidder The selected bidder may, by not less than thirty (30) days written notice to the owner terminate this contract; if the owner is in material breach of its obligations pursuant to this contract and has not remedied the same within forty five (45) days (or such longer period as the bidder may have subsequently approved in writing) following the receipt by the Owner of the bidder’s notice specifying the breach. 2.5.3 Payment upon Termination

a) Upon termination of this contract pursuant to clause 2.5.1 or 2.5.2 hereof, the owner shall make the following payments to the vendor (After offsetting against these payments any amount that may be due from the vendor to the owner)

b) Remuneration pursuant to clause 2, Section 3 hereof for services satisfactorily performed prior to the effective date of termination, limited to the last milestone achieved for which payment is due.

c) Except in the case of termination pursuant to paragraph (a) clause 2.5.1 hereof reimbursement of any reasonable cost incident to the prompt and orderly termination of the contract including the cost of return travel of the vendor’s personnel

2.6 Modification of Contract The owner may make amendments and modification to the contract with the agreement of the vendor. 3 OBLIGATION OF THE BIDDER 3.1 General 3.1.1 Standard of Performance The Vendor shall always act, in respect of any matter relating to this contract or to the Services, as faithful advisor to the Owner, and shall at all times support and safeguard the Owner’s legitimate interests. 3.1.2 Member of Steering Committee Vendor needs to depute a senior person from their management (as and when required) a member in the Steering Committee of the project for problem solving and reporting.


70

3.2 Conflict of Interests 3.2.1 Vendor and Affiliates Not to be Otherwise Interested in the project The Vendor agrees that during the term of his contract and after its termination, the Vendor and/ or any of their affiliates or their sister concerns are disqualified from undertaking similar contract 3.3 Confidentiality The Vendor and their Personnel shall not, during the term and within two years after the expiration of this Contract, disclose any proprietary or confidential information relating to the Project, the services, this contract or the Owner’s business or operations without the prior written consent of the Owner. 3.4 Disclosure The Vendor shall agree that the Board has the right to fully disclose this contract and the identity of the Vendor, if such disclosure is required by legal authority or necessary to satisfy lender(s) information requests in support of GOM approval process etc. 3.5 Indemnity The Vendor shall defend, protect, indemnify and save the Company/Board and each of their officers, directors, employees, contractors and agents, harmless from and against all liability, claims, costs, expenses, demands, suits and causes of action of every kind and character arising in favour of any person, corporation, any government agency or other entity including the parties hereto and their employees, contractors or agents, in any way to or in connection with or arising out of:

a) The services performed here under, b) This contract, c) The presence of the Vendor or his employees or agents on the Board’s

premises or the premises of the project, or d) The act or omission of the Vendor or the Vendor’s employees, agents or the

Board. The intention of the Vendor should be that, such indemnity shall apply whether or not the claims arise from the joint or concurrent negligence if the Board.

3.6 Liability of the Vendor Subject to the additional provision, if any, the Vendor’s liability under this contract shall be as provided by the Applicable Law. 3.7 Vendor’s actions requiring owner’s prior approval The Vendor shall obtain the Owner’s prior approval in writing before taking any of the following actions:

a) Appointing or removing any member of the Personnel as are listed in their bid (Vendor’s Key Personnel)


71

b) Taking up a similar kind of project elsewhere during discharge of duties/ obligations under this contract.

3.8 Reporting Obligations The Vendor shall submit, to the Owner, the final project report along with the documents in the format as needed by the Owner. 4. VENDOR’S PERSONNEL 4.1 General The Vendor shall employ and provide such qualified and experienced personnel preferably having knowledge of Marathi as are required to carry out the Services. Development work will be done at Vendor’s work place. 4.2 Description of Personnel The titles, agreed job descriptions, minimum qualifications and estimated period of engagement in carrying out of the services of each of the Vendor’s key personnel should be described in their bid. 4.3 Resident Project Manager If required, the Vendor shall ensure that at all the times during the Vendor’s performance of the services, a resident project manager, acceptable to the owner, shall take charge of the performance of such services. 5 OBLIGATION OF THE OWNER 5.1 Assistance and Exemptions Unless otherwise specified, the owner shall use its best efforts to ensure that the Government shall:

a) Issue to officials and representatives of the government all such instructions as may be necessary or appropriate for the prompt and effective implementation of the Services b) Provide to the Vendor and their personnel any such exemptions or other assistance as may be required c) MSEDCL shall provide access to all the relevant data, schedules etc. as would be necessary for execution of the assignment.

5.2 Access to Site The Owner warrants that the Vendor shall have, free of charge unimpeded access to all work places in respect of which access is required for the performance of the services. 5.3 Changes in the Applicable Law


72

Any clause required to be imposed by virtue of an act enforced by state/ central government during the currency of the contract, the same shall be included in this contract and shall be binding on the vendor. 5.4 Services and Facilities The Owner shall make available to the Vendor and his personnel for the purposes of the services, free of charge, the services and facilities described as below: a) Services - Additional information/ data regarding MSEDCL, if available, will be provided. 6 FAIRNESS AND GOOD FAITH 6.1 Good Faith The parties undertake to act in good faith with respect to each other’s rights under this contract and to adopt all reasonable measures to ensure the realization of the objectives of this contract. 6.2 Operation of the Contract The parties recognize that it is impractical in this contract to provide for every contingency, which may arise during the life of the contract, and the parties hereby agree that it is their intention that this contract shall operate fairly as between them and without detriment to the interest of either of them. 7 SETTLEMENT OF DISPUTES 7.1 Amicable Settlement The parties shall use their best efforts to settle amicably all disputes arising out or in connection with this contract or the interpretation thereof. 7.2 Dispute Settlement Any dispute between the parties as to matters arising pursuant to this Contract which cannot be settled amicably within thirty (30) days, after receipt by one Party of the other party’s request for such amicable settlement, may be submitted to the Superintending Engineer O&M Circle, Jalgaon whose decisions are final and binding. 8 CONTRACT PERFORMANCE SECURITY (a)The Vendor shall provide to the Owner within ten (10) days of issue of Letter of Award, the contract performance guarantee, the sum of 10% (ten percent) of total contract price for the due performance of the contract. This guarantee shall be valid till the expiry of 90 days after completion of Guarantee period. This performance guarantee shall be released after a period of one year from signing the contract. The performance guarantee will be renewed every year.


73

(b) The proceeds of the performance guarantee/ security shall be payable to the Owner as compensation for any loss resulting from the Vendor’s failure to complete his obligations under the contract (c) The contract performance Guarantee is intended to secure the performance of the entire contract. However, it is not to be construed as limiting the damages stipulated in other clauses of the contract. (d) The performance guarantee will be returned to the Vendor without any interest after successful completion of one year period and after completion of Vendor ‘s other obligations under the contract. (f)The performance guarantee shall be denominated in Indian Rupees and shall be in one of the following forms:

• A bank guarantee or irrevocable letter of credit issued by a scheduled bank • A cashier’s cheque, certified cheque, demand draft or cash.

9 INSURANCE The Vendor, at his cost shall arrange, secure and maintain insurance as may be necessary and for all such amounts to protect his interests and the interests of the owner against all risks. 10 FORCE MAJEURE 10.1) Force majeure is herein defined as any cause which is beyond the control of the Vendor or the Owner, as the case may be, which they could not foresee or with a reasonable amount of diligence could not have foresee or with a reasonable amount of diligence could not have foreseen and which substantially affects the performance of the contract such as:

a) Natural calamity including but not limited to floods, drought, earthquakes and epidemics. c) Acts of any Government, domestic or foreign, including but not limited to

war, declared or undeclared quarantines, embargos etc. Provided either party shall, within fifteen (15) days from the occurrence of such a cause, notify the other in writing of such causes. Unless otherwise directed by the Owner in writing the Vendor shall continue to perform his obligation under the contract as far as reasonably practical and shall seek all the alternative means for performance not prevented by the force majeure event.

10.2) The Vendor or the Owner shall not be liable for delays in performing their respective obligations resulting from any force majeure cause as referred to and / or defined above. The date of completion shall be extended by a reasonable time even though such cause may occur after the Vendor’s performance of his obligations has been delayed for other causes.


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11 SECRECY The technical information, drawings, specifications and other related documents forming part of the ‘Contract’ are property of the Owner and shall not be used for any other purpose, except for execution of the ‘Contract’. 12 LIABILITIES OF THE VENDOR The vendor shall manage the day-to-day operations of the CC as per the service level agreements (SLA’s) and accepting liabilities for any changes requested, during the execution of the project, which may have an impact on the system and costing, a prior approval will have to be obtained from MSEDCL.


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VOLUME –II


SECTION 3

SPECIAL CONDITIONS OF CONTRACT


76

Index

Section 3


VOLUME II SECTION 3 - Special conditions of the contract 1 Contract performance security 77 2 Terms of payment 77 3 Liquidated damages 77 4 Statutory variation 78 5 Arbitration and payment clause 78


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SECTION 3 –SPECIAL CONDITIONS TO THE CONTRACT 1 CONTRACT PERFORMANCE SECURITY The bidder should confirm that the performance of services to be provided is fully guaranteed. The guarantee declaration of such parameters and characteristics are enclosed in our offer. If any defect develops due to services provided by the bidder within the contract period, which can be attributable to negligence, etc., the bidder shall rectify the same without any additional cost to owner. Towards this and for abiding by MSEDCL’s terms and conditions bidder shall furnish a contract performance security bond for a value of 10% of the contract price after the receipt of the letter of intent accepting the bid. 2 TERMS OF PAYMENT The terms of payment and the payment schedule will be as specified below: 2.1 Monthly operating charges will be paid after submitting the invoice in triplicate duly certified by respective S.E (O&M) Circle 2.2 In an event of non-attendance of the services bidder’s personnel, payment to the services bidder would be made on the prorata basis i.e. on the actual staff and time that the staff was working that month. 3 LIQUIDATED DAMAGES In case of any loss caused to the owner due to non- performance of the services as per the contract, the bidder is liable to pay liquidated damages at the discretion of the competent authority of the board, the liquidated damages would be on prorata basis as mentioned in clause 2.2 above, whichever is higher. Due consideration may be given in levy of liquidated damages for reasons absolutely beyond the control of the services provider, for which documentary evidence shall be produced to the satisfaction of the competent authority of Distribution Company. The decision of the concerned S.E (O&M) Circle will be final. At any time after the placement of the order if the services provider fails to fulfil the obligations arising out of this order the MSEDCL will have the right to get the work done from any other agency for completing the work at the services provider risk and cost. Action deemed fit will be taken as per rules and regulations. The vendor should take cognizance that if the performance of duties is not as per the time frames laid down in the Service Level Agreement, Liquidated Damages would be levied on per man-hour charge of the monthly operations. Hence in their own interest, the vendor should follow-up with MSEDCL officials for pending work.


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4 STATUTORY VARIATION The Statutory variation shall be payable on the following accounts only: a) If any tax or duty is newly introduced by the Indian Central or State Govt. Applicable for this work with effect from the next day to the date of signing of the contract and if the bidder is required to pay any amount towards this tax or duty then the owner shall reimburse the vendor at actuals the additional tax or duty so paid by the bidder against submission by the vendor of the documentary evidence to the satisfaction of the Owner. b) This provision will be applicable only to the transaction between the owner and the vendor. c) No claim for any increase towards the statutory variation shall be entertained by owner during the period of the contract, if any, provided the extension of the contract is required by causes attributable to the vendor. d) The claims against statutory variation, if payable, would be settled as reimbursement of the payment at actuals. The vendor should include documentary evidence while submitting such claims. This may vary from case to case depending upon the nature of statutory variation. 5. ARBITRATION AND PAYMENT CLAUSE

1. The matters to be determined by the Superintending Engineer: All disputes and differences of any kind whatsoever arising out of or in connection

with the contract, whether during the progress of the work or after its completion and

whether before or after the determination of the contract, shall be referred by the

contractor to the S.E. and the S.E. shall (within 120 days) after receipt of the

contractor’s representation make and notify decisions of all matters referred to by

the contractor in writing.

i) Demand for Arbitration :

In the event of any dispute or difference between the parties hereto as to the

construction or operation of this contract, or the respective rights and liabilities of

the parties on any matter in question, the dispute or difference on any account or

as to the withholding by MSEDCL of any certificate to which the contractor may

claim to be entitled to, or if the S.E. fails to make a decision (within 120 days)

then an in any such case, the contractor (within 120 days) but within (180 days)


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of his presenting his final claim on disputed matters, shall demand in writing that

the dispute or difference to be referred to arbitration.

ii) The demand for arbitration shall specify the matters which are in question,

or subject of the dispute or difference as also the amount of claim item

wise. Only such dispute(s) or difference (s) in respect of which the demand

has been made, together with counter claims or set off, shall be referred to

arbitration and other matters shall not be included in the reference.

a) The arbitration proceedings shall be assumed to have commenced from

the day, a written and valid demand for arbitration is received by the

Board.

b) The claimant shall submit his claim stating the facts supporting the claims

along with all relevant documents and the relief or remedy sought against

each claim within a period of 30 days from the date of appointment of the

Arbitral Tribunal.

c) The Board shall submit its defence statement and counter claims (s), if

any, within a period of 60 days of receipt of copy of claims from the

Tribunal thereafter unless otherwise extension has been granted by the

Tribunal. No new claim hall be added during the proceedings by either

party. However, a party may amend or supplement the original claim or

defence thereof during the course of arbitration proceedings subject to

acceptance by Tribunal having due regard to the delay in making it.

iii) If the contractor(s) does/do not prefer his/their specific and final claims in

writing, within a period of 90 days of receiving the intimation from the

Board, that the final bill is ready for payment, he/they will be deemed to

have waived his/their claims(s) and the Board shall be discharged and

released of all liabilities under the contract in respect of these claims.

2. Obligation during pendency of Arbitration :

Work under the contract shall, unless otherwise directed by the

Engineer, continue during the arbitration proceedings, and no payment due or

payable by the Board shall be withheld on account of such proceedings, provided,


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however, it shall be open for Arbitral Tribunal to consider and decide whether or not

such work should be continued during arbitration proceedings.

i) In cases where the total value of all claims in question added together

does not exceed Rs. 1,00,00,000/- (Rupees one crore) the Arbitral Tribunal

shall consist of a Sole Arbitrator who shall be either the C.E. of the Board

or serving or retired officer of the Board/ Government not below the grade

of C.E. or equivalent nominated by the Chairman of the Board in that

behalf. The Sole Arbitrator shall be appointed within 60 days from the day

when a written and valid demand for arbitration is received by the Board.

ii) In cases the value of the claim exceeds Rs. 1,00,00,000/- (Rupees one

crore) as above, the Arbitral Tribunal shall consist of panel of 3 serving or

retired officers of MSEDCL / Govt. not below the grade of C.E.(C.A.O. as

the Arbitrators. For this purpose, the Board will send a panel of more than

3 names of arbitrators of one or more department of the Board/ Govt. to

the contractor who will be asked to suggest to the Chairman at lease 2

names for appointment as contractor’s nominee. The Chairman shall

appoint atleast one of them as the contractor’s nominee and will also

appoint the balance number of arbitrators either from the panel or from

outside the panel duly indicating the presiding arbitrator from amongst the

three (3) arbitrators so appointed. While nominating arbitrators, it will be

necessary to ensure that one of them is or has worked in Accounts

Department.

iii) If one or more arbitrators appointed as above refuses to act as arbitrator,

withdraws from his office as arbitrator or vacates his/their office/ offices or

is/are unable or unwilling to perform his functions as arbitrator for any

reason whatsoever or dies or in the opinion of the Chairman fails to act

without undue delay, the Chairman shall appoint new arbitrator/s to act in

his/ their place in the same manner in which the earlier arbitrator/s had

been appointed. Such reconstituted Tribunal, may, as its discretion


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proceeds with the reference from the stage at which it was left by the

previous arbitrators(s).

iv) The Tribunal shall have powers to call for such evidence by way of

affidavits or otherwise as the Arbitral Tribunal shall think proper, and it

shall be the duty of the parties hereto to do or cause to be done all such

things as may be necessary to enable the Arbitral Tribunal to make the

award without any delay.

v) While appointing arbitrator(s) as above, due care shall be taken that he

they is/are not the one/those who had an opportunity to deal with the

matters to which the contract relates or who in the course of his/their duties

as Boards servant(s) expressed views on all or any of the matters under

dispute or difference. The proceedings or the Arbitral Tribunal or the award

made by such Tribunal will, however, not be invalid merely for the reason

that one or more arbitrator had, in the course of his service, opportunity to

deal with the matters to which the contract relates or who in the course of

his their duties expressed views on all or any of the matters under dispute.

vi) Arbitral award shall state itemwise, the sum and reasons upon which it is

based.

vii) A party may apply for corrections of any computational errors, any

typographical or clerical errors or any other error of similar nature occurring

in the award and interpretation of specific point of award to tribunal within

30 days of receipt of the award.

viii) A party may apply to Tribunal within 30 days of receipt of award to make

an additional award as to claims presented in the arbitral proceedings, but

omitted from the arbitral award.

ix) In case of the Tribunal, comprising of three members any ruling or award

shall be made by a majority of Members of Tribunal. In the absence of

such a majority, the views of the Presiding Arbitrator shall prevail.


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x) Where the arbitral award is for payment of money, no interest shall be

payable on whole or any part of the money for any period till the date on

which the award is made.

xi) The cost of the arbitration shall be borne equally by the respective parties.

The cost shall inter-alia include fees of the arbitrators as per the rates fixed

by the Board from time to time. Provided that the fees payable per

arbitrator for claims up to Rs. One crore, shall not exceed Rs. 2,000/- per

sitting subject to a maximum of Rs. 25,000/- and the fees payable per

arbitrator for claims over Rs. One crore, shall not exceed Rs. 2,000/- per

sitting subject to a maximum of Rs. 50,000/-. Provided further that the

arbitrators who are in service of Govt./ MSEDCL shall draw fees at half of

the rates mentioned above.

xii) Board shall maintain a list of arbitrators. The Chairman shall have full

powers to delete or add the name of the arbitrators in the list or to make

amendments to the said list as per his discretion.

xiii) The arbitral proceedings should be completed and the award be finalized

within one year from the date of appointment of arbitrators.

xiv) Subject to the provisions as aforesaid, Arbitration & Conciliation Act, 1996

and the rules thereunder, and any statutory notification thereof shall apply

to the arbitration proceedings under this clause.

In case the contractor(s) falls within the ambit of Small Scale & Ancillary

Industrial Undertakings Act, 1993, following clause regarding payment shall be

incorporated:

Payment of Bills :

The payment of bills will be made as per the terms of payment mentioned in

Volume II, Section 3, Clause no2.

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