Page 1 of 82 RFP for Build , Own and Operate Commercial Green Data Centre Confidential TENDER No: MSITS/CHE/GDCI/2013-14/01 Date: 28/05/2013 Name of the RFP Appointment of an Agency for Build, Own and Operate Commercial Green Data Centre for MTNL STPI IT Services Ltd. (MSITS) on Revenue Shared Model MTNL STPI IT SERVICES LTD. (A Joint Venture Company of MTNL & STPI under Ministry of Communication and Information Technology) O/o Software Technology Parks of India, 3 rd Floor, STPI Building, No.5, Rajiv Gandhi Salai, Taramani, Chennai - 600 113 Tel No: 044-39103525 Fax No: 044-39103505
Transcript
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TENDER No: MSITS/CHE/GDCI/2013-14/01
Date: 28/05/2013
Name of the RFP
Appointment of an Agency for Build, Own and Operate
Commercial Green Data Centre for MTNL STPI IT Services Ltd. (MSITS) on Revenue Shared Model
MTNL STPI IT SERVICES LTD. (A Joint Venture Company of MTNL & STPI under Ministry of Communication and Information Technology)
O/o Software Technology Parks of India, 3rd Floor, STPI Building, No.5, Rajiv Gandhi Salai, Taramani, Chennai - 600 113
Tel No: 044-39103525 Fax No: 044-39103505
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Disclaimer
This Request for Proposal (“RFP”) is issued by the MTNL STPI IT Services Ltd (“MSITS”). Whilst the information in this RFP has been prepared in good faith, it is not and does not purport to be comprehensive or to have been independently verified. Neither MSITS, nor any of its officers or employees, nor any of their advisers nor consultants accept any liability or responsibility for the accuracy, reasonableness or completeness of, or for any errors, omissions or misstatements, negligent or otherwise, relating to the proposed commercial data centre, or makes any representation or warranty, express or implied, with respect to the information contained in this RFP or on which this RFP is based or with respect to any written or oral information made or to be made available to any of the recipients or their professional advisers and, so far as permitted by law and except in the case of fraudulent misrepresentation by the party concerned, and liability therefore is hereby expressly disclaimed. The information contained in this RFP is selective and is subject to updating, expansion, revision and amendment at the sole discretion of the MSITS. It does not, and does not purport to, contain all the information that a recipient may require for the purposes for making a decision for participation in this process. Neither MSITS nor any of its officers, employees nor any of its advisors nor consultants undertakes to provide any Party with access to any additional information or to update the information in this RFP or to correct any inaccuracies therein which may become apparent. Each party must conduct its own analysis of the information contained in this RFP, to correct any inaccuracies therein and is advised to carry out its own investigation into the proposed project, the regulatory regime which applies thereto and by and all matters pertinent to the project and to seek its own professional advice on the legal, financial and regulatory consequences of entering into any agreement or arrangement relating to the project. This RFP includes certain statements, estimates, projections, targets and forecasts with respect to the project. Such statements estimates, projections, targets and forecasts reflect various assumptions made by the management, officers and employees of MSITS, which assumptions (and the base information on which they are made) may or may not prove to be correct. No representation or warranty is given as to the reasonableness of forecasts or the assumptions on which they may be based and nothing in this RFP is, or should be relied on as, a promise, representation or warranty.
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Important Notice
This Tender document is not transferrable. Bidders are advised to study the tender document carefully. Submission of bid shall be deemed to have been done after careful study and examination of the tender document with full understanding of its implications. The response to this tender should be full and complete in all respects. Incomplete or partial bids shall be rejected. Bidders shall bear all costs associated with the preparation and submission of the bid, including cost of presentation and demonstration for the purposes of clarification of the bid, if so desired by MTNL STPI IT Services Ltd (MSITS). MSITS shall in no event be responsible or liable for those costs, regardless of the conduct or outcome of the bidding process.
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Table of ContentsTABLE OF CONTENTS
1 Introduction and Bidding Schedule .................................................................7
3.32 Annexure 13: Letter from Auditor confirming the solvency of the company80
3.33 Annexure 14: Site Floor Layouts..............................................................81
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1 Introduction and Bidding Schedule
1.1 Introduction
MTNL-STPI IT Services ltd (“MSITS”) is a 50:50 joint venture between Software Technology Parks of India (“STPI”) and Mahanagar Telephone Nigam Ltd. (“MTNL”). The joint venture formed in 2006 combines STPI’s rich experience as an ISP and MTNL’s track record of being India’s leading telecom operating company to offer niche portal services to the Indian community.
MSITS intends to set up and operate Commercial Green Data Centers (“CGDC”(s)) in partnership with an Industry Partner (“IP”) on a revenue sharing model. For the purpose this RFP and the resultant agreement, “Revenue” shall mean revenue generated from the end customer and it is the income received from normal business activities, sales of goods and services. For the sake of clarity it is expressly confirmed that revenue shall not be calculated from revenue accrued on account of an intermediate entity.
The building structure shall be provided by MSITS and all the necessary investment to set-up and operate the CGDC shall be incurred by the IP. As consideration for services performed under the resultant Agreement, the IP shall be entitled to earn revenue by charging the customers for the services availed by them and splitting the revenue in the manner prescribed in the resultant Agreement.
For this purpose, proposals are invited under a 3 (three) stage commercial bidding system (collectively referred to as the “Bid Process”) for setting up, own and operating the commercial data centers on revenue sharing basis as per the terms and conditions of this Request for Proposal (“RFP”).
The successful bidder/ IP shall design the CGDC as per Tier III specifications per TIA-942 standards for 2 (two) locations i.e.: Delhi and Hyderabad. Total covered space available for each of the facilities at Delhi and Hyderabad is approx. 10,000 (Ten Thousand) sq.ft. The minimum specified scope of work to be undertaken by the IP for setting up and operating CGDCs has been broadly classified into the following activities:
• Proposed model including the revenue streams, green data centre utilization plan, technical /business challenges anticipated for development of CGDC services;
• Design, supply, installation and maintenance of the CGDCs and their Components;
• Marketing and selling the CGDC’s services; and
• Training and knowledge transfer to MSITS.
Indicative list of services that can be provided by the DC’s like co-location, hosting , managed services among others is provided in the Annexure 1.
MSITS shall receive bids pursuant to this RFP in accordance with the terms set forth in this RFP and other documents to be provided by the MSITS pursuant to this RFP, as modified, altered, amended and clarified from time to time by MSITS (collectively the “Bidding Documents”), and all bids shall be prepared and submitted in accordance with such terms on or before the date specified in Clause 1.2 for submission of Bids (the “Bid Due Date”).
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1.2 Bidding Schedule
The following table provides information regarding the important dates of the bid process:
Activity Date/Venue
Release of RFP (Request for Proposal) 28.05.2013
Clarification seek start date 28.05.2013
Clarification seek end date 05.06.2013
Date and time of Pre-bid conference 10.06.2013 at 12.00Hrs
Venue for Pre-bid conference STPI – Hq 9th Floor, NDCC-II Building, Jai Singh Road (Opp. Jantar Mantar),
New Delhi.
Pin code : 110 001
Last date and time for submission of Bids 26.06.2013 at 15.00 Hrs
Venue for submission of Bids STPI – Hq 9th Floor, NDCC-II Building, Jai Singh Road (Opp. Jantar Mantar),
New Delhi.
Pin code : 110 001
Date and time for opening of pre-qualification Bids 26.06.2013 at 16.00 Hrs
Venue for opening of pre-qualification Bids STPI – Hq 9th Floor, NDCC-II Building, Jai Singh Road (Opp. Jantar Mantar),
New Delhi.
Pin code : 110 001
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2 Section II: Instruction to Bidders
2.1 Issuer
MSITS invites proposals for ‘Build, Own and Operate’ a CGDC as per the scope defined in this RFP. The scope of work and requirements of MSITS are mentioned under section III of this RFP.
2.2 Issuer and Address for Correspondence
All communication in relation to this RFP should be addressed as detailed below; additionally the envelope must be labeled “RFP for Build, Own and Operate Commercial Green Data Centre”: Chief Executive Officer, MTNL STPI IT Services Ltd, O/o Software Technology Parks of India, 3rd Floor, STPI Building, No.5, Rajiv Gandhi Salai, Taramani, Chennai - 600 113
2.3 RFP Document fees
RFP document can be purchased from 28.05.2013 between 10.00 am to 04:00 pm by submitting a non refundable demand draft for Rs.5000/- (Five thousand Only), drawn in favour of MTNL STPI IT Services Ltd payable at Chennai. Bidder may also download the RFP documents from the MSITS website http://www.mtnl-stpi.in/. In such case, the tender fees should be submitted along with prequalification documents in the prescribed form. Bids received without or with inadequate RFP document fees shall be liable to get rejected summarily.
2.4 Authentication of Bids
The original and all copies of the bid shall be typed or written in indelible ink and signed by an authorised signatory of the bidder. All pages of the bid shall be initialled and stamped by the person or persons signing the bid.
2.5 Interlineations in Bids
The bid shall contain no interlineations, erasures or overwriting except as necessary to correct errors made by the bidder, in which case such corrections shall be initialled by the authorized signatory.
2.6 Pre-Bid Conference
The date, time and venue of the conference shall be as specified in Clause 1.2; any change will be intimated to all bidders through the MSITS website. The representatives of the interested organizations may attend the pre-bid conference at their own cost. The purpose of the conference is to provide bidders with information regarding the RFP and the proposed solution requirements in reference to this RFP. The Pre-Bid conference will also provide each bidder with an opportunity to seek clarifications regarding any aspect of the RFP and the project. Request for clarifications shall be sent by bidders to MSITS through email/fax/post (per the format prescribed in Annexure 11) not later than 3 (three) days before the Pre-Bid conference. All the requests shall be addressed to the contact person in MSITS as mentioned in clause 2.2.
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2.7 Bidder Inquiries and MSITS Response
All enquiries from the bidders relating to this RFP must be submitted in writing exclusively to the contact person notified in clause 2.2. The mode of delivering written questions would be through post/email/fax. MSITS will not be responsible for ensuring that bidders’ inquiries have been received by MSITS.
After the RFP is issued, MSITS shall accept written questions/inquiries from the bidders. MSITS will endeavour to provide a complete, accurate, and timely response to all questions. However, MSITS makes no representation or warranty as to the completeness or accuracy of any response, nor does MSITS undertake to answer all the queries that have been posed by the bidders. All responses given by MSITS will be distributed to all the bidders. No request for clarification from any bidder shall be entertained after completion of the pre-bid conference.
2.8 Supplementary Information to the RFP / Corrigendum / Amendments
If MSITS deems it appropriate to revise any part of this RFP or to issue additional information to clarify an interpretation of the provisions of this RFP, it may issue supplements to this RFP. Such supplementary information will be posted/available on MSITS’s website ( www.mtnl-stpi.in). Any such supplement shall be deemed to be incorporated by reference into this RFP.
2.9 Bid Preparation Costs
The bidder shall be responsible for all costs incurred in connection with participation in the RFP process, including, but not limited to, costs incurred in conduct of informative and other diligence activities, participation in meetings/discussions/presentations, preparation of proposal, in providing any additional information required by MSITS to facilitate the evaluation process and all such activities related to the bid process.
Further, no reimbursable cost may be incurred in anticipation of award of the contract for implementation of the project.
2.10 MSITS’s Right to Terminate the Process
MSITS may terminate the RFP process at any time and without assigning any reason. MSITS makes no commitments, explicit or implicit, that this process will result in a business transaction with anyone. Further, this RFP does not constitute an offer by MSITS. The bidder’s participation in this process may result in MSITS selecting a bidder to engage in further discussions and negotiations towards execution of a resultant Agreement. The commencement of such negotiations does not, however, signify a commitment by MSITS to execute a subsequent contract or to continue negotiations. MSITS at its sole discretion may terminate negotiations at any time without assigning any reason.
2.11 Venue and Deadline for submission of bid
All bidders are required to submit their bids to the address as given in clause 1.2 above. Bids, complete in all respects as specified in the RFP, must be submitted, no later than the time and date mentioned in clause 1.2.
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MSITS may, in exceptional circumstances and at its discretion, extend the deadline for submission of proposals by issuing corrigenda. Bidders who have been provided the RFP shall be intimated in writing or through e-mail and such corrigenda will also be available on MSITS’s website.
Bids received after the due date on the specified time for any reason whatsoever, shall not be entertained.
2.12 Earnest Money Deposit (EMD)
1. Bidders shall submit, along with their Bids, EMD of INR 50,00,000/- (INR Fifty Lakhs Only) , in the form of a Demand Draft OR Bank Guarantee (in the format specified in Annexure 2 issued by any nationalized bank and should be valid for 45 days beyond the final bid validity period.
2. EMD of all unsuccessful bidders would be refunded by MSITS within 30 days of the bidder being notified as being unsuccessful. The EMD, for the amount mentioned above, of successful bidder would be returned upon submission of Performance Bank Guarantee.
3. If required MSISTS shall communicate to the bidders any extension of the bid validity period and a resultant extension of the EMD amount. If acceptable, bidders may communicate their acceptance in writing to MSITS along with a proportionate extension in the validity of the EMD.
4. The EMD amount is interest free and will be refundable to the unsuccessful bidders without any accrued interest on it.
5. The bid / proposal submitted without EMD, mentioned above, will be summarily rejected.
6. The EMD may be forfeited:
• If a bidder withdraws its bid during the period of bid validity.
• In case of a successful bidder, if the bidder fails to sign the contract in accordance with this RFP.
7. The EMD may be forfeited as mutually agreed genuine pre-estimated compensation and damages payable to MSITS for, inter alia, time, cost and effort of MSITS without prejudice to any other right or remedy that may be available to MSITS hereunder or otherwise, under the following conditions:
• If a Bidder engages in a corrupt practice, fraudulent practice, coercive practice, undesirable practice or restrictive practice as specified in this RFP;
• If a bidder withdraws its Proposal during the period of Bid/Proposal validity
• If the Selected Bidder fails, within the specified time limit,: • to sign the Contract Agreement and/or • to furnish the Performance Bank Guarantee within the period prescribed
therefore in the Contract Agreement
2.13 Period from which services have to commence
Services to be performed under the resultant contract shall commence after submission of letter of acceptance for the LoI issued by MSITS as mentioned in clause 3.2
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2.14 Authorized signatory
The authorised signatory of the bidder may either be the ‘Principal Officer’ or a duly ‘Authorised Representative’ of the bidder, in which case the bidder shall submit a board resolution ratified by the Company Secretary of the bidder or alternatively in the form of a valid power of attorney. All certificates and documents (including any clarifications sought and any subsequent correspondences) received hereby, shall, be furnished and signed by the ‘Principal Officer’ or the ‘Authorised Representative’ of the bidder.
2.15 Sub-contracting
Sub-contracting of non-essential activities may be considered by bidders, subject to the following conditions:
• All sub-contracting arrangements must form part of the Technical bid;
• No change in sub-contractors will be allowed during the bid evaluation process;
• All sub-contracting arrangements of the successful bidder must be approved by MSITS prior to commencement of services as the IP;
• Any changes in sub-contractors after award of contract must be approved by MSITS;
• MSITS retains the right to discontinue sub-contracting of activities at any time during the contract term, by way of a written notification to IP without any resultant cost detriment to MSITS;
• MSITS reserves its right to subject the sub-contractors to security clearances as it deems necessary and all the personnel of the sub-contractor before they are appointed to the project;
• At no stage shall MSITS be responsible/ liable to a sub-contractor in any manner; and the IP shall indemnify MSITS for any claim arising against MSITS by the IP’s sub-contractor.
2.16 Bid Submission Instruction
2.16.1 Format of submission
i. It is proposed to have a e (three) Cover System for this RFP:
Stage Submissions
Pre-qualification Bid in one (1) cover 2 (Two) hard copies + 3 (Three) soft copies on non-rewritable compact discs
Technical bid in one (1) cover 2 (Two) hard copies + 3 (Three) soft copies on non-rewritable compact discs
Commercial bid in one (1) cover 1 (One) hard copy
ii. Each copy of the Pre-qualification bid and the Technical bid must be super-scribed with the words “Original” or “Copy” as the case may be. In case of any discrepancy between the ‘Original’ and ‘Copies’, the information furnished on the ‘Original’ paper bid document will prevail over a ‘Copy’.
iii. The Pre-qualification bid, Technical bid and Commercial bid prepared in response to this RFP should be placed in a separate sealed covers with the wordings “Pre-
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qualification Bid”, “Technical Bid” and “Commercial Bid” respectively super-scribed on them. Please note that prices must not be indicated in the Pre-qualification bid or Technical bid and must only be indicated in the Commercial bid.
iv. The covers containing the Pre-qualification bid, Technical bid and the Commercial Bid must be put in separate envelopes (bid cover). The bid cover should be super scribed with RFP number, due date and the wordings “Do not open before 16:00 hours on 26.06.2013 and this envelope should be clearly marked “Bid for Build, Own and Operate Commercial Green Data Centre for MTNL STPI IT Services Ltd. (MSITS) on Revenue Shared Model.”
v. The cover thus prepared should also indicate clearly the name, address and telephone number of the bidder to enable the bid to be returned unopened in case it is declared "Late" or for any other technical/unforeseen reason.
vi. The Pre-qualification bid, Technical bid and Commercial bid should be complete documents and should be bound as a volume separately (documents submitted in loose form will be not be accepted). The documents should be page numbered and appropriately flagged and contain a detailed list of contents with reference page numbers. Bidders are required to submit all details as per the formats given in the RFP document only. Any deficiency in documentation may result in the rejection of the bid at the sole discretion of MSITS. All pages of the tender submitted along with supporting documents need to be signed.
vii. The CDs containing the copies of the Pre-qualification bid, and the Technical bid should be sealed with the Pre-qualification, and Technical bids respectively.
viii. All CDs submitted by a bidder must be in sealed covers. The sealed covers as well as the CD(s) must be duly signed by the bidder using a “Permanent Pen/Marker”, should be super scribed with “Pre-qualification Bid”/ “Technical Bid” (as the case may be) and should bear the name of the bid ding organization.
ix. Bidder must ensure that the information furnished by him/her in respective CDs is identical to that submitted by him/her in the original paper bid document. In case of any discrepancy observed by MSITS in the contents of the CDs and original paper bid documents, the information furnished on original paper bid document will prevail over the soft copy.
x. Bidder must ensure that Pre-qualification bid and Technical bid CDs do not contain any Commercial quotations/prices.
2.16.2 Documents comprising the bids
Bid submitted by the bidder shall comprise the following:
• Prequalification bid in the format specified at Annexure 4;
• Technical bid covering details specified in Annexure 10;
• Commercial bid in the format specified in Annexure 5;
• Non-refundable document fee/RFP document fees/ acknowledgement receipt as specified in Clause 2.3 of this Document of the RFP and EMD as specified in Clause 2.12 of this Document of the RFP in the pre-qualification cover/envelope.
• A sealed and signed copy of the RFP along with any corrigendum/ supplementary information (if any) as an acceptance to all terms and conditions as well as functional, technical requirements of this RFP.
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2.16.3 Pre-qualification Bid
Pre-qualification bid will be used for assessing the bidders on the basis of prequalification criteria laid down in this RFP. Therefore the bidders are required to submit this bid per specified format furnishing required responses/information completely along with any supporting documents. A bid may be rejected at prequalification stage itself and not considered for technical evaluation if it fails to satisfy the prequalification criteria specified in this RFP.
This invitation to bid is open to all bidders meeting the following minimum eligibility criteria (prequalification criteria):
Sl. No.
Eligibility Criteria Documentary Proof Required
1. The bidder should be registered under the Companies Act, 1956 of India since last 3 (three) years
• Certificate of Incorporation
• Memorandum and Articles of Association
2. The bidder should have a minimum annual turnover of Rs. 50,00,00,000/- (INR Fifty Crores Only) each year during the last 2 (two) years as on 31st March’2012.
• Balance Sheet and Profit and Loss statement, as per Companies Act 1956, for last two (2) financial years.
• Certificate of CA detailing net worth.
3. The bidder should have commissioned and installed at least 1 (one) Data center project that meets below mentioned requirements during the last 5 (five) years from last date of submission of the bid: a. Commercial Data Centre setup and operated by the bidder for min. area of 2,500 (Two Thousand Five Hundred)sq.ft. or b. An order value for commission and installation of Data Centre (including IT and Non-IT but excluding basic building structure cost) of not less than Rs.1 5,00,00,000/- (INR Fifteen Crores Only); Note:
• Bidder’s own in house data centers shall not be considered for the purpose of the above requirement.
• Bidders who have built their own Internet Data Centre (IDC), for commercial use will be considered.
a) Copy of work order / client certificates
b) Certificate from Company Secretary confirming the order value/cost.
c) Valid Certification (IDC bidder shall also submit customer work orders).
d) In case of their own Data Center, certificate by board/company secretary that said data center is for commercial use and not in house.
4. The bidder should have experience in providing Facility management services to at least 1 (one) data center, during the last three 3 (three) years from last date of submission of bid. The facility management services shall include IT infrastructure related (e.g. Servers, storage, networks etc.) / non IT related services (Power, cooling, physical security etc.)
• Copy of work order / client certificates.
• In case of their own Data Center, certificate by board/company secretary that said data center is for commercial use and not in house.
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Note:
• Bidder’s in house data centers shall not be considered.
• Bidders who have built their own Internet Data Centre (IDC), for commercial use will be considered.
5. Bidder must have a valid ISO 9001:2005 certification.
• Valid copy of Certificate
6. The bidder must furnish valid/sufficient EMD
• Preferably crossed demand draft or may be bank guarantee.
7. RFP document fee • Non refundable demand draft of Rs 5000/-
8. The Bidder must be solvent at the time of submission of proposal.
• Letter from Auditor confirming the solvency of the company as per the format attached in Annexure 13
*Note:
i. It is clarified that the number of years, turnover and client citation requirement has to be met by the bidder in its own personal capacity and not by any of its affiliates, associates, subsidiaries or parent entity etc.
Consortium bids are not allowed and shall be disqualified.
2.16.4 Evaluation of Pre-qualification bid
After verification of the Prequalification bid envelopes on the basis of criteria defined in Clause 2.16.3, bids of those bidders who qualify the Pre-qualification requirements shall be eligible for technical evaluation. The bids will then be passed on to the Technical Evaluation Committee (TEC).
2.16.5 Technical Bid
Technical bids should address all the areas mentioned in clause 2.16.6 as detailed in Scope of Work and Annexure 1. The bid should articulate in detail, as to how the bidder’s technical solution meets the requirements envisaged per the RFP. In submitting additional information, please mark it as “Supplementary” to the required response. If the bidder wishes to propose additional services, the bid must include a description of such services as a separate and distinct section to the bid.
2.16.6 Technical Bid Details:
• Bid Submission Letter
• Profile Of The Bidder(s)
• Details Of Prior Experience of bidder
• Proposed model including the revenue streams, green data centre utilization plan, technical /business challenges anticipated
• Profiles of Key Personnel proposed for the project
• A copy of the bill of materials giving the item description and quantity (such as hardware, licenses, software etc.) without mentioning any prices.
• Technical Bid Evaluation Checklist as mentioned in Annexure 10
2.16.7 Commercial Bid
i. The Revenue share quoted by the bidder for each of the years will remain fixed during the entire period of contract and shall not be subjected to change.
ii. The bidder shall not include any technical information in the commercial bid; and iii. The commercial bid must be submitted strictly in conformity to the format specified
in Annexure 5.
2.16.8 Validity of bids
i. All bids must be valid for minimum 180 (One Hundred and Eighty) days from the last date of submission of bids. A bid valid for a shorter period shall lead to disqualification of the bidder. On completion of the validity period, unless the bidder withdraws his bid in writing, it will be deemed to be valid until such time that the bidder formally (in writing) withdraws his bid.
ii. In exceptional circumstances, at its discretion, MSIST may solicit the bidder’s consent for an extension of the validity period. The request and the responses thereto shall be made in writing (or by fax or email).
2.16.9 Site Visits The bidder may visit and examine CGDC sites at Hyderabad, Delhi and existing data site of Chennai at a time to be agreed with MSITS (and obtain for himself on his own responsibility all information that may be necessary for preparing the Bid Documents). The visit may not be used to raise questions or seek clarification; such matters must be submitted in writing. The cost of visiting the site(s) shall be at bidder's own expense.
2.16.10 Correction of Errors
i. Bidders are advised to exercise adequate care in quoting proportion of revenue sharing. No excuse for corrections in the quoted revenue share will be entertained after the bids are opened. All corrections, if any, should be initialled by authorised signatory before submission, failing which the figures for such items may not be considered.
ii. Arithmetic errors in bids will be corrected as follows: a. In case of discrepancy between the revenue share mentioned in figures and in
words, the amount in words shall govern. The amount stated in the proposal form, adjusted in accordance with the above procedure, shall be considered as binding. If the Bidder does not accept the correction of the errors, its bid will be rejected.
iii. Any discrepancy relating to prices quoted in the offer across different sections of the bid, only prices given in the prescribed format given at Annexure 5 of this RFP shall prevail.
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2.16.11 Non –Conforming Bids
A bid may be construed as a non-conforming bid and ineligible for consideration:
i. If it does not comply with the requirements of this RFP, failure to comply with the technical requirements, and acknowledgment of receipt of amendments, are common causes for holding bids non-conforming; or
ii. If a bid does not follow the format requested in this RFP or does not appear to address the particular requirements, and any such bidders may also be disqualified.
2.16.12 Disqualification
The bid is liable to be disqualified and EMD encashed in the following cases or in case bidder fails to meet the bidding requirements as indicated in this RFP else were:
i. Bid not submitted in accordance with the procedure and formats prescribed in this document or treated as non-conforming bid;
ii. The bidder qualifies the bid with his own conditions; iii. Bid is received in incomplete form; iv. Bid is received after due date and time; v. Bid is not accompanied by all the requisite documents; vi. Information submitted in technical bid is found to be misrepresented, incorrect or
false, accidentally, unwittingly or otherwise, at any time during the processing of the contract (no matter at what stage) or during the tenure of the contract including the extension period if any;
vii. Commercial bid is enclosed with the same envelope as technical bid; viii. Bidder tries to influence the bid evaluation process by unlawful/corrupt/fraudulent
means at any point of time during the bid process; ix. In case any one party submits multiple bids or if common interests are found in two
or more bidders, the bidders shall be disqualified; x. Bidder tries to bid for this project in consortium; or xi. Bidder fails to deposit the Performance Bank Guarantee (PBG) or fails to give
acceptance within fifteen (15) working days of the date of notice of award/LoI or within such extended period, as may be specified in writing by MSITS.
Bidders may specifically note that while evaluating the proposals, if it comes to MSITS’s knowledge expressly or implied, that some bidders may have colluded in any manner whatsoever or otherwise joined to form an alliance resulting in delaying the processing of proposal then the bidders so involved shall be disqualified from this bid process/resultant contract as well as for a further period of three (3) years from participation in any tender process floated by MSITS.
2.16.13 Rights to content of proposal
All bids and accompanying documentation of the Technical proposal will become the property of MSITS, and will not be returned after opening of the technical proposals. The commercial proposals that are not opened will be returned to the bidders. MSITS is not restricted in its rights to use or disclose any or all of the information contained in the proposal and can do so without compensation to the bidders. MSITS shall not be bound by any language in the proposal indicating the confidentiality of the proposal or any other restriction on its use or disclosure.
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2.17 Bid Opening and Evaluation Process
2.17.1 Bid Opening Sessions
The bids will be opened, in 3 (three) sessions, one each for Pre-qualification, Technical and Commercial, in the presence of bidders’ representatives (only 1 (one) per bidder) who choose to attend the Bid opening sessions on the specified date, time and address. The bidders’ representatives who are present shall sign a register evidencing their attendance. In the event of the specified date of bid opening being declared a holiday for MSITS, the Bids shall be opened at the same time and location on the next working day. During bid opening preliminary scrutiny of the bid documents will be made to determine whether they are complete, whether required EMD has been furnished, whether the documents have been properly signed, and whether the bids are generally in order. Bids not conforming to such preliminary requirements will be prima facie rejected.
2.17.2 Opening of Bid
i. MSITS shall open Pre-qualification bid at the date, time, and venue mentioned in clause 1.2 in the presence of authorized representatives from participating firms, who chose to attend. The date fixed for opening of Proposals, if subsequently declared as holiday by the MSITS, the proposals will be opened on the next working day, time and venue remaining unaltered.
ii. The technical and financial proposals of eligible Firms shall be opened later and eligible Firms will be informed in due course about the date & time of the same.
2.17.3 Evaluation of Technical Bid
The evaluation of the Technical bids will be carried out in the following manner: i. The Technical bids of only the pre-qualified bidders will be opened for evaluation; ii. Bidders must obtain a minimum technical score of 80 (eighty) to be eligible for
financial opening; iii. The bidders' technical solution proposed in the bid document will be evaluated by the
TEC as per the requirements specified in the RFP and adopting the evaluation criteria spelt out in this document. The bidders are required to submit all required documentation in support of the evaluation criteria specified as required for technical evaluation;
iv. The TEC may invite each bidder to make a presentation at a date, time and venue decided by MSITS. The purpose of such presentations would be to allow the bidders to present their proposed solutions to the committee and orchestrate the key points in their bids; and
v. The committee may seek oral clarifications from the bidders. The primary function of clarifications in the evaluation process is to clarify ambiguities and uncertainties arising out of the evaluation of the bid documents. Oral clarifications provide the opportunity for the committee to state its requirements clearly and for the bidder to more clearly state its bid.
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Following will be the technical evaluation scheme:
S. No.
Evaluation Parameter Focus Score (%)
Demonstration of project understanding
MSITS requirement for Commercial Green Data Centre
1 Project Understanding(10)
Understanding of roles & responsibilities of IP & MSITS in project execution
10
Proposed Model
Approach and Methodology highlighting the complete cycle of building and running commercial green data centre
Expected Revenue Streams and Green Data Centre utilization plan
Technical/ Business challenges anticipated
Marketing Plan for the running the commercial green data centre
Service Delivery Model
25
Green Data Centre
Design Architecture and Layout of Green Data Centre and Server Farm area
IT / Non- IT Components to build Green Data Centre
20
2 Technical Solution Proposed (55)
Quality Assurance Plan & Methodology 10
Bidder’s experience in setting up data centers
Bidder’s experience in providing system integration for data centers
Bidder’s experience in providing facility management services for data centers
Bidder’s experience in managing commercial data centers
3 Bidders Experience and setting-up, operating and managing data center operations (20)
Team proposed for commissioning & maintenance of data centers and for marketing & selling services of data centers
20
4 Presentation by Bidder(15)
15
The bidder must obtain minimum 80 marks in technical evaluation to qualify.
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2.17.4 Evaluation of Commercial Bid
a. The Commercial bids of only the technically qualified bidders will be opened for evaluation.
b. The bidder with the highest NPV mentioned in clause 2.18.1, for quoted revenue share percentage (%) accruing in favour of MSITS for each year, will be considered for award of contract.
c. The quoted revenue share percentage (%) for each year should be in ascending order, wherein the year 1 value shall be lowest and the year 7 percentage value should be highest of the offered percentages.
d. The value quoted for 1st year should be minimum 30% of the value quoted for the final year.
e. In case the same highest NPV, as mentioned in clause 2.18.1, is arrived for 2 (two) or more different bidders, the selection of the bidder will be done on basis of the highest technical score achieved by any of these bidders having the highest NPV of the revenue share offered to MSITS.
2.18 Contract Finalization and Award
2.18.1 Award Criteria
MSITS will award the resultant Agreement to the bidder whose shall quote highest percentage (percentage up to 2 decimal points) of revenue (NPV) to be shared with MSITS, as below: For the purpose of evaluation, revenue share percentage offered to MSITS shall be applied on amount of Rs1, 00,000/- (INR One Lakh Only) in every respective year. Revenue share figure (in INR terms) so arrived for different years shall be calculated to the Net Present Value (NPV), by discounting (on annual basis) at a rate of 12 (twelve) % per annum, for the purpose of evaluation. The formula for calculating the NPV shall be: NPV = {100000*X1/(1+r/100) + 100000*X2/(1+r/100)2 + 100000*X3/(1+r/100)3
Here X1, X2, X3, X4, X5, X6, X7 are the different revenue percentages and r is the discounting rate (r=12).
2.18.2 Notification of Award
i. MSITS will notify the successful Bidder by e-mail or by registered letter that its bid has been accepted.
ii. The successful Bidder shall furnish the PBG and after receipt of it, MSITS will promptly discharge EMD of each unsuccessful Bidder.
2.18.3 Signing of Contract
i. At the same time as the MSITS notifies the successful bidder that its bid has been accepted, MSITS will send the bidder the Agreement to be executed between the parties.
ii. Within 15 (fifteen) working days of the bidder’s receipt of the Letter of Invitation or within any subsequent extension permitted by MSITS, the successful Bidder shall
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sign and date the Contract (as per Contract Form specified by MSITS) and return it to the MSITS.
2.18.4 Performance Bank Guarantee
i. At the time of the signing of the contract, the successful bidder shall furnish the requisite PBG, per prescribed pro forma at Annexure 3.
ii. This PBG will be for an amount Rs 2,00,00,000/- (INR Two Crores Only). PBG shall
be valid for the duration of the resultant contract and shall be valid for a period of 60 (sixty) days beyond the date of completion of all contractual obligations of the vendor including any warranty obligations. PBG shall be submitted by the successful bidder prior to signing the resultant contract. All incidental charges whatsoever such as premium; commission etc. with respect to the PBG shall be borne by the bidder. The PBG may be discharged/ returned by MSITS upon being satisfied that there has been due performance of the obligations of the bidder under the contract. However, no interest shall be payable on the PBG.
iii. Notwithstanding anything to the contrary and without prejudice to any equitable rights or remedies available to MSITS under applicable law; in the event the IP is unable to service the resultant Agreement for whatever reason, or the IP breaches any term(s) or conditions specified in this RFP or the resultant Agreement. MSITS may at its sole discretion invoke the PBG. The proceeds of the PBG shall be payable to MSITS as compensation for any loss resulting from the bidder’s failure to perform/ comply with its obligations under the resultant Agreement. MSITS shall notify the bidder in writing of the exercise of its right to receive such compensation indicating the contractual obligation(s) for which the bidder is in default. MSITS’s decision in this respect will be final.
iv. In case the project term is extended beyond the project schedule as mentioned in this RFP, the PBG shall be suitably extended by the Industry Partner per the requirements of this clause.
2.18.5 Warranty and Maintenance
i. The successful bidder shall provide a comprehensive warranty for duration of 7 (seven)years, commencing from the date of commissioning of Green Data Centre;
ii. Bidder shall also provide complete Services and maintenance support for all the proposed solution for a period of seven years from the date of commissioning of Green Data Centers ;
iii. During the warranty period, the bidder shall warrant that the goods supplied under the contract are new, unused, of the most recent version/ models and incorporate all recent improvements in design and materials unless provided otherwise in the contract. The bidder further warrants that the goods supplied under this contract shall have no defects arising from design, materials or workmanship.
iv. The successful bidder hereby warrants MSITS that
i. The implemented proposed solution represents a complete, integrated solution meeting all the requirements as outlined in the RFP and further amendments if any, and provides the functionality and performance, as per the terms and conditions specified in the contract.
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ii. The proposed solution will achieve parameters delineated in the technical specification/ requirement and shall be appropriately integrated to meet proposed requirements.
iii. The successful bidder will be responsible for warranty services from subcontracted third party producers or licensers of products included in the solution.
iv. The successful bidder undertakes to ensure the maintenance of the acceptance criterion/standards in respect of the solution during the warranty period.
2.18.6 Failure to agree with the Terms & Conditions of the RFP
Failure of the successful Bidder to comply with the Terms & Conditions of the RFP shall constitute sufficient grounds for the annulment of the award and forfeiture of the EMD, . MSITS reserves the right to take appropriate action in this regard.
2.19 Miscellaneous
2.19.1 No bidder shall submit more than one (1) bid for the Project. 2.19.2 Consortium/joint venture bids are not allowed. 2.19.3 Notwithstanding anything to the contrary contained in this RFP, the detailed
terms specified in the resultant contract shall have overriding effect; provided, however, that any conditions or obligations imposed on the bidder hereunder shall continue to have effect in addition to the obligations specified in the resultant contract.
2.19.4 The bidder shall furnish a board resolution or alternatively a power of attorney authorising the signatory of the bid to commit the bidder.
2.19.5 Any condition or qualification or any other stipulation contained in the bid shall render the bid liable for rejection being a non-responsive bid.
2.19.6 The bid document and all communication in relation to or concerning the Bid Documents shall be in English.
2.19.7 The documents including this RFP and attached documents, provided by MSITS are and shall remain or becomes the property of MSITS and are transmitted to the bidders solely for the purpose of preparation and submission of a bid in accordance herewith. Bidders are to treat all information furnished hereunder as strictly confidential and shall not use it for any purpose other than for preparation and submission of their bids. The provisions of this clause shall apply mutatis mutandis to bids and related documents submitted by the bidders, and MSITS shall not be liable to return to the bidders any bid, document or any information provided along with.
2.19.8 A Bidder shall not have a conflict of interest (the “Conflict of Interest”) that affects the bidding process. Any bidder found to have a Conflict of Interest shall be disqualified. In the event of disqualification, MSITS shall be entitled to forfeit and appropriate the bid security or performance security, as the case may be, as mutually agreed genuine pre-estimated loss and damage likely to be suffered and incurred by MSITS and not by way of penalty for, inter alia, the time, cost and effort of MSITS, including consideration of such bidder’s proposal (the “Damages”), without prejudice to any other right or remedy that may be available to MSITS under the Bidding Documents and/or the resultant contract or otherwise.
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3 Scope of Work and Terms and Conditions This section defines the minimum specified scope of work to be undertaken by the Industry Partner (IP) for setting up and operating Green Data Centre. The scope of the contract is for set up, own and operate the Green Data Center as the profit center by the Industry Partner. All activities required for operating the Green Data Center as profit center shall be undertaken by IP. The activities shall include, but not be limited to:
• Administrative Activities
• Sales, Marketing and after Sales activities
• Financial and accounting activities like maintaining the balance sheet and P&L for the green data centre etc
• Set-up, Operations and Maintenance of Green Data Centre • HR functions and Administration activities etc.
IP would be given a free hand to market and sell the services to be provided by the Green Data Centre and independence to generate maximum possible revenue stream by providing the Green Data Centre services. The scope of work to be undertaken by the IP has been divided into following tracks:
3.1 Scope of work
The major activities to be performed are as follows: Track 1 - Model for development of Commercial Green Data Centre Services Industry Partner is expected to prepare a detailed business model, subject to MSITS approval, to elucidate following:
• Project Plan highlighting the milestones for the project
• Projected bouquet of services and the service delivery model
• Projected cash flows of services provided by data center for a period of minimum 7 years
• Revenue sharing percentage to MSITS
• Any specific assumptions/ conditions.
o Track 1: Model for development of Commercial Green Data
Centre Services
o Track 2: Design, Supply & Installation and Maintenance of
Data Centre and its Components
o Track 3: Marketing and Selling of Data Centre Services
o Track 4 : Training
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Track 2 - Design, Supply & Installation and Maintenance of Green Data Centre and its Components The broad scope of work for this track will include the following,
1. Design, Supply, Installation and Commissioning of Green Data Centers and its components a. IP has to setup the Green Data Centers at the following locations :
S.No. Site Total Area (Sq.Ft.)
1 T.E Building Narela, Delhi 10,000
2 Solitaire Building, Hyderabad 10,000 The layouts of both sites are attached in Annexure 14.
b. IP has to bear all the capital expenditure required to setup the Green Data Centers c. MSITS will provide the space required and provision for power supply. IP has to
ensure the availability of power for functioning of the Green Data Centers. IP will have to bear the cost of power based on actual consumption of power
d. IP is required to submit the data center design documents and get it approved by the Project Steering Committee appointed by MSITS
e. IP shall design the Green Data Centers in line with minimum requirements as laid out in TIA 942 specifications wherever possible.
f. Site Preparation: MSITS will provide the necessary minimum constructed raw space for setting up of the Green Data Centers. The site is having the basic facilities like parking space, space for gensets etc. IP will have to undertake the activities required for site preparation like civil & interiors, electrical, and mechanical works including false ceiling, partitioning, installation of electrical component, cable laying etc at the DC sites. MSITS shall support and facilitate the IP in obtaining the required clearances. Bidder may visit the facility to have better understanding of the site at his own expense.
g. IP would be responsible for procurement, supply, installation and commissioning to setup following active and passive components required for the DC’s i. Physical Infrastructure components such as UPS and Air-Conditioning
System, Fire Detection and Control System complying to fire department rules and regulations, Diesel Generator Units, Lighting system, Power, CCTV Surveillance systems, E/A, UPS, power panel with sufficient capacity, backup and redundancy and Network etc for setting up of the DCs are to be provided and installed by the IP .IP is required to take all clearances from the fire safety authorities and comply with all guidelines and regulations in this regard from time to time.
ii. IT Infrastructure components such as Servers, Databases, Networking & Security components, Storage Solution, Software and other IT components required at the Green Data Centre.
iii. It is expected that IP shall design a solution which would optimize the space and power requirements at the Green Data Centers.
h. All the assets procured by IP during the term of the contract shall be in the name of IP and at the conclusion of the contract duration would be transferred to the name of MSITS at zero cost.
i. IP will be required to provide connectivity as well as fixed infrastructure for providing connectivity between the two Green Data Centre as mentioned above
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j. IP is required to take the primary bandwidth for each of the facilities from MSITS (MTNL/STPI) on a chargeable basis at a discounted price mutually agreed by IP and MSITS
k. IP shall establish the Green Data Centers within 6 months of handing over the site by MSITS.
l. IP shall use the Green Data Centers to provide DR/BCP services etc. to prospective customers. In addition, IP can leverage additional space in Chennai as mentioned in subsequent point 5
2. Software Licenses
a. IP shall be completely responsible for procuring, installation, commissioning, testing and certification of all the necessary software licenses required at the Green Data Centre
3. Maintenance of the Green Data Centers
a. IP would be responsible for the maintenance of the Green Data Centre till the end of the contract period.
b. MSITS, on its discretion, may either takeover the data center after contract period or further extend the contract on an annual basis
c. IP would be responsible for overall monitoring and management of equipment deployed at the DC’s
d. 24x7 monitoring & management of availability & security of the infrastructure & assets (including data, network, servers, systems etc.)
e. IP would perform patch management, testing and installation of software upgrades issued by the OEM/vendors from time to time
f. Ensure overall security of the solution including installation and management of antivirus solution and other security components for protection of all the infrastructure (including virtual) implemented for the project.
g. IP will design and deploy framework based on ISO 27001 for information security, ISO 20000 for IT service delivery. This will include all the mandatory and optional policy and procedure, standards and guidelines. IP will bear the cost of these certifications. The IP will also need to maintain and sustain these certifications for the entire contract duration at no extra cost
4. Certifications and Audit
a. IP would be responsible for getting and maintaining the required mandatory certifications for the DC’s throughout the contract period
b. IP would be responsible for annual third party audit of the DC’s ( infrastructure, security etc)
5. Option to leverage Data Center at Chennai
a. MSITS may provide 1200 sq. ft of server farm area to be utilized for providing the data center services on a commercial basis on relevant /applicable charges as may be decided by MSITS.
b. IP shall utilize this space as required c. IP would be responsible to provide connectivity with Green Data Centre at Delhi
and Hyderabad
6. The technical details are enclosed in Annexure 1
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Track 3 - Marketing and Selling of Green Data Centre Services
1. Once the DCs is in place with requisite hardware & other items and ready to offer services to enterprise customers, MSITS and IP would jointly go to market as a co-brand. IP would be responsible for marketing the services to prospective customers. IP will understand the customer requirements and give the proposal to end customers for offering services from DCs on a customized business and revenue models. MSITS shall assist IP in marketing of services, especially to government bodies.
2. Based on the customer requirement IP will procure and commission the hardware and software in the DC in the agreed time frame.
3. IP shall take MSITS in confidence while preparing a marketing plan. 4. IP would be required to provide adequate resources on need basis for marketing and
selling of Green Data Center services. 5. The services would be marketed and sold using the name of co- brand (MSITS and IP) 6. End customer price and any customization in the technical offering shall be done on
case to case basis depending on the market conditions. A governing body with representations from MSITS and IP shall be constituted for managing GCDC.
7. IP would be responsible for timely submission of invoices and collection of payments from customers. However, the invoices will be generated by MSITS only with assistance from IP as required.
8. All the revenue will be collected in the name of co brand into an escrow account created by the Industry Partner. The revenue for the agreed revenue percentages (%) will be divided amongst the stakeholders of the resultant agreement from the escrow account automatically within 30 days of realization of revenue from customers for the Year (as defined in clause 3.2)
9. The services provided from the created data centre shall be ideally for end customer self use only. In case, the facility is further leased out to any third party, the financial arrangements and revenue percentage between the IP and third party shall be shared transparently with MSITS. The revenue percentage, thus agreed for the financial year between MSITS and IP, shall be applicable to the revenue accrued from the end customers utilizing the services from the data centre.
10. IP would be required to maintain and submit the audited financial statements on an annual basis for the Green Data Centre (Balance sheet, Profit and Loss statement etc) and provide access to all project related information and financials subject to MSITS furnishing a seven day notice of such inspection / audit.
11. IP will be responsible for annual audit of the financial statements 12. The financial statements would be reviewed by Governing Body to be appointed by
MSITS 13. MSITS shall offer preferential prices to IP w.r.t bandwidth 14. IP would be required to meet the SLA’s as agreed with respective customers. IP would
be responsible for operational performance and quality of service to be delivered to respective customers. Penalties due to breach of SLA’s agreed with the respective customers will be borne by the IP
Track 4 – Training
1. IP shall be required to provide training to MSITS nominated officials for green data centre operation and maintenance. The training has to be provided at the end of the contract as part of the completion of the project. The workshops should be structured for atleast ten (10) number of MSITS personnel with minimum two days each
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spanning through various functions like technology, marketing, sales, accounting, operations and support etc. of the established commercial data centre.
2. IP shall assess the need of training, prepare a detailed training plan, create necessary performance support material such as user manual, job aids, online reference manual, frequently asked questions, training documentation etc. for use in conjunction with the class room training material.
3. Training has to given in Chennai in case that facility is utilized by IP
3.2 Term and Duration of the Agreement
i. IP is expected to set up the green data centres within six (6) months from the date of handing over of site;
ii. MSITS intends to grant to IP the right to undertake and implement the Project on the terms and conditions set forth below for the period of seven (7) years from the date of commissioning/ Go-Live of the Green Data Centres
iii. LoI will be issued to the selected IP and an acceptance letter for the same needs to be submitted by IP within 15 days of the issuance of LoI. Post the acceptance of the LoI, handing over of the site shall be given to the selected IP.
iv. The Agreement shall come into effect from date of handing over of site to IP (hereinafter the ‘Effective Date’).
v. The term “Year” for each of the years mean 12 months from the 1st of the month succeeding the month of “Go-Live”.
vi. IP is required to operate and run the services for a period of seven (7) Years from the date of “G0-Live” and will be extendable on an annual basis solely at the discretion of MSITS on same terms and conditions, as defined in the agreement.
3.3 Obligations of MSITS
Without prejudice to any other undertakings or obligations of MSITS under the Agreement, the MSITS shall perform the following:
a) Handing over of the sites for development of Green Data Centre b) To assist in marketing activities e.g. support in targeting the Govt. clients
3.4 Obligations of Industry Partner
a) It shall perform the Services as set out in the Agreement and in a good and
workmanlike manner commensurate with industry and technical standards which are generally in effect for international projects and innovations pursuant thereon similar to those contemplated by the Agreement, and so as to comply with the applicable Service Levels set out with the Agreement.
b) It shall ensure that the Services are being provided as per the Project Timelines and
requirements set out in the Agreement
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3.5 Approvals and Required Consents
a) The Parties shall cooperate to procure, maintain and observe all relevant and
regulatory and governmental licenses, clearances and applicable approvals (hereinafter the “Required Consents”) necessary for the Industry Partner to provide the Services.
b) MSITS shall use reasonable endeavours to assist Industry Partner to obtain the
Required Consents. However, in any event, Industry Partner would be responsible for obtaining the necessary approvals.
3.6 Use of Assets by Industry Partner
During the Term the Industry Partner shall:
a) take all reasonable and proper care of the entire hardware and software, network or
any other information technology infrastructure components used for the Project and other facilities leased / owned / operated by the Industry Partner exclusively in terms of ensuring their usability (hereinafter the “Assets”) in proportion to their use and control of such Assets; and
b) keep all the tangible Assets in as good and serviceable condition (reasonable wear and tear excepted) as at the date the Industry Partner takes control of and/or first uses the Assets and during the entire Term of the Agreement
c) ensure that any instructions or manuals supplied by the manufacturer of the Assets for use of the Assets and which are provided to the Industry Partner will be followed by the Industry Partner and any person who will be responsible for the use of the Assets;
d) take such steps as may be properly recommended by the manufacturer of the Assets and notified to the Industry Partner or as may, in the reasonable opinion of the Industry Partner, be necessary to use the Assets in a safe manner;
e) ensure that the Assets that are under the control of the Industry Partner, are kept suitably housed and in conformity with Applicable Law;
f) procure permission from the MSITS and any persons duly authorized by them to enter any land or premises on which the Assets are for the time being sited so as to inspect the same, subject to any reasonable third party requirements;
g) not, knowingly or negligently use or permit any of the Assets to be used in contravention of any statutory provisions or regulation or in any way contrary to Applicable Law;
h) Transfer the ownership of the Assets (not already with MSITS which shall include the solution and Software including the source code and associated documentation which is the work product of the development efforts involved in the Project.) to MSITS at the appropriate time (in synchronization with the submission of deliverables thereof by the Vendor) or in accordance with the terms of exist management of the Agreement;
i) Maintain standard forms of comprehensive insurance including liability insurance, system & facility insurance & any other insurance for the Assets, data, software, etc in the joint names of MSITS & the IP, where MSITS shall be designated as the 'loss payee' in such insurance policies; & IP shall be liable to pay premium for the
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insurance policy & shall ensure that each & every policy shall keep updated from time to time.
3.7 Payment Terms
i. IP will do front ending for invoicing the customers and collection of payments.
ii. Appropriation of the revenue shares would be done on a “Quarterly” basis and the split would be done from the escrow account after the realization of payments from customers within 30 days and deduction of penalties, if any.
iii. The payment from clients shall be directly deposited to escrow account
iv. Penalties arising out for not meeting SLAs agreed with respective customers shall be borne by IP for reasons attributable to their part.
v. IP shall indemnify MSITS with all the claims of the customers attributable to Industry Partner’s part.
vi. IP would be responsible for the tax obligations of the revenue shared by MSTIS with
IP.
3.8 Penalties
i. Liquidated Damage- Failure to establish the Green Data Centers in the stipulated
period of six (6) months, from the date of handing over of site will result in imposition of penalty of Rs. 5,00,000/- (INR Five Lakhs Only) per week of delay for a period of six (6) weeks and thereafter, Rs 10,00,000/- (INR Ten Lakhs Only) per week of further delay for another six (6) weeks. Delay beyond twelve (12) weeks may attract forfeiture of the PBG and cancellation of contract, at the discretion of MSITS.
ii. Performance- IP has to meet SLAs as agreed with different customers for their
respective part. Operational performance, Quality of service and also penalty for failing to meet prescribed benchmarks and SLAs, will be assessed customer to customer basis & decided every month based on agreed SLA parameters. Penalties arising out for not meeting SLAs agreed with respective customers shall be borne by IP for reasons attributable to their part.
3.9 Force Majeure
3.9.1 The IP shall not be liable for forfeiture of its Performance Guarantee, imposition of liquidated damages or termination for default, if and to the extent that it’s delay in performance or other failure to perform its obligations under the contract is the result of an event of Force Majeure. For purposes of this Clause, “Force Majeure” means an event beyond the “reasonable” control of the IP, not involving the vendor’s fault or
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negligence and not foreseeable. Such events may include, but are not limited to, Acts of God, war, floods, strikes, lock-outs and freight embargoes or adverse weather events.
3.9.2 For the IP to take benefit of this clause it is a condition precedent that the IP must promptly notify MSITS, in writing of such conditions and the cause thereof within two (2) calendar days of the Force Majeure event arising. MSITS shall study the submission of the vendor and inform whether the situation can be qualified one of Force Majeure. Unless otherwise directed by MSITS in writing, the IP shall continue to perform its obligations under the resultant Agreement as far as it is reasonably practical, and shall seek all reasonable alternative means for performance of services not prevented by the existence of a Force Majeure event.
3.9.3 In the event of delay in performance attributable to the presence of a force majeure event, the time for performance shall be extended by a period(s) equivalent to the duration of such delay. If the duration of delay continues beyond a period of thirty (30) days, MSITS and the IP shall hold consultations with each other in an endeavour to find a solution to the problem.
3.9.4 Notwithstanding anything to the contrary mentioned above, the decision of MSITS shall be final and binding on the IP.
3.10 Termination
3.10.1 In the event of any content found to be in violation of any law or direction of statutory authority or found to be in contravention of Intellectual Property Rights (IPR) etc., MSITS may suspend / terminate the Agreement with seven day’s notice. MSITS reserves the right to terminate the Agreement for any breach or non-observance or non-fulfilment of Agreement conditions that may come to its notice through complaints or as a result of the regular monitoring by giving forty five (45) days of written notice. Wherever considered appropriate MSITS may conduct an inquiry either suo moto or upon a complaint to determine whether there has been any breach or non-observance of the terms and conditions of the agreement. The bidder shall extend all reasonable facilities and shall endeavour to remove the hindrance of every type upon such inquiry.
Notwithstanding any other rights and remedies provided elsewhere in the agreement, upon termination of the agreement:
3.10.1.1 Neither Party shall represent the other Party in any of its dealings.
3.10.1.2 The expiration or termination of the Agreement for any reason whatsoever shall not affect any obligation of either Party having accrued under the Agreement prior to the expiration or termination of the Agreement and such expiration or termination shall be without prejudice to any liabilities of either Party to the other Party existing at the date of expiration or termination of the Agreement.
3.10.2 Termination for insolvency
MSITS may at any time terminate the Contract by giving written notice to the IP, without compensation to IP. If IP becomes bankrupt or otherwise insolvent as declared by the competent court provided that such termination will not prejudice or affect any right of action or remedy which has accrued or will accrue thereafter to MSITS.
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3.10.3 Consequences of Event of Default and Insolvency Where an Event of Default subsists or remains uncured, MSITS may be entitled to one or more of the following recourses as is deemed necessary by MSITS: Impose any such obligations and conditions and issue any clarifications as may be necessary to inter alia ensure smooth continuation of Services and the project which the IP shall be obliged to comply with which may include re-determination of the consideration payable to the IP as agreed mutually by MSITS and the IP. MSITS shall in addition take all available steps to minimize loss resulting from such event of default;
a) MSITS may, by a written notice of suspension to the IP, suspend all payments under the Contract, provided that such notice of suspension:
i. shall specify the nature of the failure; and
ii. shall request the IP to remedy such failure within a specified period from the date of receipt of such notice of suspension by the IP
b) Terminate the Contract ether in Part or Full;
c) Transfer to MSITS at nil cost and retain such amounts from the payment due and payable by MSITS to the IP as may be required to offset any losses caused to MSITS as a result of such event of default and the IP shall compensate MSITS for any such loss, damages or other costs, incurred by MSITS in this regard;
d) IP, after termination, will exit along with its brand associated with MSITS. Co-branding will cease to exist after exit of IP
e) Invoke the PBG furnished by the IP.
3.10.4 MSITS’s right to terminate
MSITS may, terminate this Contract in whole or in part and encash the PBG, by giving the IP a prior written notice of thirty (30) days indicating its intention to terminate the Contract under the following circumstances:
a) Where MSITS is of the opinion that there has been such Event of Default on the part of the IP which would make it proper and necessary to terminate this Contract and may include failure on the part of the IP to respect any of its commitments with regard to any part of its obligations under its bid, the RFP or under this Contract;
b) Where it comes to MSITS’s attention that the IP is in a position of actual conflict of interest with the interests of MSITS, in relation to any of services arising out of services provided under the resultant contract or this RFP;
c) Where the IP’s ability to survive as an independent corporate entity is threatened or is lost owing to any reason whatsoever, including inter-alia the filing of any bankruptcy proceedings against the IP, any failure by the IP to pay any of its dues to its creditors, the institution of any winding up proceedings against the IP or the happening of any such events that are adverse to the commercial viability of the IP. In the event of the happening of any events of the above nature, MSITS shall
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reserve the right to take any steps as are necessary, to ensure the effective transition of the project to a successor agency/Industry Partner, and to ensure business continuity; or
d) As a result of Force Majeure, the IP is unable to perform a material portion of the Services for a period of not less than sixty (60) days.
3.10.5 IP, after termination, will exit along with its brand associated with MSITS. Co-branding will cease to exist after exit of IP. Exit Management Schedule
a. The period for providing exit management services (Exit Management Period) would be applicable under two cases :
i. In case of expiry of the Agreement: Under this scenario, exit management period would start six (6) months before the date of expiry of the Agreement and end on the date of expiry of the Agreement.
ii. In case of termination of the Agreement: Under this scenario, Exit Management Period would commence a month after the notice of termination is issued to the IP and extend for a period of six (6) months.
b. In the case of termination of the Agreement due to illegality, the Parties shall agree at that time whether, and if so during what period, the provisions of this Schedule shall apply.
c. The Parties shall ensure that their respective associated entities carry out their respective obligations set out in this Exit Management Schedule
d. Upon completion of contract period or upon termination of the agreement for any reasons, IP shall comply the following : i. Notify to MSITS forthwith the particulars of all project assets ii. Deliver the possession of project assets free and clear of all encumbrances and
execute such deeds, writings and documents as may be required by MSITS for fully and effectively divesting the IP of all the rights, title and interest of IP in this project
iii. Pay all transfer costs and stamp duty applicable on hand back of project assets iv. All project assets shall have been renewed and cured of all defects and
deficiencies as necessary so that the DC’s are compliant with the specifications and standards as set forth in the RFP, Agreement and any other amendments made during the contract
v. All the relevant reports, documents, records and manuals should be updated vi. All rights, interests and titles to the Assets to be transferred to the MSITS vii. Co- branding will cease to exist. IP will exit along with its brand name associated
with MSITS
3.10.6 Transfer of assets
i. Termination due to default or insolvency
Transfer to MSITS at nil cost and retain such amounts from the payment due and payable by MSITS to the IP as may be required to offset any losses caused to MSITS as a result of such event of default and the IP shall compensate MSITS for any such loss, damages or other costs, incurred by MSITS in this regard
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ii. Expiration of contract
Transfer all assets to MSITS at nil cost created by virtue of the resultant agreement, free from any encumbrances and final settlement of payments to each party as per the agreed revenue share defined in clause 3.7
3.10.7 Cooperation and Provision of Information
During the exit management period:
i. The IP will allow the MSITS or its nominated agency access to information reasonably required to define the then current mode of operation associated with the provision of the services to enable the MSITS to assess the existing services being delivered;
ii. promptly on reasonable request by the MSITS, the IP shall provide access to and copies of all information held or controlled by them which they have prepared or maintained in accordance with the Agreement relating to any material aspect of the services (whether provided by the IP or sub contractors appointed by the IP). The MSITS shall be entitled to copy of all such information. Such information shall include details pertaining to the services rendered and other performance data. IP shall permit MSITS to have reasonable access to its employees and facilities as reasonably required to understand the methods of delivery of the services employed by the IP and to assist appropriate knowledge transfer.
3.10.8 Employees
i. Promptly on reasonable request at any time during the exit management period, the IP shall, subject to applicable laws, restraints and regulations (including in particular those relating to privacy) provide to the MSITS or its nominated agency a list of all employees (with job titles) of the IP dedicated to providing the services at the commencement of the exit management period.
ii. Where any national, regional law or regulation relating to the mandatory or automatic transfer of the contracts of employment from the IP to the MSITS or its nominated agency, or a Replacement IP ("Transfer Regulation") applies to any or all of the employees of the IP, then the Parties shall comply with their respective obligations under such Transfer Regulations.
iii. To the extent that any Transfer Regulation does not apply to any employee of the IP, department, or its Replacement IP may make an offer of employment or contract for services to such employee of the IP and the IP shall not enforce or impose any contractual provision that would prevent any such employee from being hired
iv. Promptly on reasonable request at any time during the exit management period, the IP shall, facilitate training and knowledge transfer for MSITS and/or any Replacement IP as reasonably required understanding the methods of delivery of the services employed by the IP.
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3.10.9 Transfer of Certain Agreements
On request by the MSITS or its nominated agency the IP shall effect such assignments, transfers, licenses and sub-licenses as the MSITS may require in favor of MSITS or its Replacement IP in relation to any equipment lease, maintenance or service provision agreement between IP and third party vendors, and which are related to the services and reasonably necessary for the carrying out of replacement services by the MSITS or its nominated agency or its Replacement IP.
3.10.10 Exit Management Plan
i. The IP shall provide the MSITS or its nominated agency with a recommended exit
management plan ("Exit Management Plan") which shall deal with at least the following aspects of exit management in relation to the MSA as a whole and in relation to the Project Implementation, and the Operation and Management SLA.
a. A detailed program of the transfer process of all assets created by virtue of the resultant agreement and free from all encumbrances that could be used in conjunction with a Replacement IP including details of the means to be used to ensure continuing provision of the services throughout the transfer process or until the cessation of the services and of the management structure to be used during the transfer;
b. Plans for the communication with such of the IP's sub contractors, staff,
suppliers, customers and any related third party as are necessary to avoid any material detrimental impact on the MSITS’s operations as a result of undertaking the transfer;
c. Plans for provision of contingent support to MSITS and Replacement IP
for a reasonable period after transfer.
ii. The IP shall re-draft the Exit Management Plan annually thereafter to ensure that it is kept relevant and up to date.
iii. Each Exit Management Plan shall be presented by the IP to and approved by the
MSITS.
iv. The terms of payment as stated in the Terms of Payment Schedule include the costs of the IP complying with its obligations under this Schedule.
v. In the event of termination or expiry of MSA, and Project Implementation, each Party
shall comply with the Exit Management Plan.
vi. During the exit management period, the IP shall use its best efforts to deliver the services.
vii. Payments during the Exit Management period shall be made in accordance with the
Terms of Payment Schedule.
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viii. This Exit Management plan shall be furnished in writing to the MSITS within 90 days from the Effective Date of the Agreement.
ix. All outstanding charges must be cleared including payments for the bandwidth or any
additional infrastructure which was requested by the IP. If not these shall be deducted from the final payment if any, or from the Performance Bank Guarantee.
3.11 Confidentiality
i. Industry Partner shall maintain the highest level of secrecy, confidentiality and privacy with regard thereto.
ii. Additionally, the Industry Partner shall keep confidential all the details and information with regard to the Project, including systems, facilities, operations, management and maintenance of the systems/facilities.
iii. MSITS shall retain all rights to prevent, stop and if required take the necessary punitive action against the Industry Partner regarding any forbidden disclosure.
iv. Industry Partner should provide non-disclosure agreement, as per Annexure 12, which have been duly approved by the MSITS
For the avoidance of doubt, it is expressly clarified that the aforesaid provisions shall not apply to the following information:
a) information already available in the public domain;
b) information which has been developed independently by the Industry Partner;
c) information which has been received from a third party who had the right to disclose the aforesaid information;
d) information which has been disclosed to the public pursuant to a court order.
To the extent the Industry Partner shares its confidential or proprietary information with MSITS for effective performance of the Services, the provisions of the Clause i to iii shall apply mutatis mutandis on the MSITS
3.12 Arbitration
In the event of any question, dispute or difference arising under the agreement or in connection there-with (except as to the matters, the decision to which is specifically provided under this agreement), the same shall be referred to the sole arbitration of the Chairman of Board, MSITS or in case his designation is changed or his office is abolished, then in such cases to the sole arbitration of the officer for the time being entrusted (whether in addition to his own duties or otherwise) with the functions of the Chairman of Board, MSITS or by whatever designation such an officer may be called (hereinafter referred to as the said officer), and if the Chairman of Board or the said officer is unable or unwilling to act as such, then to the sole arbitration of some other person appointed by the Chairman of Board or the said officer. The agreement to appoint an arbitrator will be in accordance with the Arbitration and Conciliation Act 1996. There will be no objection to any such appointment on the ground that the arbitrator is a Government Servant or that he has to deal with the matter to which the agreement relates or that in the course of his duties as a Government Servant he has expressed his views on all or any of the matters in dispute. The
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award of the arbitrator shall be final and binding on both the parties to the agreement. In the event of such an arbitrator to whom the matter is originally referred, being transferred or vacating his office or being unable to act for any reason whatsoever, the Chairman of Board, MSITS or the said officer shall appoint another person to act as an arbitrator in accordance with terms of the agreement and the person so appointed shall be entitled to proceed from the stage at which it was left out by his predecessors. The arbitrator may from time to time with the consent of both the parties enlarge the time frame for making and publishing the award. Subject to the aforesaid, arbitration and Conciliation Act, 1996 and the rules made there under, any modification thereof for the time being in force shall be deemed to apply to the arbitration proceeding under this clause. The venue of the arbitration proceeding shall be the office of the Chairman of Board, MSITS, Chennai or such other places as the arbitrator may decide.
3.13 Third Party Claims
a. Subject to Sub-clause (b) below, the Industry Partner (the "Indemnified Party") from and against all losses, claims litigation and damages on account of bodily injury, death or damage to tangible personal property arising in favour or any person, corporation or other entity (including the Indemnified Party) attributable to the Indemnifying Party's performance or non-performance under the Agreement
b. The indemnities set out in Sub-clause (a) above shall be subject to the following conditions:
i. the Indemnified Party, as promptly as practicable, informs the Indemnifying Party in writing of the claim or proceedings and provides all relevant evidence, documentary or otherwise;
ii. the Indemnified Party shall, at the cost and expenses of the Indemnifying Party, give the Indemnifying Party all reasonable assistance in the defence of such claim including reasonable access to all relevant information, documentation and personnel. The indemnifying party shall bear cost and expenses and fees of the Attorney on behalf of the Indemnified Party in the litigation, claim.
iii. if the Indemnifying Party does not assume full control over the defence of a claim as provided in this Article, the Indemnifying Party may participate in such defence at its sole cost and expense, and the Indemnified Party will have the right to defend the claim in such manner as it may deem appropriate, and the cost and expense of the Indemnified Party will be borne and paid by the Indemnifying Party.
iv. the Indemnified Party shall not prejudice, pay or accept any proceedings or claim, or compromise any proceedings or claim, without the written consent of the Indemnifying Party;
v. Industry Partner hereby indemnify & hold indemnified MSITS harmless from & against any & all damages, losses, liabilities, expenses including legal fees & cost of litigation in connection with any action, claim, suit, proceedings as if result of claim made by the third party directly or indirectly arising out of or in connection with the Agreement.
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vi. all settlements of claims subject to indemnification under this Article will: (a) be entered into only with the consent of the Indemnified Party, which consent will not be unreasonably withheld & include an unconditional release to the Indemnified Party from the claimant for all liability in respect of such claim; & (b) include any appropriate confidentiality agreement prohibiting disclosure of the terms of such settlement;
vii. the Indemnified Party shall take steps that the Indemnifying Party may reasonably require to mitigate or reduce its loss as a result of such a claim or proceedings; &
viii. in the event that the Indemnifying Party is obligated to indemnify an Indemnified Party pursuant to this Article, the Indemnifying Party will, upon payment of such indemnity in full, be subrogated to all rights & defences of the Indemnified Party with respect to the claims to which such indemnification relates;
ix. in the event that the Indemnifying Party is obligated to indemnify the Indemnified Party pursuant to this Article, the Indemnified Party will be entitled to invoke the Performance Bank Guarantee, if such indemnity is not paid, either in full or in part, & on the invocation of the Performance, the Indemnifying Party shall be subrogated to all rights & defences of the Indemnified Party with respect to the with respect to the claims to which such indemnification
3.14 Warranty
3.14.1 Standard
The Industry Partner warrants that the Project, including all the system(s) and other Services provided, shall be free from any defect or deficiency in the material, design, engineering, and performance/workmanship that prevent the Project and/or any of its systems(s) from fulfilling the technical requirements or that limit in a material fashion the performance, reliability, or extensibility of the Project and/or any of its system(s) as per the performance guarantee / warranty period defined in the Schedule. If during the warranty period any defect or deficiency is found in the material, design and performance/workmanship of the Project and other Services provided by the Industry Partner, the Industry Partner shall promptly, in consultation and agreement with MSITS, and at the Industry Partner’s sole cost repair, replace, or otherwise make good (as the Industry Partner shall, at its discretion, determine) such default, defect or deficiency as well as any damage to the Project caused by such default, defect or deficiency. Any defective system that has been replaced by the Industry Partner shall remain the property of the Industry Partner. If the Project or any of its System cannot be used by reason of such default, defect or deficiency and/or making good of such default, defect or deficiency, the warranty period for the Project shall be extended by a period equal to the period during which the Project or any of its system could not be used by the MSITS because of such defect and/or making good of such default, defect or deficiency.
3.14.2 Implied Warranty
The warranties provided herein are in lieu of all other warranties, both express and implied, and all other warranties, including without limitation that of merchantability or fitness for intended purpose is specifically disclaimed.
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The Implementing Agency shall have no liability in the case of breach of this warranty due to (i) use of the deliverables on any environment (hardware or software) other than the environment recommended or approved by the Implementing Agency, (ii) the combination, operation, or use of some or all of the deliverables with information, software, specifications, instructions, data, or materials not approved by the Implementing Agency; (iii) the deliverables having been tampered with, altered or modified by MSITS without the written permission of the Implementing Agency, or (iv) use of the deliverables otherwise than in terms of the relevant documentation
3.15 Insurance
3.15.1 Obligation to maintain insurance
In connection with the provision of the Services, the Industry Partner must have and maintain for the Agreement Period, valid and enforceable insurance coverage for:
i. public liability; ii. either professional indemnity or errors and omissions; iii. product liability; iv. workers’ compensation as required by law; and v. any additional types specified in Schedule I; and
For one year following the expiry or termination of the Agreement, valid and enforceable insurance policies (if relevant)
3.15.2 Certificates of currency
The Industry Partner must, on request by the MSITS, provide current relevant confirmation of insurance documentation from its insurance brokers certifying that it has insurance as required by this Clause 3.15.1.The Industry Partner agrees to replace any coverage prior to the date of expiry/cancellation.
3.15.3 Non-compliance
MSITS may, at its election either terminate the Agreement upon the failure of Industry Partner, or procure such insurance at the cost of the Industry Partner, which amount may be adjusted against payments due to the Industry Partner.
3.16 Sub-contractors
Industry Partner shall not subcontract any work without MSITS’s prior written consent. The activities that can be subcontracted are defined in the Agreement. It is clarified that the Industry Partner shall be the principal employer for all claims arising from the liabilities statutory or otherwise, concerning the sub-contractors. The Industry Partner undertakes to indemnify the MSITS from any claims on the grounds stated hereinabove.
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3.17 Governing Law
a. The Agreement shall be governed by and construed in accordance with the applicable
laws of India, without giving effect to conflict of law rules. The parties expressly agree to exclude the application of the U.N. Convention on Contracts for the International Sale of Goods (1980) to the Agreement and the performance of the parties contemplated under the Agreement, to the extent that such convention might otherwise be applicable.
b. Any dispute arising out of or in connection with the Agreement or the SLA shall in the first instance be dealt with in accordance with the escalation procedure as set out in the Governance Schedule set out as Schedule V of the Agreement.
c. In case the escalations do not help in resolution of the problem within 3 weeks of escalation, both the parties should agree on a mediator for communication between the two parties. The process of the mediation would be as follows :
o Aggrieved party should refer the dispute to the identified mediator in writing, with a copy to the other party. Such a reference should contain a description of the nature of the dispute, the quantum in dispute (if any) and the relief or remedy sought suitable.
o The mediator shall use his best endeavours to conclude the mediation within a certain number of days of his appointment.
o If no resolution can be reached through mutual discussion or mediation within 30 days then the matter should be referred to Experts for advising on the issue.
o In case the mediation does not help in resolution and it requires expertise to
understand an issue, a neutral panel of 3 experts, agreeable to both parties should be constituted. The process of the expert advisory would be as follows :
a) Aggrieved party should write to the other party on the failure of previous
alternate dispute resolution processes within the timeframe and requesting for expert advisory. This is to be sent with a copy to the mediator.
b) Both parties should thereafter agree on the panel of experts who are well conversant with the issue under dispute
c) The expert panel shall use his best endeavours to provide a neutral position on the issue.
d) If no resolution can be reached through the above means within 30 days then the matter should be referred to Arbitration.
o Any dispute or difference whatsoever arising between the parties to this
Contract out of or relating to the construction, meaning, scope, operation or effect of this Contract or the validity of the breach thereof shall be referred to a sole Arbitrator to be appointed by mutual consent of both the parties herein. If the parties cannot agree on the appointment of the Arbitrator within a period of one month from the notification by one party to the other of existence of such dispute, then the Arbitrator shall be appointed by the High Court of Chennai, India. The provisions of the Arbitration and Conciliation Act, 1996
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will be applicable and the award made there under shall be final and binding upon the parties hereto, subject to legal remedies available under the law. Such differences shall be deemed to be a submission to arbitration under the Indian Arbitration and Conciliation Act, 1996, or of any modifications, Rules or re-enactments thereof. The Arbitration proceedings will be held at Chennai, India. Any legal dispute will come under the sole jurisdiction of Chennai, India
d. Compliance with laws
Each party will comply with all applicable export and import laws and regulations.
e. Risk of Loss For each hardware item, Industry Partner bears the risk of loss or damage up to the time it is delivered to the Industry Partner/MSITS-designated carrier for shipment to MSITS or MSITS’s designated location.
f. Third party components:
Industry Partner will provide all third party components solely on a pass-through basis in accordance with the relevant third party terms and conditions.
3.18 Escrow Account
“Escrow Account” means an escrow account established in terms of and under the Agreement, and shall include the Sub-Accounts; ESCROW ACCOUNT
3.18.1 Escrow Bank to act as trustee
• The IP shall appoints an Escrow Bank to act as trustee for MSITS and the IP in connection herewith and authorises the Escrow Bank to exercise such rights, powers, authorities and discretion as are specifically delegated to the Escrow Bank by the terms of the resultant agreement together with all such rights, powers, authorities and discretion as are reasonably incidental hereto.
• The IP shall declare that all rights, title and interest in and to the Escrow Account shall be vested in the Escrow Bank and held in trust for MSITS, and the IP, and applied in accordance with the terms of the resultant Agreement. No person other than MSITS and the IP shall have any rights hereunder as the beneficiaries of, or as third party beneficiaries under the resultant Agreement.
3.18.2 Acceptance of Escrow Bank
The Escrow Bank shall act as such and to accept all payments and other amounts to be delivered to and held by the Escrow Bank pursuant to the provisions of the resultant agreement. The Escrow Bank shall hold and safeguard the Escrow Account during the term of the Agreement and shall treat the amount in the Escrow Account as monies deposited by the IP, or MSITS with the Escrow Bank. In performing its functions and duties under the resultant agreement, the Escrow Bank shall act in trust for the benefit of, and as agent for MSITS and the IP or their nominees, successors or assigns, in accordance with the provisions of this Agreement.
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3.18.3 Establishment and operation of Escrow Account
• Within 60 (sixty) days from the date of the resultant Agreement, the IP shall open and establish the Escrow Account with a mutually agreed Branch of the Escrow Bank. The Escrow Account shall be denominated in Rupees.
• The Escrow Bank shall maintain the Escrow Account in accordance with the terms of the resultant Agreement and its usual practices and applicable regulations, and pay the maximum rate of interest payable to similar customers on the balance in the said account from time to time.
• The Escrow Bank and the IP shall agree on the detailed mandates, terms and conditions, and operating procedures for the Escrow Account, but in the event of any conflict or inconsistency between the Agreement and such mandates, terms and conditions, or procedures, the resultant Agreement shall prevail.
DEPOSITS INTO ESCROW ACCOUNT
3.18.4 Deposits by the IP
• The IP agrees and undertakes that it shall deposit into and/or credit the Escrow Account with:
o all monies received in relation to the Project from any source by providing commercial services to the end customer;
o all proceeds received pursuant to any insurance claims.
• The IP may at any time make deposits of its other funds into the Escrow Account, provided that the provisions of the Agreement shall apply to such deposits.
3.18.5 Deposits by the MSITS
The MSITS agrees and undertakes that, as and when due and payable, it shall deposit into and/or credit the Escrow Account with:
• Any other monies if disbursed by MSITS to the IP; and
• Termination Payments
3.18.6 Interest on deposits
The Escrow Bank agrees and undertakes that all interest accruing on the balances of the Escrow Account shall be credited to the Escrow Account; provided that the Escrow Bank shall be entitled to appropriate there from the fee and expenses due to it from the IP in relation to the Escrow Account and credit the balance remaining to the Escrow Account. OBLIGATIONS OF THE ESCROW BANK
3.18.7 Segregation of funds
Revenue and other monies received by the Escrow Bank under the resultant Agreement shall, until used or applied in accordance with the resultant and distributed to the stakeholders IP and MSITS for agreed revenue share, be held by the Escrow Bank in trust for the purposes for which they were received, and shall be segregated from other funds and property of the Escrow Bank.
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3.19 Miscellaneous
3.19.1 Waiver
A waiver of any provision or breach of the resultant Agreement must be in writing and signed by an authorized official of the Party executing the same. No such waiver shall be construed to affect or imply a subsequent waiver of the same provision or subsequent breach of the Agreement.
3.19.2 Notices
Any notice or other document, which may be given by either Party under the resultant Agreement, shall be given in writing in person or by pre-paid recorded delivery post. In relation to a notice given under this Agreement, any such notice or other document shall be addressed to the other Party's principal or registered office address as set out below MSITS: ------------------------------ ------------------------------ Tel: ------------------------ Fax: ----------------------- Implementation Partner: ------------------------------ ------------------------------ Tel: ------------------------ Fax: ----------------------- Any notice or other document shall be deemed to have been given to the other Party when delivered (if delivered in person) if delivered between the hours of 9.30 am and 5.30 pm at the address of the other Party set forth above or on the next working day thereafter if delivered outside such hours, and 7 calendar days from the date of posting (if by letter).
3.19.3 Variations & Further Assurance:
a. No amendment, variation or other change to the resultant Agreement or the SLAs shall be valid unless made in writing & signed by the duly authorized representatives of the Parties to the Agreement.
b. Each Party to the Agreement or the SLAs agree to enter into or execute, without limitation, whatever other agreement, document, consent & waiver & to do all other things which shall or may be reasonably required to complete & deliver the obligations set out in the Agreement or the SLAs.
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3.19.4 Severability & Waiver
a. if any provision of the resultant Agreement or the SLAs, or any part thereof, shall be found by any court or administrative body of competent jurisdiction to be illegal, invalid or unenforceable the illegality, invalidity or unenforceability of such provision or part provision shall not affect the other provisions of the resultant Agreement or the SLAs or the remainder of the provisions in question which shall remain in full force & effect. The relevant Parties shall negotiate in good faith in order to agree to substitute for any illegal, invalid or unenforceable provision a valid & enforceable provision which achieves to the greatest extent possible the economic, legal & commercial objectives of the illegal, invalid or unenforceable provision or part provision within seven (7) working days.
b. No failure to exercise or enforce & no delay in exercising or enforcing on the part of either Party to the resultant Agreement or the SLAs of any right, remedy or provision of the Agreement or the SLAs shall operate as a waiver of such right, remedy or provision in any future application nor shall any single or partial exercise or enforcement of any right, remedy or provision preclude any other or further exercise or enforcement of any other right or provision.
3.19.5 Survivability
The termination or expiry of the resultant Agreement or the SLAs for any reason shall not affect or prejudice any terms of the Agreement, or the rights of the Parties under them which are either expressly or by implication intended to come into effect or continue in effect after such expiry or termination.
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3.20 Annexure 1: Technical details
1. An Introduction to Data Centers
1.1. The Internet has grown tremendously over the last few years with the result that
organizations across the world are increasing their use of web-based services and products. For many organizations, the Internet has become a crucial aspect of their business and hence the reliability of the Internet service has become critical.
1.2. The advent of the Internet bought with it a huge requirement in terms of providing for
underlying Internet Infrastructure. Faced with the need to establish a presence on the Web rapidly, organizations found that they not only lacked the know-how but also the physical space in which to install and manage their servers and other equipment. They also realized that monitoring the systems and provisioning for technical personnel on a 24*7 basis was a huge burden. More importantly, however, providing for the network scalability necessary to address peak periods of unpredictable and highly variable web demand became extremely expensive for many companies. Although some companies have chosen to address their requirements in-house and to maintain complete control over their Internet Infrastructure, the pressures of provisioning IT Infrastructure have led others to consider outsourcing their e-business infrastructure requirements.
1.3. A Data Center is a facility where customer can outsource the management and day-to-
day operations of your Web sites or other IP connected applications. Customer can purchase the server hardware, rack space, bandwidth and network equipment. In addition, customer get a secure place to physically house your equipment--a secured cage, cabinet or room with regulated power, dedicated Internet connection, security, and fire detection/suppression.
1.4. Why will organizations outsource their Data Center Requirements?
A variety of factors lead businesses to outsource their data center operations, or at least to seriously consider outsourcing as an option. From a strategic perspective, companies increasingly seek to focus on core competencies, and outsourcing is essential to supporting that strategy. Advantages of outsourcing include:
• Faster time to market: Establishing a robust Internet infrastructure can be a time consuming proposition. This starts with securing the necessary floor space and server infrastructure but also includes the technical talent to operate the infrastructure once installed. All these can incur significant time lags that can compromise time-to-market.
• Gaining access to external expertise: Customers can gain the benefit of access to the best talent – which leads to better performance of their systems – without having to attract, retain and train, the talent themselves.
• Long term cost saving and avoiding high up-front expenditures: Outsourcing e-business infrastructure can result in significant cost savings depending on whether or not an
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organization already processes sufficient staff and infrastructure scalability on its own. If not, the prospect for avoiding high upfront expenditures for such items as server infrastructure, network bandwidth, and required personnel can be significant. Outsourcing can definitely result in reduced total cost of ownership for the customer
• Increased reliability: By outsourcing, customers can gain access to reliability and scalability that they would not have had access to if they were to build a green data centre on their own.
• Scalability: Being able to expand the Internet application is not always possible because of lack of space available within the organisation. By outsourcing to a Green Data Centre, this problem does not occur.
• Better utilization of existing manpower: The available technical manpower need not be tied up in managing the infrastructure. Since the requirements are outsourced, technical resources will be able focus and concentrate on new opportunities
• Vendor Management: By Outsourcing, the customer will avoid the headaches of dealing with external vendors on a day-to-day basis for supply of new equipment, repairs, etc.
For organizations that can’t claim managing infrastructure as a core competence, hosting-in- house is neither a strategic initiate nor a competitive differentiator, but rather a process that’s companies must fulfill to meet the expectations of their customers and partners. Outsourcing can allow the management at these companies to concentrate on value-adding activities that provide for competitive differentiation. 2. Data Center Infrastructure Details
2.1. Data Centers (DCs) provide the physical environment necessary to keep servers up
and running 24 hours a day, 7 days a week. The Data Centers combine around-the-clock systems management with onsite personnel trained in the areas of networking, Internet, and systems management. The result is a physical and technical environment, affording customers the reliability and flexibility needed to outsource their mission-critical system or application operation needs.
2.2. MSITS plans to open green DC’s in different locations in the country to start with and
then expand these in the future. These DC shall be in pairs so that they can also act as disaster recovery center to each other and provide DR services for customers.
A. Network
A network linking between pair of data centers should be provided with sufficient bandwidth with no single point of failure. The network topology would be designed to ensure redundancy allowing uninterrupted flow of data across the network. The network architecture will be designed to provide scalability to handle exponential customer growth and would be well positioned to offer the highest level of service to its government and corporate customers. With the help of its sophisticated Network Management tools will continuously monitor Bandwidth usage and can advise the customer on the usage pattern thereby facilitating Bandwidth upgrades at the right time.
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Redundant network The network design would be fault tolerant and highly redundant and is capable of handling the load. Network Monitoring Network Operating Centre (NOC) will also be set up at DCs locations. This NOC will monitor the network performance and also to do traffic analysis. This will cover all the servers hosted at the Data Center. The suggested specifications for the core network components that need to be housed during the set up of data centre are: Internet Router
Sr. No Minimum Specifications
1. Hardware Architecture (19” Rack mountable)
2. Should have IP, MPLS etc. features
3. Power supply should be hot swappable
4. Modular Chassis
5. Power supply for 230 V AC 50 Hz with Redundant power supply
6. The router should have a minimum Routing performance of 1.5 Mpps
7. Minimum 4 x 10/100/1000 Mbps or 1000 Mbps Ethernet Ports and upgradable to 8 ports
8. No. of fiber ports: 2 x 1000 SFP populated with 1000 Base-SX ports
9. Dedicated Console port
10. GRE and IP Sec 3DES/AES VPN for configuration of VPN tunnels.
11. Support for IPSEC Site-to-Site and Remote Access VPNs. Should provide a hardware assisted IPSec 3DES encryption performance of 1 Gbps or above
12. Should support NAT, PAT
13. Access control - Multilevel
14. Support Stateful Firewalling to provide supervision and control.
15. Multiple Privilege Levels for managing & monitoring
16. Support for Remote Authentication User Service (RADIUS) and AAA
Routing Protocols
Static Routes
RIPv1, RIPv2
OSPFv2 and v3.
BGP 4
17.
PIMv2 Sparse Mode, IPv6 PIMv2 Source-Specific Multicast/MLD V1 and V2
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Sr. No Minimum Specifications
Protocols
PPP, Multi-link PPP
HDLC (High Level Data Link Control)
18.
Shall support IPv6 features: DHCPv6, IPv6 QoS, IPv6 Multicast support Bidirectional PIM / PIM SM, Multicast VPN, PIM SSM (Source Specific Multicast), IPv6
Congestion
Random Early Detection
Weighted Fair Queuing /Strict Priority Queuing
19.
Selective Packet Discard
20. IP Multicasting : IGMPv1&v2, PIM-SM, PIM-DM or MOSPF
Management
Accessibility using Telnet, SSH, Console access.
Software upgrades using FTP, TFTP, etc.
SNMP Support for v1, v2 , v3
Using CLI, GUI based software utility and using web interfaces
21.
Support for Syslog
Debug & Diagnostics
Display of input and output error status on all interfaces
Display of Dynamic ARP table
Display of physical layer line status signals like DCD, DSR, DTR, RTS, CTS on all interfaces
Display of Routing table
22.
Trace-route, Ping, extended PING
23. All necessary power cords, adapters, data cables, connectors, CDs, manuals, brackets accessories, wire managers, etc. should be provided to install Router in the Data Centre
Core Router Sl. No. Minimum Technical Specifications 1. Chassis based & modular architecture with multi-core processor for scalability
and should be a single box configuration for ease of management. 2. Routers should have a minimum performance of 15 Mpps scalable to 30 Mpps.
3. Routers should have at least 8 Gig Ethernet interfaces
4. Routers should have at minimum 3 I/O slots for additional LAN/ WAN modules
5. Routers should support modular LAN and WAN connectivity options including Ten Gigabit Ethernet, Gigabit Ethernet and Fast Ethernet, STM4/16 interface. Chan-El
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Sl. No. Minimum Technical Specifications 6. Routers should support hardware accelerated IP Services like GRE tunnelling,
ACLs, IPSEC VPNs, NAT & Firewall services
7. Routers should support IPv4, IPv6, VRRP, Static Routes, RIPv1, RIPv2, OSPFv2, OSPFv3, IS-SI, BGP, BGPv4+, MPLS, VPLS, MPLS-TE, FRR, RSVP, BFD, Policy based routing, IPv4 tunnelling protocols.
8. Routers should support IPv4 Multicast features like IGMP v1/v2/v3, PIM-DM, PIM-SM, Source Specific Multicast (SSM)
9. Routers should support SNMPv2 and SNMPv3
10. Routers should support extensive support for SLA monitoring for metrics like delay, latency, jitter, packet loss.
11. Routers should support accounting of traffic flows for Network planning and Security purposes.
12. Routers should support configuration rollback
13. Routers should support In Service Software upgrades
14. Routers should support AAA using RADIUS or TACACS
15. Routers should support DES, 3DES, AES encryption
16. Routers should support generation of SNMP traps and syslog
17. Routers should support extensive debugging on all protocols
18. The router should have back plane capacity of minimum 320 Gbps scalable to 640 Gbps
19. The router should support adaptive routing adjustments by doing routing path selection to intelligently control the traffic to maximize the quality of the user experience.
20. The router should have IPSEC Encryption throughput of minimum 500 Mbps scalable to 1 Gbps
21. Router should support NetFlow / SFlow / JFlow in hardware.
Core Switches Sl. No.
Minimum Technical Specifications
1. Switch shall have chassis based modular architecture.
2. Switch shall have minimum 9 slots for Line/payload slots with redundant CPU/Switch fabric
3. Switch should have distributed switching architecture, each module should be provisioned with adequate hardware/software to support the same.
4. Switch should have separate control and forwarding plane.
5. Switch shall have CPU/Switch Fabric and power supply redundancy
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Sl. No.
Minimum Technical Specifications
6. Switch should offer minimum 1.0 Tbps switch fabric capacity per switch without any performance degradation in case of any switching/routing engine failure.
7. In the event of failure of one switching/routing engine, forwarding should not stop and failover from one engine to other should be stateful
8. Switch should support the changes through In-Service/Non Stop OS upgrade mechanism with a minimal disruption of traffic through upgrade process.
9. Switch should have in built capability of IP SLA or equivalent functionality
10. Switch should support Netflow or J-flow or equivalent
11. Switch should support minimum 300 Mpps forwarding rate for both IPv4 and IPv6.
12. Switch should be capable of 160 Gbps of switching capacity per slot
13. Switch shall have hardware based unicast, multicast and broadcast suppression.
14. Switch shall support multi-layer switching, Layer 2 (MAC), Layer 3 (IP address) and Layer 4 (TCP UDP port) switching.
15. Switch shall support minimum 8 hardware queues per port for classification and scheduling of network traffic on a packet-by-packet basis.
16. Switch shall support Hot-swappable power supplies, switching modules and virtual chassis.
17. Switch should support 10/100/1000 BASE-T, 1000 BASE-SX, FX, LX, LH ,ZX GBIC/SFP and 10-Gig SR/LR/ZR
18.
Switch chassis shall support minimum 384 Gigabit ports or 64 Nos. of 10-Gig ports non blocking ports. Following are the ports requirement from Day 1: 1. 12 x 10- G SFP+ ports distributed over two line cards 2. 40 x 10/100/1000 ports distributed over two line cards 3. 40 Port GE SFP ports distributed over two line cards
19. Switch shall have Layer 2 switch ports and VLAN trunks
20. Switch shall have IEEE 802.3 ad Link aggregation and port Trunking across line cards
21. Switch shall have IEEE 802.1Q VLAN encapsulation
22. Switch should support Secure VTP or equivalent protocol to reduce administrative burden of configuring VLANs on multiple switches in turn eliminating the configuration errors & troubleshooting in secure manner
23. Switch Should be able to discover the neighbouring device of the same vendor giving the details about the platform, IP Address, Link connected through etc, thus helping in troubleshooting connectivity problems or equivalent
24. Switch should support a mechanism to detect connectivity issues with both OFC and copper cabling to ensures that a partially failed link is shut down on both sides, to avoid L2/L3 protocol convergence issues
25. Switch should support extensive debugging including layer 2 debugging for troubleshooting
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Sl. No.
Minimum Technical Specifications
26. Switch should support display and clear MAC address information in MAC Address Table
27. Switch shall have IEEE compliance for 802.1Q VLAN, 801.2p, 802.1d STP, 802.3ad, 802.1w RSTP, 802.1s MSTP, 802.3ad LACP, IEEE 802.1ab Link Layer Discovery Protocol, 802.1ag, y.1731
28. Switch shall have 128,000 MAC addresses
29. Switch shall have minimum 4000 active VLAN support
30. Switch Shall have basic Routing-Static IP routing, RIP v1/v2, RIPng and policy based routing
31. Switch shall have hardware enabled advance IP routing protocols OSPF, OSPFv3, BGPv4, PIM-SM, PIM-DM , PIM-SSM etc.
32. Switch shall have VRRP or equivalent for redundancy
33. Switch shall have IGMP v1, v2, v3
34. Switch shall have IP multicast routing protocols PIM
35. Switch should support multicast features like PIM RP PIM multicast route.
36. Switch should support minimum 100K IPv4 and IPv6 multicast entries.
37. Switch should support MPLS Provider/Provider Edge functionality
38. Switch should support MPLS VPN, L3 VPN, MPLS Class of Service (CoS), VRF, MPLS TE (Fast re-route),
39. Switch Should support IPv4, IPv6 VR or VRF-Lite for L3 virtualization
40. Switch should support MLD Snooping/v1,v2 for IPv6 in the hardware
41. Switch shall have sophisticated QoS and Traffic Management
42. Switch shall have Per-port QoS configuration
43. Switch should support IEEE 802.1p QoS policies.
44. Switch should support for Diff Serv QoS on all ports
45. Switch shall support minimum eight queues per port in hardware
46. Switch shall have priority queuing
47. Switch shall have IP differentiated service code point (DSCP) and IP precedence
48. Switch shall have classification and marking based on full Layer 3, 4 headers
49. Switch shall have input and output policing based on Layer 3, 4 headers.
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Sl. No.
Minimum Technical Specifications
50. Switch shall support Congestion Avoidance feature
51. Switch should be provided with N+1/1+1 Redundant Power Supply from day one
52. Switch should support Hot Swap ability on all modules and Power Supply
53. Switch should have Hot Swappable Fan tray
54. Switch shall have Filters/Access-List on all ports
55. Switch shall have 802.1x user authentication
56. Switch shall have 802.1x accounting
57. Switch should support Port Mirroring based on port basis / vlan basis to support intrusion prevention system deployment in different VLANs.
58. Switch should support port mirroring across the switches to remotely monitor ports in a Layer 2 switch network from any other switch in the same network
59. Switch should support DHCP snooping to allow administrators to ensure consistent mapping of IP to MAC addresses
60. Switch should prevents IP spoofing by forwarding only packets that have a source address consistent with the DHCP Snooping table
61. Switch should be able to shut down Spanning Tree Protocol Port interfaces when BPDUs are received to avoid accidental topology oops
62. Switch should be able to prevent edge devices not in the network administrator's control from becoming Spanning Tree Protocol root nodes
63. Switch shall have TACACS+/RADIUS enabled.
64. Switch shall have SSHv1 , SSHv2, SNMPv1, SNMPv2, SNMPv3 and NTP support
65. Switch shall have Management Access Filter (Access Policies)
66. Switch should be NEBS certified.
External Firewall
Sl. No.
Minimum Technical Specifications
General and Performance Specifications.
1. The Firewall should have integrated Firewall and VPN functionality.
2. Firewall should deliver a throughput of minimum 35 Gbps scalable to 120 Gbps
3. 3DES/AES with SHA VPN performance should be at least 8Gbps scalable to 30 Gbps .
4. Firewall packet handling performance should be adequate to deliver the throughput asked for.
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Sl. No.
Minimum Technical Specifications
5. Firewall should support 10,00,000 Concurrent sessions.
6. Firewall should support at least minimum 150000 new sessions/second.
7. Firewall should be appliance based and should have minimum of 4 x GE ports (SX/LX) and minimum of 4 x 10GE ports (SR/LR) upgradable to additional 4 x 1 GE and 4 x 10GE for future expansion
8. Firewall should have a redundant Dual power supply.
Operational Modes.
9. The Firewall should support Layer 2 (Transparent) mode and Layer 3 mode.
10. Firewall should support static NAT; Policy based NAT and PAT (Port Addressed Translation).
Firewall.
11. Firewall should provide TCP reassembly for fragmented packet protection.
12. Firewall should support integration with URL filtering systems.
VPN.
13. Firewall should support at least 5000 IPSec tunnels.
14. Firewall should be capable of dynamic routing on VPN.
15. Firewall should support client based IPSec VPN Tunnels.
16. Firewall should support SSL VPN.
High Availability.
17. Firewall should support Active/Passive High Availability.
18. Firewall should support Active/Active High Availability.
19. Firewall should support Stateful failover of firewall sessions.
20. Firewall should support device failure detection.
21. Firewall should support link failure detection.
22. Firewall should support authentication for HA members.
23. Firewall should support encryption of HA traffic.
Routing.
24. Support for OSPF and BGP routing protocol
25. Support for VRRP and Link Failure Control
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Sl. No.
Minimum Technical Specifications
26. Firewall should support static routes
27. Should support Multicast with features like RPF, IGMP/ IGMP Proxy, and PIM.
28. Should support Multicast inside IPSec tunnel.
IPv6 Support
29. Should support dual stack IPv4 / IPv6 Firewall and VPN.
30. Support for IPv4 to/from IPv6 translations or tunnelling.
31. Should support Virtualization (Virtual Firewall, Security zones and VLAN). Minimum 10 Virtual Firewall license should be provided and upgradation option up to 250 virtual Firewall should be there for Future expansion
Firewall Management
32. Firewall should support Web based (HTTP and HTTPS) configuration and management.
33. Firewall should support Command Line Interface using console, Telnet and SSH.
34. Firewall should support management via VPN tunnel on any interface.
Logging.
35. Should support Syslog server logging.
36. Should support notification through email.
37. Should be able to integrate with third party logging servers like NetIQ Web Trends.
38. Should have External Logging and reporting appliance which have SQL database support with minimum 1 TB of storage with RAID 0,1
39. Should have support for SNMP V1 to V3.
40. Support for voice protocols: H.323, SIP, and NAT/ ALG for H.323/ SIP.
41. Firewall should have following PKI Support.
42. PKI Certificate requests (PKCS 12).
43. Automated certificate enrolment (SCEP).
44. Online Certificate Status Protocol (OCSP).
Administration.
45. Firewall should support multilevel administration privilege.
46. Firewall should support software upgrades using secure web Interface
47. Firewall should support Command Line Interface using console SSH.
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Sl. No.
Minimum Technical Specifications
48. Firewall should support management via VPN tunnel on any interface.
49. Should support configuration rollback.
Certification
50. Firewall should have ICSA certification for Firewall as well as IPSec VPN
2.3. Service Level Agreements
MSITS and Industry Partner will enter into a Service Level Agreement with the customer. The SLA will commit guarantees on performance of services committed to the customers. The details of the SLA would be worked out on case to case and need basis. B. Data Center Layout The Data Center has to be benchmarked to global standards. The Data Center layout will typically include:
• Reception lobby
• Security Operations Center
• Network Operation Center
• Conference Room
• Managed Servers
• Electrical Room
• Raised Flooring
• UPS / Genset / DC Power Plant
• Private Cages
• Customer co-location area
• Security, Fire Detection & Suppression
• Customer Work Area and meeting rooms
• Racks and PoP
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C. Infrastructure The state-of-the-art world-class Data center Facilities offered by are custom designed with raised floors, Precision air-conditioning with accurate temperature and humidity control systems with separate cooling zones. They offer the widest range of physical security features, including state-of-the-art smoke detection and fire suppression systems, motion sensors, and 24x7 secured access with biometric & proximity card readers, as well as video camera surveillance and security breach alarms. The key points to be noted are:
• State of the Art Infrastructure like Precision controlled Cooling Systems, Power Conditioning equipment, multiple generators etc
• A highly secure environment
• A 24 x 7 Help Desk providing round the clock Service
• Deployment of sophisticated network management tools that ensures pro-active monitoring of Leased circuits and helps identify problem areas with minimal loss of time
• Deployment of high-performance management tools
(i) Power Specifications
The Available Power supply shall be from Dual Redundant Source. The plan is to also have redundant DG Set. The dual power redundancy is achieved by providing redundancy at each stage of power distribution system. (ii) Fire Control
The Fire Alarm System with microprocessor based fire alarm panel with analogue addressable type detectors shall be provided. A combination of Photoelectric and Ionization smoke detectors has been considered in the data center area to cater to entire spectrum of smoke for additional safety. The Fire fighting mechanism considered is a FM-200 Gas Based System for the Data Center which will be controlled through the building management systems. (iii) Air Conditioning & Temperature and Humidity control
The features and specifications for the air-conditioning systems in all the Data Centers are as follows:
• Air supply: Precision A/C: 20 C + 1 C
• Temperature control: Through Building Automation System & Microprocessor control panels & 3 way valves. The building management systems will control the entire air-conditioning on the PC network.
• Humidity maintenance: RH – not exceeding 60%
• Dust Filtering: 5 microns
• The green data centre will be equipped with Back up AC Systems redundancy in case of failure / maintenance.
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(iv) Physical Security
The Green Data Centers in all the two cities are proposed in a secured private area. The data center represents a concentrated collection of mission-critical enterprise computing resources that must be protected physically and logically. Indicative guidelines for limited access control
• Access (via card access system or lock combination) shall be granted to specific individuals who routinely require physical access to the Green Data Centre to perform work functions. This will include:
o Application support staff whose responsibilities require that they perform system functions on servers that can only be performed at the physical server location.
o Work in the Green Data Centre will be limited to those occasions when physical access to the hardware is necessary. The Green Data Centre will not be accessible for application work that can be done outside the Green Data Centre.
o Other Information Systems staff whose work function routinely requires work in the Green Data Centre.
o The customer will be required to specifically approve access for specific individuals in both of the above categories.
• Controlled Access (escorted access) will be granted to others whose work function requires occasional access to the Green Data Centre. These individuals will be granted access and escorted into the Green Data Centre by Computer Operations staff. Sign-in is required. This access group would include:
o Vendor maintenance and system engineering staff. o Other Information Systems staff. o Building management and maintenance staff under supervision. o Other appropriate individuals accompanied by known staff as defined above.
The following are proposed for the various security features in each area of the Data Center Facility: Building Security Features
• Security provided 24x7x365
• Entry to the DC via a Single entrance. • Reception to be manned 24 hours.
POP and NOC Security Features
• NOC and DC are proposed physically located in the same premises but logically separated for better control and management.
• Entry into the NOC would be restricted to Network Personnel only and in some cases to personnel from the clients who have authorized access.
• The access control system to provide Centralized Alarms, Alarm history and Reports and Database of all users, etc.
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To sum up, the Data Center security Features include:
• DC entry restricted to Customers and Administrators.
• Entry into DC via Punching No/ Magnetic Cards/biometrics
• Video Cameras are proposed in the green data centre with the pan, tilt and zoom facility wherever required to maintain surveillance of the protected areas. The control station will consist of a console of monitors from where the entire facility can be monitored.
• Necessary interlocks with access, intrusion, and fire systems are proposed to immediately display any emergency on monitors. All the events will be recorded in the time-lapse video- cassette recorders for investigation and analysis.
• All employees of the Data Centre Team are required to sign confidentiality agreement with the company.
• In addition MSITS DC is proposed with the following options for dedicated customer area: o Secured Rack (Lock and Key) & optional – Punching Card. o Steel Meshed Cages – where entry is restricted to a Single customer o Modular Racks used to provide a Vault kind of a setup, where access can be restricted
to only the space ordered by the customer.
(v) System infrastructure
Flexibly sized housing options (Rack Configuration) allow Data Centers become virtual extensions of the corporate enterprise. This provides for easy Scaling of customer’s Internet operations with the growth of customers business. From dedicated racks and shared cabinets to premium server hosting real estate options, not only gives customer the secured, scalable resources to house their network. MSITS can also provide customer with dedicated project management to coordinate and manage a successful installation. Server Rack & Server Cabinet For businesses with smaller space requirements, scalable racks and enclosed cabinets allow customers to store and manage their equipment offsite and enjoy the unequivocal advantages of state-of-the-art security and personal peace of mind. The Server Rack features:
• High-strength aluminium shelves
• Standard 19" racks •
The Server Cabinet features include:
• Secure front-locking door • Ventilation Fans
MSITS DC’s are proposed for the ultimate space flexibility for customers with rack mountable equipment and/or a large number of servers, storage and other components. This would be a separate area, which can be cordoned using Steel Mesh walls and Key-Lock Sliding access door. Another option of High Strength Aluminum racks, which is scalable from half to full size capacity, is also proposed.
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3. Indicative Data Center Service Offerings
3.1. Data Center Services can be viewed as a continuum, consisting of a range of
implementation services, ranging from creating Web sites to integration with legacy systems, through infrastructure provisioning and management through actual web hosting. Earlier on in the so-called Internet Economy, the demand was basically for providing web implementation services. These days however, the focus of customer demand is shifting to ongoing operations of web solutions. In a way, it is this increase in realizing the difficulties involved in managing the ongoing operations, which have contributed to the success of Data Center outsourcing.
3.2. The principal options for Data Center outsourcing include hosting and co-location.
However, customers are beginning to realize that these options only address part of the problem – as a result Manage Services offered by Data Centers are gaining importance. The proposed offerings of the MSITS's Data center are as follows:
• Hosting (Shared as well as dedicated)
• Co-location
• Managed Services
3.2.1. Hosting
MSITS proposes to provide a range of hosting options and building blocks that allow customers the ability to address a broad range of web-based issues. DC would have easy tools that enable customers to complete basic to complex Internet application and site development tasks through the use of customer's own administration system and equipment. Hosting services come in two basic categories – dedicated or shared. Shared Hosting Shared servers offer clients the ability to host their Web site or application on a powerful, professionally managed server, at a low quarterly cost. Shared servers provide individual Web sites with redundant connectivity and 24/7 monitoring for a fraction of the cost of a dedicated server. Other services on Shared Hosting Business Email Email is an essential business tool, so MSITS proposes to make it easy for customers to create email accounts for their staff and manage them on a domain mutually agreed to and registered with Network Solutions or equivalent Registry. As part of the Shared Hosting services, MSITS plans to bundle in free email accounts depending on the package customer subscribe to.
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Bandwidth Options MSITS proposes to provide the customers with various Data Usage options to choose from. The customer will need to pay only for the bandwidth that he actually uses. They can either go in for data transfer on a per GB basis or they can choose fixed bandwidth in multiples of 512Kbps or E1. Dedicated Hosting Dedicated servers are a single computer fully devoted to the needs of one customer. They allow for faster access to information and provide the customer with greater flexibility to add advanced database and e-commerce applications. As the customer does not share RAM, disk space or a connection to the router, dedicated servers provide customers with the most advanced Web hosting solutions. Managed services are charged as applicable. Other Services on Dedicated Hosting Business Email Email is an essential business tool, so MSITS would make easy for customers to create email accounts for their staff and manage them on a domain mutually agreed to and registered with Network Solutions or equivalent Registry. As part of the Shared Hosting services, MSITS proposes to bundle in free email accounts depending on the package customer subscribe to. Bandwidth Options Customers may be provided with multiple options to choose from. They can either go in for data transfer on a per GB basis or they can choose fixed bandwidth in multiples of 256Kb.
3.2.2. Co-location Services
A. Collocation refers to an approach whereby a customer “collocates” its servers in an environment in which they can take advantage of the provider’s floor-space as well as access to network bandwidth. With, the customer is provided with rack space, bandwidth, and connection to the Internet, un-interruptible power supply and a 24x7 server monitoring. Co-location has no “standard configuration.” Customers will be required to bring their own equipment to one of MSITS’s managed data centers and choose rack space and connectivity that best meets their individual needs. MSITS shall offer Server as well as rack co-location and the service includes the basic:
• Power cycling
• Fire alarm, smoke detection and fire suppression systems
• UPS and generator power backup
• Cooling systems for protection of equipment
• Warm rebooting of servers
• Cabling
• Basic physical security • Secure Environment
The co-location customer can also choose various optional services:
• Physical and electronic security measures
• Caging of co-located area
• Redundant, diversely routed bandwidth
• High speed Internet connectivity to backbone
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• 24x7 monitoring of network connection and server availability
• On-site technical support services
• Secure cabinets for equipment
• Physical security – card access, Biometric systems or video monitoring
• Report generation • 24x7 customer access
Scalability Choosing Co-location Services allows companies to free up critical corporate bandwidth. Besides this, a variety of connectivity options ensure that customer will have the bandwidth their site demands. Reliability Customer's servers are proposed to be housed in a state-of-the-art data center with UPS protection, diesel generator backup, climate control, and redundant connectivity providing you with the peace of mind that their servers will have the power and connectivity that they require. B. Dedicated Customer area MSITS proposes to provide the customer a dedicated area in the Data center where the customer can co-locate his servers and other applications. Access to this area will be restricted as per the customer’s requirements. The customer will have the option of availing of the various managed services and other security offerings like caging etc. MSITS proposes to offer flexible pricing options depending on the customer’s requirements. The customer has the option of availing of all the infrastructure facilities like
• Data Centre Space in a caged environment
• Provisioning of Network/ Supervision and ongoing management of network
• Use of infrastructure facilities such as raised flooring, Precision A.C., Physical Security • Bandwidth and other managed services, which are charges as applicable.
Alternatively, the customer can avail of only the basic;
• Data Centre Space in a caged environment • Use of infrastructure facilities such as raised flooring, Precision A.C.
3.2.3. Managed Services
Outsourcing the management and monitoring of mission-critical Internet operations is crucial for stability in an increasingly complex networking environment. Beyond the sheer complexity of infrastructure itself, the uncertainties of ever-changing relationships with Telcos, Internet Service Providers (ISPs), and rapidly changing technologies often render it difficult for businesses to make the best choices. MSITS’s managed services propose to provide cutting-edge industry expertise to speed up the time-to-market, in the most cost-effective manner. These services are charged services. The managed services for offer may be as follows:
• Managed Security Services o Firewall services o Intrusion Detection services o Risk Assessment o OS Hardening
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• Backup services
• Messaging Solutions
• System Services
• Reporting
• Database solutions
• Network Assessment, Design and Implementation services
• Load Balancing
• Disaster Recovery
3.2.3.1. Security Management Services
Every day, new security vulnerabilities are discovered in software, hardware, protocols, and applications. Running an e-business can be pretty risky. Hackers the world over are constantly creating new ways to compromise the safety of your network. Security Management Services should provide an Intrusion Detection Service to monitor customers' Web sites for suspicious activities. DC team should have necessary expertise to rapidly investigate and take action against security conflicts and events. Security Management Services will differ based on customer’s requirements. . A. Managed Firewall Services Firewall technology is today the standard for protecting perimeter access to the customer’s Internet site. A firewall is designed to protect the network from security attacks. Placed between the customer’s network and the Internet, a firewall monitors access requests. The firewall can immediately alert network administrators to suspicious activity. Managed Firewall Service should ensure that the customer gets the most out of this technology by providing precise configuration and aggressive management for the firewall. With the Managed Firewall Service, security experts should assist with the customer to define the firewall security policy, and then customize, install and manage the chosen firewall which is most appropriate to the business. Key Features and Benefits of the service:
• Supplies complete solution, including rental of the necessary hardware and software
• 24 x 7 network/firewall monitoring of firewall functionality
• 24x7 support for firewall problem resolution
• Setting up of security policies
• System administration for firewall – including updates and hot fixes that affect performance of firewall
• Firewall installation and configuration and management
• Firewall log files
• Firewall configuration data backup (once a week or whenever there is a configuration change)
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B. Managed Intrusion Detection System (IDS) Services MSITS proposes to provide leading-edge intrusion detection and incident response services to help uncover suspicious activity on your network as it occurs - and ensures that appropriate measures are taken immediately. IDS monitor a customer’s Web site and generate an alarm when suspicious activity is detected. MSITS's 24 x 7 Team consists of experts who will investigate and take action against security events such as hacking and DoS attacks. Depending on the nature of the requirements, appropriate measures to stop potentially destructive attacks which may include:
• OS hardening
• Modification of firewall and IDS rules
• Modification of the operating system security controls
• Analysis of logs, system statistics, and files
• Collection of data and intrusion investigation
• Collection of evidence and forensic analysis • Reporting and recommendations
3.2.3.2. Backup Services
Overview of Backup Technology The need to reliably backup and retrieve data has reached a new level of importance as companies are realizing the importance of saving and accessing large volumes of data. Today's corporate databases and on-line applications routinely manipulate hundreds of gigabytes (GB) of data, and databases of sizes one terabyte (TB) and more are becoming increasingly common. The amount of corporate data collected electronically is growing dramatically each year. The reliance on full-time availability of data means the time to backup data is shrinking, and the demands for 100% availability of important data and for frequent backups is growing. These trends are placing enormous pressure on Information Technology organizations to increase the speed of backups while reducing the degree to which they intrude on day-to-day operations. Equally important is the need to recover files quickly and efficiently. Thus scheduled backups and rapid recoveries are activities that must be predictable, stable, reliable, and fast. MSITS proposes to offers full management of a customer’s data backup process for individual files; file systems, databases (Oracle, MS SQL Server and DB2) and applications. MSITS will consult with the customer, assess backup requirements and administer data backup and restore processes. The backup service involves:
• Full backups would be done once a week at a time reasonably and mutually acceptable to and the customer. Cumulative incremental (differential) backups would be done six times a week at a time reasonably acceptable to the customer. After each three-week period, each tape will be overwritten.
• Install backup software on each customer server to be backed up on a case to case basis.
• Customers must notify the support staff in writing to make additions of new file names, file systems and applications directories for backup.
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3.2.3.3. Messaging Solutions
Advanced Messaging Solutions enables the customer to outsource their entire e-mail operations from Web-based mailboxes for remote access to complete e-mail management. The solution should offer customer scalable and secure solutions in outsourced messaging. Web mail services propose to provide all the benefits of hosting to customer's own email server, but without the added cost of hardware, software, and administration. Through dedicated hosting offering, shall configure a virtual email server to host customer’s domain name and process all your email. Any standard POP3 email client software such as Microsoft Outlook can be used to retrieve your email from the server. Standard services that can be provided are:
• Password protection for administrator access
• Interface to manage POP3 accounts, with access to an email control pane. This service allows your network administrator to do the following:
o Create new email accounts,
o Rename accounts,
o Delete accounts,
o Change passwords,
o Configure auto-forwarding and auto-responders for accounts.
3.2.3.4. Systems Software Services
MSITS proposes to provide go-to-market solutions that speed up implementation considerably, with scalable solutions and leading systems technology. Server Solutions enable customer to rent pre-configured and customized Web and database server bundles from a variety of vendors including Sun Microsystems, IBM, HP and Dell. Operations Support Services provides DNS management and shared messaging solutions to meet the outsourcing needs of small, rapidly growing e-businesses wishing to outsource non-core business activities. Role of System Administration • Installing OS and standard applications
• Maintaining OS - upgrades/patches
• User Administration - Creation/Deletion, Properties modification
• Performance tuning
o Tuning of the swap memory
o Tuning of the web service
o Monitoring the performance of the server/service and provide suggestions to the customer for tuning
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• Backup/Recovery
• Troubleshooting (Trouble shooting will not involve custom built components, which will be the primary responsibility the customer’s technical personnel. MSITS personnel will be involved only in minor administration tasks and assistance for custom built components)
o OS trouble shooting
o Web service trouble shooting
3.2.3.5. Reporting
MSITS proposes to provide detailed reports to customers relating to both bandwidth utilization of the customer’s network port and web traffic statistics, provide customers with most of the standard reports relating to bandwidth, uptime, web traffic, security etc. at regular intervals. In addition, custom reports to suit requirements of customer needs will also be provided if required.
3.2.3.6. Database solutions
• Installing Database applications
o Installing updates/patches/service packs pertaining to the database application
o Allocating system storage for the database
• Creating and Maintaining User Administration - Creation/Deletion, Properties modification
• Performance Tuning
o Tuning of the database application with respect to optimal memory/space/OS Resource usage
o Our role will not include tuning of custom stored-procedures or scripts
• Databases Backup/Recovery
• Troubleshooting
o Of the database application functionality
o Of problems pertaining to data accessibility and problems
o MSITS role will not include troubleshooting problems pertaining to wrong coding of scripts. However MSITS will assist the customer if he so chooses to locate the problem. However, the primary responsibility in rectifying the problem will remain with the customer.
3.2.3.7. Disaster Recovery
MSITS proposes to offer customized Disaster Recovery Solutions which will be designed on a case to case basis.
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3.21 Annexure 2- EMD Form
Whereas …………………(hereinafter called the “INDUSTRY PARTNER/IP”) has submitted its offer dated ………….. against RFP dated ………KNOW ALL MEN by these presents that WE…………OF………………………having our registered office at ……………… are bound unto MSITS, Chennai In the sum of Rs……………….. for which payment will and truly to be made of the said MTNL-STPI IT Services Ltd., the Bank binds itself, its successors and assigns by these present. The conditions of the obligations are:
1. If the INDUSTRY PARTNER withdraws his bid during the period of bid validity specified by the consultant on the Bid form or
2. If the INDUSTRY PARTNER, having been notified of the acceptance of his bid by MTNL-STPI IT Services Ltd. During the period of bid validity
a. Fails or refuses to execute the Contract, if required; or b. Fails or refuses to furnish the Performance Security, in accordance with the
terms of RFP We undertake to pay to MTNL-STPI IT Services Ltd. up to the above amount upon receipt of its first written demand, without MTNL-STPI IT Services Ltd. having to substantiate its demand, provided that in its demand, MTNL-STPI IT Services Ltd. will note that the amount claimed by it is due to it owning to the occurrence of one or both of the two conditions, specifying the occurred condition or conditions. This guarantee will remain in force as specified in the clause 2.12 of the bid document and any demand in respect thereof should reach bank not later that the specified date/ dates. Signature of Bank Authority. Name Signed in Capacity of Name & Signature of witness Full Address of Branch Address of witness Tel. No. of Branch Fax No. of Branch
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3.22 Annexure 3- Performance Security Guarantee Bond
In consideration of MTNL-STPI IT Services Ltd.( hereinafter referred to as `MSITS’, which expression shall, unless repugnant to the context or meaning thereof, include all its successors, administrators, executors and assignees) after receipt of the work order dated _______________ with M/s __________________________ having its registered/head office at ______________________(hereinafter referred to as the 'INDUSTRY PARTNER/IP') which expression shall, unless repugnant to the context or meaning thereof include all its successors, administrators, executors and assignees) and MSITS having agreed that the INDUSTRY PARTNER/IP shall furnish to MSITS a performance guarantee for Indian Rupees .............. for the faithful performance of the entire CONTRACT. 2. We (name of the bank) ______________________________ registered under the laws of _______ having head/registered office at __________________________ (hereinafter referred to as "the Bank", which expression shall, unless repugnant to the context or meaning thereof, include all its successors, administrators, executors and permitted assignees) do hereby guarantee and undertake to pay immediately on first demand in writing any /all moneys to the extent of Indian Rupees. (in figures) __________ (Indian Rupees (in words)_____________________________) without any demur, reservation, contest or protest and/or without any reference to the INDUSTRY PARTNER/IP. Any such demand made by MSITS on the Bank by serving a written notice shall be conclusive and binding, without any proof, on the bank as regards the amount due and payable, notwithstanding any dispute(s) pending before any Court, Tribunal, Arbitrator or any other authority and/or any other matter or thing whatsoever, as liability under these presents being absolute and unequivocal. We agree that the guarantee herein contained shall be irrevocable and shall continue to be enforceable until it is discharged by MSITS in writing. This guarantee shall not be determined, discharged or affected by the liquidation, winding up, dissolution or insolvency of the INDUSTRY PARTNER/IP and shall remain valid, binding and operative against the bank. 3. The Bank also agrees that MSITS at its option shall be entitled to enforce this Guarantee against the Bank as a principal debtor, in the first instance, without proceeding against the INDUSTRY PARTNER/IP and notwithstanding any security or other guarantee that MSITS may have in relation to the INDUSTRY PARTNER/IP’s liabilities. 4. The Bank further agrees that MSITS shall have the fullest liberty without our consent and without affecting in any manner our obligations hereunder to vary any of the terms and conditions of the said CONTRACT or to extend time of performance by the said INDUSTRY PARTNER/IP(s) from time to time or to postpone for any time or from time to time exercise of any of the powers vested in MSITS against the said INDUSTRY PARTNER/IP(s) and to forbear or enforce any of the terms and conditions relating to the said agreement and we shall not be relieved from our liability by reason of any such variation, or extension being granted to the said INDUSTRY PARTNER/IP(s) or for any forbearance, act or omission on the part of MSITS or any indulgence by MSITS to the said INDUSTRY PARTNER/IP(s) or any such matter or thing whatsoever which under the law relating to sureties would, but for this provision, have effect of so relieving us. 5. The Bank further agrees that the Guarantee herein contained shall remain in full force during the period that is taken for the performance of the CONTRACT and all dues of MSITS under or by virtue of this CONTRACT have been fully paid and its claim satisfied or discharged or till MSITS discharges this guarantee in writing, whichever is earlier.
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6. This Guarantee shall not be discharged by any change in our constitution, in the constitution of MSITS or that of the INDUSTRY PARTNER/IP. 7. The Bank confirms that this guarantee has been issued with observance of appropriate laws of the country of issue. 8. Notwithstanding anything contained herein above, our liability under this Guarantee is limited to Indian Rupees. (in figures) ______________ (Indian Rupees (in words) ____________________) and our guarantee shall remain in force until ______________________. (indicate the date of expiry of bank guarantee) Any claim under this Guarantee must be received by us before the expiry of this Bank Guarantee. If no such claim has been received by us by the said date, the rights of MSITS under this Guarantee will cease. However, if such a claim has been received by us within the said date, all the rights of MSITS under this Guarantee shall be valid and shall not cease until we have satisfied that claim. In witness whereof, the Bank through its authorized officer has set its hand and stamp on this........ day of ........20___ at..................... WITNESS NO. 1 -------------------------- ------------------------- (Signature) (Signature) Full name and official Full name, designation and Address (in legible letters) address (in legible letters) with Bank stamp Attorney as per power of Attorney No............. WITNESS NO. 2 Dated…………………. -------------------------- (Signature) Full name and official Address (in legible letters)
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3.23 Annexure 4 - Pre-Qualification Checklist Format
Sl. No.
Eligibility Criteria Documentary Proof Required
Compliance (Yes/No)
Reference Page No.
1. The bidder should be registered under the Companies Act, 1956 of India since last 3 years
• Certificate of Incorporation
• Memorandum and Articles of Association
2. The bidder should have a minimum annual turnover of Rs. 50,00,00,000/- (INR Fifty Crores Only) each year during the last two (2) years from the date of submission of bid.
• Balance Sheet and Profit and Loss statement, as per Companies Act 1956, for last two (2) financial years.
3. The bidder should have commissioned and installed at least 1 (one) Data center project that meets all the below mentioned requirements during the last three (3) years:
a. Commercial Data Centre setup and operated by the bidder for min. area of 2,500 (two thousand five hundred)sq.ft.
or
b. An order value for commission and installation of Data Centre (including IT and Non-IT but excluding basic building structure cost) of not less than Rs. 15,00,00,000/- (INR Fifteen Crores.); and
Note:
o Bidder’s own in house data centers shall not be considered for the purpose of the above requirement.
o Bidders who have built their own Internet Data Centre (IDC), for commercial use will be considered.
a) Copy of work order / client certificates
b) Certificate from Company Secretary confirming the order value / cost.
c) Valid Certification (IDC bidder shall also submit customer work orders)
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4. The bidder should have experience in providing Facility management services to at least one (1) data center, during the last three (3) years from date of submission of bid. The facility management services shall include IT infrastructure related (e.g. Servers, storage, networks etc.) / non IT related services (Power, cooling, physical security etc.)
Note:
• Bidder’s in house data centers shall not be considered.
• Bidders who have built their own Internet Data Centre (IDC), for commercial use will be considered.
Copy of work order / client certificates.
5. Bidder must have ISO 9001:2005
• Valid Copy of Certificate
6. The bidder must furnish valid/sufficient EMD
• Bank guarantee/ Crossed demand draft
7. RFP document fee • Non refundable demand draft of Rs.5000/- (Rupees Five Thousand Only)
8. The Bidder must be solvent at the time of submission of proposal.
• Letter from Auditor confirming the solvency of the company as per the format attached in Annexure 13
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3.24 Annexure 5: Commercial Proposal
Commercial Submission Letter
To, Chief Executive Officer, MTNL IT Services Ltd, O/o Software Technology Parks of India No.5 , 3rd Floor, STPI Building, Rajiv Gandhi salai, Taramani, Chennai- 600113 Sir, Subject: Appointment of an Industry Partner for Build, Own and Operate of Physical and IT infrastructure of Commercial Green Data Centre for MSITS on a Shared Model
1. Having examined the conditions of contract and specifications including
clarifications, amendment/addenda Nos ,………… , .the receipt of which is hereby duly acknowledged, we, undersigned, offer to supply set up and deliver .............................................. in conformity with the said drawings, conditions of contract and specifications for the sum shown in the schedule of prices attached herewith and made part of this Bid.
2. We undertake, if our Bid is accepted, to commence deliveries within ( ) months and to complete the work specified in the contract within ( ) months calculated from the date of issue of your purchase order (PO) or handing over of the site whichever is later.
3. If our Bid is accepted, we will obtain the performance guarantees of a Scheduled Bank for a sum Rs. 2 Crores, for the due performance of the contract.
4. We agree to abide by this Bid for a period of 180 days from the date of Bid submission and it shall remain binding upon us and may be accepted at any time before the expiration of that period.
5. Until a formal Purchase Order of Contract is prepared and executed, this Bid together with your written acceptance thereof in your notification of award shall constitute a binding contract between us.
6. Bid submitted by us is properly sealed and prepared so as to prevent any subsequent alteration and replacement.
7. We understand that you are not bound to accept the lowest or any bid, you may receive. Dated this day of 200
Thanking you, Yours faithfully, (Signature of the Bidder) Printed Name Designation Seal Date: Business Address:
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Commercial Bid I/We/M/s …………………………………….offer following Revenue share to MSITS net of all statutory levies and taxes in percentage(%age – up to two decimal places) for providing services from Commercial Green Data Centre: S.No. Year Revenue
Share(%age) Revenue Share (in words)
1 Year 1 2 Year 2
3 Year 3
4 Year 4
5 Year 5
6 Year 6
7 Year 7
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3.25 Annexure 6 – Covering Letter
Format for Covering Letter
To,
xx
Sub: Invitation of proposals for Appointment of an Industry Partner for Build,
Own and Operate of Physical and IT infrastructure of Commercial Green Data
Centre for MSITS on a Shared Model
Sir/ Madam,
Having examined the RFP document and annexure thereto, we, the undersigned, in
conformity with the said document, being duly authorized to represent and act on behalf of
_________________ (herein after referred to as "the Vendor"), and having reviewed and
fully understood all the qualification requirements and information provided, hereby express
our interest and submit our proposal for the build, own and operate of Physical and IT
infrastructure of Commercial Green Data Centre for MSITS on a Shared Model.
We are enclosing our proposal with the details as per the requirements of the RFP document,
for your evaluation. The undersigned hereby also declares that the statements made and the
information provided in the Proposal is complete, true and correct in every detail. We would
like to clearly state that we qualify for this work as our Organization meets all the eligibility
criteria indicated by you in the RFP document.
We confirm that the application is valid for a period of 180 days from the due date of
submission of application unconditionally.
We understand that if at any stage of the bid process the details given in support of claims
made above are found to be untenable or unverifiable or both, MSITS shall reserve the right
to reject the proposal.
Dated this _____ day of ____________________ 2013
Yours faithfully,
(Signature of Authorized Signatory) (Name, Title and Address of the Vendor) (Company seal & stamp)
MSITS requirement for Commercial Green Data Centre
1 Project Understanding(10)
Understanding of roles & responsibilities of IP & MSITS in project execution
Proposed Model
Approach and Methodology highlighting the complete cycle of building and running commercial data centre
Expected Revenue Streams and Green Data Centre utilization plan
Technical/ Business challenges anticipated
Marketing Plan for the running the commercial data centre
Service Delivery Model
Green Data Centre
Design Architecture and Layout of Data Centre and Server Farm area
IT / Non- IT Components to build Green Data Centre
2 Technical Solution Proposed (55)
Quality Assurance Plan & Methodology
Bidder’s experience in setting up data centers
Bidder’s experience in providing system integration for data centers
Bidder’s experience in providing facility management services for data centers
Bidder’s experience in managing commercial data centers
3 Bidders Experience and setting-up, operating and managing data center operations (20)
Team proposed for commissioning & maintenance of data centers and for marketing & selling services of data centers
4 Presentation by Bidder(15)
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3.30 Annexure 11: Pre-Bid Clarifications Submission Format
S.No. Clarification Reference Clause
Reference Page No.
1
2
3
4
5
6
7
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3.31 Annexure 12: Non-Disclosure Agreement
[The Non Disclosure Agreement needs to be signed by a person duly authorised by the bidder.] [A similar agreement needs to be signed by the IP on award of the contract] The Agreement (hereinafter called the “Agreement”) is made on the [day] day of the month of [month], [year], between, MSITS, on the one hand, (hereinafter called the “Purchaser”) and, on the other hand, [Name of the bidder] (hereinafter called the “Bidder”) having its registered office at [Address] WHEREAS
1. the “Purchaser” has issued a public notice inviting various organisations to propose for hiring services of an organisation for provision of <Brief scope of work> (hereinafter called the “Project”) of the Purchaser;
2. the Bidder, having represented to the “Purchaser” that it is interested to bid for the proposed Project,
The Purchaser and the Bidder agree as follows: 1. In connection with the “Project”, the Purchaser agrees to provide to the
Bidder a Detailed Document on the Project vide the Request for Proposal contained in three volumes. The Request for Proposal contains details and information of the Purchaser operations that are considered confidential.
2. The Bidder to whom this Information (Request for Proposal # XYZ) is disclosed shall: a) Hold such Information in confidence with the same degree of care with
which the Bidder protects its own confidential and proprietary information;
b) Restrict disclosure of the Information solely to its employees, agents and contractors with a need to know such Information and advise those persons of their obligations hereunder with respect to such Information;
c) Use the Information only as needed for the purpose of bidding for the Project; and
d) Except for the purpose of bidding for the Project, not copy or otherwise duplicate such Information or knowingly allow anyone else to copy or otherwise duplicate such Information.
3. The Bidder shall have no obligation to preserve the confidential or
proprietary nature of any Information which: a) Was previously known to the Bidder free of any obligation to keep it
confidential at the time of its disclosure as evidenced by the Bidder’s written records prepared prior to such disclosure; or
b) Is or becomes publicly known through no wrongful act of the Bidder; or c) Is independently developed by an employee, agent or contractor of the
Bidder not associated with the Project and who did not have any direct or indirect access to the Information.
4. The Agreement shall apply to all Information relating to the Project disclosed by the Purchaser to the Bidder under the Agreement.
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5. Nothing contained in the Agreement shall be construed as granting or conferring rights of license or otherwise, to the bidder, in any of the Information.
6. The Agreement shall benefit and be binding upon the Purchaser and the Bidder and their respective subsidiaries, affiliates, successors and assigns.
7. The Agreement shall be governed by and construed in accordance with the Indian laws.
For and on behalf of the Bidder For and on behalf of the MSITS By: By: (Signature) (Signature) (Name) (Name) (Designation) (Designation) (Address) (Address) (Fax No.) (Fax No.) In the presence of: 1. 2.
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3.32 Annexure 13: Letter from Auditor confirming the solvency of the company
Bidder’s Proposal Ref No. and Date: Bidder's Name and Address: Contact Person - Name &Designation: Telephone No.: FAX No./ E-Mail: To <<Name and Address of Client>>
Dear Sirs, This is to certify that <<Name of the Bidder>> having its registered office at <<registered office address>> is solvent as on <<date of submission>>. We shall duly notify in case any insolvency is foreseen. Date .............. Signature........................................... Place ............. Name ............................................... Name of the Auditor............................. Address & Country of Incorporation:
