Académique Documents
Professionnel Documents
Culture Documents
For
Implementation of
Enterprise Resource Planning (ERP)
In
UJVN Limited
UJVN Limited
UJJWAL, Maharani Bagh,
GMS Road, Dehradun,
Uttarakhand
RFP for Implementation of ERP System in UJVN Limited
Disclaimer
This Request for Proposal (RFP) is for Implementation of Enterprise Resource Planning (ERP)
System in UJVN Limited (referred in the document as UJVNL) in the State of Uttarakhand.
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 UJVNL nor its
employees, nor any of their advisers nor consultants accept any liability or responsibility for
the accuracy, reasonableness or completeness of the information contained in the RFP, or for
any errors, omissions or misstatements, negligence or otherwise, relating to the proposed
ERP Project, 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 UJVNL. 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. 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 ERP Project, the regulatory regime which applies thereto and
by and all matters pertinent to this Project and to seek its own professional advice on the legal,
financial and regulatory consequences of entering into any agreement or arrangement relating
to this Project. UJVNL shall not be responsible for any direct or indirect loss or damage arising
out of or for use of any content of the RFP in any manner whatsoever.
This RFP includes certain statements, projections, targets and forecasts with respect to the
Project. Such statements, projections, targets and forecasts reflect various assumptions made
by the management, officers, employees, consultants, and experts of UJVNL, which (the
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.
UJVNL shall be the sole and final authority with respect to qualifying a bidder through this
RFP. The decision of UJVNL in selecting the System Integrator who qualifies through this RFP
shall be final and UJVNL reserves the right to reject any or all the bids without assigning any
reason thereof. UJVNL may terminate the RFP process at any time without assigning any
reason and upon such termination, UJVNL shall not be responsible for any direct or indirect
loss or damage arising out of such a termination.
Table of Contents
About Request for Proposal (RFP) ........................................................................... 12
1. Instruction to Bidders ....................................................................................... 14
1.1 General ............................................................................................................... 14
1.2 Compliant Proposals / Completeness of Response ............................................. 14
1.3 Pre-Bid Meeting/Conference & Clarification ........................................................ 14
1.3.1 Pre-bid Conference ....................................................................................................... 14
1.3.2 Response to Pre-bid Queries and Issue of Corrigendum ............................................. 15
1.4 Key Requirements of the Bid ............................................................................... 15
1.4.1 Right to Terminate the RFP Process ............................................................................ 15
1.4.2 RFP Document Fees ..................................................................................................... 15
1.4.3 Earnest Money Deposit (EMD) ..................................................................................... 15
1.4.4 Submission of Proposal ................................................................................................ 16
1.4.5 Authentication of Bids ................................................................................................... 17
1.5 Preparation & Submission of Proposal ................................................................ 17
1.5.1 Proposal Preparation Costs .......................................................................................... 17
1.5.2 Language ...................................................................................................................... 17
1.6 Evaluation Process ............................................................................................. 17
1.6.1 Tender Opening ............................................................................................................ 18
1.6.2 Tender Validity .............................................................................................................. 18
1.6.3 Bid Evaluation ............................................................................................................... 18
Acronym Description
ABT Availability-based tariff
AMC Annual Maintenance Cost
API Application Program Interface
CCN Change Control Notice
CEA Central Electricity Authority
CENVAT Central Value Added Tax
CERC Central Electricity Regulatory Commission
CMM Capability Maturity Mode
CoS Class of Service
CWIP Capital Works In Progress
DC Data Center
DGM Deputy General Manager
DHCP Dynamic Host Configuration Protocol
DNS Domain Name System
DPR Detailed Project Report
DR Disaster Recovery
DSM Deviation Settlement Mechanism
DXF Drawing Exchange Format
EMD Earnest Money Deposit
ERP Enterprise Resource Planning
ESI Employee State Insurance
ESS Employee Self Service
F&A Finance and Accounting
FAQ Frequently Asked Questions
FE Financial Evaluation
FIFO First in First out
FY Financial Year
GIF Graphics Interchange Format
GIS Geographic Information System
GoI Government of India
GoU Government of Uttarakhand
GR Guaranteed Remittance
HRMS Human Resource Management System
HTTP Hypertext Transfer Protocol
IDS Intrusion Detection System
IPR Intellectual Property Rights
ISO International Organization for Standardization
ISP Internet Service Provider
ITCC Income Tax Clearance Certificate
JDBC Java Database Connectivity
LAN Local Area Network
LD Liquidated Damages
Acronym Description
LOI Letter of Intent
MICR Magnetic Ink Character Recognition
MIS Management Information System
MM Material Management
MPLS Multiprotocol Label Switching
MRV Material Receipt Voucher
MSA Master Service Agreement
NDC No Dues Certificate
NIT Notice Inviting Tender
NOC No Objection Certificate
NRPC Northern Region Power Committee
OCR Optical Character Recognition
ODBC Open Database Connectivity
OEM Original Equipment Manufacturer
PAF Plant Availability Factor
PAN Permanent Account Number
PAR Performance Appraisal Report
PBG Performance Bank Guarantee
PFC Power Finance Company
PGCIL Power Grid Corporation India Ltd.
PKCS Public Key Cryptography Standards
PMT Project Management Team
PO Purchase Order
PTCUL Power Transmission Corporation of Uttarakhand Limited
QCBS Quality and Cost Based Selection
RDBMS Relational Database Management System
RFP Request for Proposal
RLDC Regional Load Dispatch Center
RTF Rich Text Format
RTI Right to Information
SDC State Data Centre
SERC State Electricity Regulatory Commission
SI System Implementer/Integrator
SLA Service Level Agreement
SLDC State Load Dispatch Center
SME Subject Matter Expert
SOA Service Oriented Architecture
SOAP Simple Object Access Protocol
STN Store Transfer Note
STQC Standardisation Testing and Quality Certification
TDMA Time Division Multiple Access
TIF Tag Image File Format
ToR Terms of Reference
Acronym Description
UAT User Acceptance Test
UJVNL UJVN Limited
UTR Unique Transaction Reference Number
VAT Value Added Tax
VRS Voluntary Retirement Scheme
VSAT Very Small Aperture Terminal
WAN Wide Area Network
This RFP document contains the entire information that constitutes the requirement as
proposed by UJVNL in order for qualified bidders to submit their proposals. Any queries or
clarifications must be submitted in the prescribed format.
SECTION I:
INSTRUCTION TO
BIDDERS
1. Instruction to Bidders
1.1 General
1. While every effort has been made to provide comprehensive and accurate background
information and requirements and specifications, Bidders must form their own
conclusions about the solution needed to meet the requirements.
2. All information supplied by Bidders may be treated as contractually binding on the
Bidders, on successful award of the assignment by UJVNL on the basis of this RFP
3. No commitment of any kind, contractual or otherwise shall exist unless and until a
formal written contract has been executed by or on behalf of UJVNL. Any notification
of preferred bidder status by UJVNL shall not give rise to any enforceable rights by the
Bidder. UJVNL may cancel this public procurement at any time prior to a formal written
communication being executed by or on behalf of UJVNL.
4. This RFP supersedes and replaces any previous public documentation &
communications and Bidders should place no reliance on such communications.
1. Bidders are advised to study all instructions, forms, terms, requirements and other
information in the RFP document carefully. Submission of the bid shall be deemed to
have been done after careful study and examination of the RFP document with full
understanding of its implications.
2. Failure to comply with the requirements of this paragraph may render the Proposal
non-compliant and the Proposal may be rejected. Bidders must:
a) Include all documentation specified in this RFP
b) Follow the format of this RFP and respond to each element in the order as set
out in this RFP
c) Comply with all requirements as set out within this RFP
3. UJVNL shall not be responsible for ensuring that the bidders’ queries have been
received by them. Any requests for clarifications after the indicated date and time may
not be entertained by UJVNL.
payable at Dehradun and should be valid for Six months from the date of the opening
of the bids.
2. EMD of all unsuccessful bidders will be refunded by UJVNL within 45 days after award
of contract to successful bidder. The EMD, for the amount mentioned above, of
successful bidder would be returned upon submission of Performance Bank
Guarantee as per the format provided in Annexure 3.
3. The EMD amount is interest free and will be refundable to the unsuccessful bidders
without any accrued interest on it.
4. The bid / proposal submitted without EMD, mentioned above, will be summarily
rejected.
5. The EMD may be forfeited:
d) If a bidder withdraws its bid during the period of bid validity.
e) In case of a successful bidder, if the bidder fails to sign the contract in accordance
with this RFP.
1.5.2 Language
1. The Proposal should be filled by the Bidder in English language only. If any supporting
documents submitted are in any language other than English, translation of the same
in English language is to be duly attested by the Bidders. For purposes of interpretation
of the Proposal, the English translation shall govern.
SECTION II:
SCHEDULE OF RFP
BIDDING PROCESS
S. No Information Details
1. RFP No. and Date No.01/UJVNL/DGM(IT)/2016-17
2. Last date for submission of written 14th Oct 2016
queries for clarifications Email: dgm.it@ujvnl.com
3. Date and Place of pre-bid 17th Oct 2016 at 11:00 AM at UJJWAL,
conference Maharani Bagh, GMS Road, Dehradun,
Uttarakhand
4. Release of response to clarifications 21st Oct 2016
5. Bid validity period 180 days from the last date (deadline) for
submission of proposals
6. Last date (deadline) for submission of 11th Nov 2016 up to 06:00 PM
bids on the portal Portal: https://uktenders.gov.in
7. Last date(deadline) for submission of 15th Nov 2016 up to 05:00 PM
hardcopies of bids
8. Opening of Technical Bid (Part – I) 16th Nov 2016 at 11:00AM
9. Technical Presentation by the To be intimated
Bidders
10. Place, Time and Date of opening of To be intimated
Financial proposals received in
response to the RFP notice
11. Contact person for queries Shri R.B. Tripathi, DGM (IT)
UJJWAL, Maharani Bagh, GMS Road,
Dehradun, Uttarakhand
EPABX : 0135-2523229
Fax : 0135-2763508
Email: dgm.it@ujvnl.com
Website: www.ujvnl.com
12. Addressee and address at which Shri R.B. Tripathi, DGM (IT)
proposal in response to RFP notice is UJJWAL, Maharani Bagh, GMS Road,
to be submitted: Dehradun, Uttarakhand
EPABX : 0135-2523229
Fax : 0135-2763508
Email: dgm.it@ujvnl.com
Website: www.ujvnl.com
SECTION III:
EVALUATION CRITERIA
3. Evaluation Criteria
1. The overall objective of this evaluation process is to select the capable and qualified
firm in the business domain of developing and customization of ERP System,
Departmental ERP solutions as per the module requirement, related hardware and
other infrastructure, providing associated capacity building, training and handholding
support as well as associated managed services and who will provide a
comprehensive solution towards Supply, Installation, Integration, Development,
Commissioning, Deployment, Operation & Management of ERP Application.
2. First the Pre-Qualification Proposal will be evaluated and only those bidders who
qualify the requirements will be eligible for next step of evaluation of Technical
Proposal. Technical Proposal of Bidders who do not meet the Pre-Qualification criteria
will not be evaluated further
3. The technical score of all the bidders would be calculated as per the criteria mentioned
below. All the bidders who achieve at least 70 marks in the technical evaluation would
be eligible for the next stage, i.e. Financial Bid opening
4. Proposals of Companies would be evaluated as per Technical Evaluation Criteria
Chapter 3.2. Bidder should clearly indicate, giving explicit supporting documentary
evidence, with respect to the above, in absence of which their proposals will be
rejected summarily at the qualification stage itself
1. Technical proposal of those bidders will be evaluated, who qualify the Pre-Qualification
criteria.
2. In this part, the Technical bid will be reviewed for determining the eligibility of the Bidder
for the Project and to ascertain Compliance of the Technical bids with the Tender terms
and conditions, technical requirements and scope of work as defined in this tender.
3. This shall be the second stage of the evaluation by UJVN Ltd. Only those Bidders who
cross the threshold level of Technical Evaluation (TE) indicated below and adhere to
the Department’s technical requirements shall be considered for Financial Evaluation
(FE).
4. No marks shall be assigned for the technical evaluation parameter in the absence of
any response for that parameter
5. Evaluation Criteria proposed to be adopted will be Quality-cum-Cost Based System
(QCBS) where Technical Bid Score will get a Weightage of 70% and Financial Bid
Score a Weightage of 30%.
6. Technical Bid of the bidder shall be evaluated for acceptability of Techno-functional
requirements, deviations and technical suitability. Bidders shall respond to the
requirements as explained below for their evaluation with regard to experience and
qualification. Also, Bidder shall refer and respond to all technical requirements as
mentioned in the RFP document. The evaluation process would also include a
presentation of technical proposal by the Bidder.
7. The evaluation committee will evaluate the Technical Proposals on the basis of the
technical evaluation criterion as provided below:
8. The evaluation committee will evaluate the Technical Proposals on the basis of the
technical evaluation criterion as provided below:
SECTION IV:
TERMS OF REFERENCE
SCOPE OF WORK
UJVN Ltd. (Erstwhile Uttarakhand Jal Vidyut Nigam Ltd.) was formed following the division of
the erstwhile Uttar Pradesh Jal Vidyut Nigam Ltd., subsequent to the formation of the state of
Uttarakhand. UJVNL started its operations on November 9, 2001. The main functions of
UJVNL are to engage in the business of generation of electricity from the hydro-electricity
generation stations transferred to it, and to build and operate new generation facilities to cater
to the increasing requirements of power in Uttarakhand state and beyond.
UJVNL have been in operation for over a decade as a commercial entity, although most of its
main generating stations have been in operation for over 35 years. In this short period the
Nigam has undertaken several initiatives to streamline performance, increase output from
existing stations and expedite development of new capacity. UJVNL is also the nodal agency
appointed by the State Government for development of hydropower in the State. In its capacity
as the nodal agency, UJVNL has undertaken a very successful process of bidding for new
generation sites by private sector entities.
UJVNL is in the process of evolving its systems and procedures for operating on commercial
lines and also improving the operating performance of the stations through a variety of
measures. At present UJVNL is generating 1284.85 MW. UJVN Ltd. has planned an overall
capacity addition of more than 2500 MW within a period of 10 years. The rapid growth
proposed possesses several practical challenges before the organization in terms of
prioritizing the expansion plan and financing the same.
UJVNL expects the vendor to review, redesign and automate processes and transactions
related to the priority modules identified. The proposed IT solution is expected to integrate all
the related business processes across all functions and provide business decision support
Efficient Plant
Operations &
Maintenance
Standardised
Efficient
Business
Project
Processes &
Management
Best Practices
Objectives
of ERP at
UJVN Ltd.
Improved
Improved
Human
Financial
Resource
Management
Productivity
Efficient
Assest
Management
MIS & Dashboard for Top Management for better decision making
Improved decision-making due to seamless flow of information across business
functions
Ensure quality and timely submission of tariff related data for improvement in overall
tariff rates from regulator and maintaining data consistency
Faster revenue realization by timely raising of bills to DISCOM
Reduction in downtime of plants due to expeditious decision making
Reduction in the overall cycle time for a project implementation and execution by
Integrated ERP enabled procurement plan. This will save cost in long run as well as
help in capitalizing the same faster
The availability of the equipment history and the maintenance plan, generation
Statistics will help reduce the effort of the employees in wasting time and resource in
compiling the same
Improved internal processes for all departments within organization
Data Security & Integrity maintained at centralized place
38 UJVN Limited, Dehradun
RFP for Implementation of ERP System in UJVN Limited
Visibility of the inventory and spare parts availability in all stores including the sub
stores at all plants/offices will be a major achievement from ERP. This will not only
help optimizing the resources but also provide options to do several what if analysis
with different scenarios for inventory management
Improved enterprise resources productivity due to cross functional integration and
business process optimization. It would significantly improve the productivity ratio of
UJVNL such as manpower productivity, assets utilization etc.
Enhanced organizational capabilities to improve credit rating and market visibility due
to adoption of best business processes and business practices
6. Scope of Work
An ERP system is envisaged to be a user friendly, comprehensive, integrated information
system designed to manage the overall functioning of UJVNL business. The ERP will be a
single unified business information system for UJVNL’s Resource Management and the
solution should be a completely integrated available of-the-shelf ERP product. The System
should have the required depth, breadth and flexibility to provide on-line information access to
all the designated users who will operate the respective business processes. The main system
and database will be residing in the third party Data Centre. This RFP envisages the following
components of work to be executed by a competent System Integrator (SI) in order to fulfil the
objectives of the proposed ERP system. The major scope of work includes but not limited to:
6.4 Testing
1. Design & preparation of test script, test data, trial run and arranging acceptance testing
of all modules
2. Conduct Unit Testing, Integration Testing, User Acceptance Testing, Load Testing,
Stress Testing and Stabilisation Testing
3. Change Management and Capacity Building sessions including Training of users for
effective use of the system
6.11 General
1. Adherence to Implementation Plan and Project Governance Structure
2. Forms and Templates must conform to the provisions of The Companies Act, 2013
3. Documentation of all the deliverables of the Project
The SI will perform a business study and prepare business design documents with required
process re-engineering, process enhancements and gap-fitment analysis to map all business
requirement of UJVNL in the ERP system. The SI is expected to conduct workshops, give
detailed presentations on the Business Design, which will include the gap analysis and specific
recommendations for adoption of new improved business processes by UJVNL.
UJVNL shall constitute a project governance structure with adequate representation from
various departments to review the recommendations of the SI and accord necessary approval
for the Business Design report and Business Process Re-engineering measures to be
adopted.
The objective, approach and methodology of Business Design should ensure the following
four steps:
The SI shall submit a Business Design document covering complete requirement for approval
of UJVNL.
ERP System in UJVNL. This design should include Solution Architecture, Hardware
Deployment Architecture, Network Design, Security Architecture etc. for the ERP
system.
2. The Architecture document should give the complete architecture of the proposed ERP
system. The documents including, but not limited to the following, shall be submitted
for approval.
a) Application Functional architecture
b) Format of all input screens including data entry requirements
c) Format of all reports that would be generated by the ERP system
d) Access control mechanisms, data security and audit trails to ensure that
databases are not tampered with or modified by unauthorized users.
3. Build a complete audit trail of all transactions (for e.g. add, update and delete) using
transaction log reports, so that errors in data, intentional or otherwise, can be traced
and reversed. The most appropriate level of security commensurate with the value to
that function for which it is deployed must be chosen. Access Controls must be
provided to ensure that the databases are not tampered with or modified by the system
operators. Implement data security to allow for changes in technology and business
needs. Based on the requirements analysis conducted above, the SI must develop a
comprehensive ERP System
4. Design and Implementation of the System Architecture: The SI shall be entirely
responsible for the architecture of the system implemented to satisfy all features,
functions, performance and security as described in this document including sizing of
the required hardware. System architecture description provided in this document is
bare minimum and is for reference only. The SI should ensure all possible and required
improvements over and above the specified architecture.
5. The ERP system design must be such as to require the minimal installation, if at all, at
the user’s end, besides the Internet Browser. Such minimal installations must be on
the Push architecture based from the Administrator’s side. The ERP system should be
able to support all latest common browsers (like Internet explorer, Mozilla, Chrome,
Safari etc.).
6. The SI shall consider users’ inputs while finalizing all design components including
user interfaces, mode of data entry, storage and retrieval, outputs reports, queries and
the application design as a whole.
7. The SI shall provide Plans for User Acceptance Tests (UAT) and System Integration
Tests (SIT) including Performance Tests (PT) to UJVNL and make all the necessary
changes to ERP configuration to optimize performance.
8. The SI shall be responsible for making sure that all the above considerations are
adequately met. The SI shall deliver an architecture document covering the above
aspects.
9. The SI shall make necessary provisions for management reports, dashboards,
business intelligence tools and Data migration in line with the expectations of users
provided in the functional requirements.
Platform Flexibility
1. Web-centric, multi-tier architecture shall be used
2. Open Standards and Interoperability shall be considered
3. XML based standard shall be used wherever applicable
4. Compliance to SOA and Web-services
Interoperability
1. Usage of standard APIs
2. Service-oriented architecture (SOA) based
3. Support for multiple industry standard databases with ODBC, JDBC ,Unicode, XBRL
compliance
Usability
1. Applications should comply with Guidelines for Indian Government Websites(GIGW)
However the list below is just for reference and is not to be treated as exhaustive.
13. The application should have automatic way of migrating the data of existing database
in case of data structure change during transfer to new versions
14. The system should support export and import of data possible from different legacy
systems/other systems/databases in different file formats and on specified time
intervals
15. The ERP application should support SSL and digital certificates
16. The system should be compatible for remote access
17. The system should support auto-switching failover to other available server in case of
server failure
18. The system should support distributed processing
19. The system should support load balancing
20. The Enterprise grade Server operating system should support the essential network
services like Directory Services, DNS, DHCP, Radius, and Web-Server, Application
server, Cluster services (High Availability and Fail over Support), and virtualization
21. The Infrastructure technology stack (Database, Application Server and other
components) used by the ERP application should be used for developing custom
applications which are not part of the proposed package
22. The interfaces should be user friendly and with Graphic User Interface (GUI) with web
access
23. The system should be able to archive data based on user specified parameters (i.e.
data range) and restore archival data for on-line use as and when required
24. The system should be fully web enabled to work in the Internet and Intranet
environment
implemented) with the security policy. The security implementation shall cover all three
layers namely physical, network and transport layer.
7. The SI shall extend all support to UJVNL nominated Third Party Audit Agency (TPAA)
for all the activities related to audit and certification
8. The SI shall also provide access to UJVNL and TPAA to audit its facility for the purpose
of smooth conduct of audit and certification of ERP system
9. The SI shall share with TPAA test plan, test cases and equipment including requisite
test environment and test data at its facility for the smooth conduct of testing (including
but not limited to functionality testing, security, performance, infrastructure audit etc.)
audit and certification
10. After the user acceptance test of the ERP system and its audit certification by TPAA,
UJVNL shall have the complete discretion to ask the SI to implement the system
The bidders will have to submit a confirmation with regard to above, from ERP OEM on
their Letter head signed by their authorized signatory and upload with techno-
commercial bid.
5. Map all MIS Reports currently available in the software with the MIS and Statutory
reporting requirements of UJVNL and identify new reports that need to be customized.
6. Design all desired access security and data validation controls
7. Document the configuration done and prepare user manuals for maintenance of the
configuration / customization
UJVNL has already prepared Cross-Functional Process Maps (AS-IS Processes) as part of
DPR consultancy. These Maps could be provided to the System Integrator upon the initiation
of this particular phase.
7. A Data Dictionary listing out all the data elements and their interpretations shall be
prepared.
8. The SI shall maintain all documentation related to the ERP system including software
artefacts and database with adequate requirement traceability matrix and version
control.
9. Data Digitization
This section details out the requirement of Data Digitization w.r.t. UJVNL’s requirements
1. Software for data entry: System Integrator has to suggest & bring the Software for
Data Entry based on the study on data entry to be carried out in UJVNL
2. Language of data entry: Hindi/English
3. Back-up responsibility: System Integrator (SI) would be responsible for the data
back-up and need to strategize the data backup plan with UJVNL
4. Bidder should take good care of all Government records and will be responsible for
security of the record from time of receipt to time of delivery.
5. Penalty for per record will be charged against the loss or damage of record.
6. The bidder should not accept illegible record. Non-readable record at the time of
returning of the data will be considered as damaged record.
7. Process to ensure Data integrity - Selected System Integrator is responsible for the
digitized data integrity; however individual department will be given the ownership.
8. The bidder should ensure 100% data accuracy.
9. Random checking will be conducted by the officer/agency appointed by UJVNL.
10. Autocorrect software and logics to be used
11. Place/Location of data entry: as directed by UJVNL Head Office. Bidder has to arrange
all necessary facilities not limited to electricity, power back up, water, cleaner,
computers & other hardware at its own to carry out the data digitization activity at
agreed location/site.
a) Manner in which the records would be handed over and taken back – as directed
by UJVNL
b) Infrastructure Facilities and the Hardware services required for effective data
digitization
12. The bidder has to deploy the required sets of workable set of computers and data entry
operators for completing the data entry assigned to them with in mentioned timeline.
13. Among all system there should be one server system
14. Data Digitisation work like scanning, data entry and data migration will be the sole
responsibility of the SI
15. The SI shall ensure that data migration is complete in all respects and the activities are
completed in time so that all the requirements of implementation are fulfilled. All
specifications that are needed to populate the data into the new ERP system need to
be defined by SI. SI shall develop the data migration templates and will carry out the
migration of legacy and new data elements to the ERP system. This shall include but
not limited to the following tasks :
a) Identification & development of the data upload/download programs with the
help of data migration tools
b) Creation of data extraction programs in the legacy systems to convert the data
into the format as required by ERP system
c) Integration testing of the configured system using the populated master and
transaction data
d) Assistance in Checking data quality and Integrity
Following activities are envisaged as part of training & change management aspect:
10.1 Training
1. SI will conduct training need assessment of UJVNL users. Training needs should be
continuously refined and reconfirmed with UJVNL users and implementation team as
per project progress and requirements
2. SI will prepare detailed training strategy, plan, training schedule and course material
based on training requirements during different phases of the project
3. Training needs to be carried out at corporate office and other locations as per
requirements and UJVNL’s approval. All Training charges like the training material (in
soft and hard copies in sufficient number) for trainees and boarding, lodging, travel
charges etc. for trainers shall be borne by SI.
4. Post training, SI will conduct a training assessment along with UJVNL to assess the
effectiveness of training. If the assessment is not satisfactory to UJVNL, SI will repeat
the training process.
UJVNL considers that implementation of ERP will have significant impact on its business
processes and people. Effective change management activities will be required to ensure that
UJVNL employees are aware about the ERP project and the change in work practices. SI will
be required to carry out following activities as part of change management initiatives:
1. Prepare a detailed change management strategy and plan covering the entire life-cycle
of the project
2. Provide support to UJVNL in identifying change managers and change expert
3. Conduct change management workshops at corporate office and agreed locations
4. Identify process level changes and/or role level changes due to ERP implementation
and support UJVNL in conveying the same
5. Prepare change management related materials such as newsletters, booklets etc.
SI has to deploy specialised and trained manpower for the successful and timely completion
of the ERP implementation Project at UJVNL. It is therefore mandatory that the key personnel
in the team have the following minimum qualification and work experience.
All the proposed manpower of the SI for the ERP implementation at UJVNL must be
mandatorily having a B.E. /B. Tech/ MCA/M Tech/ MBA/CA degree or equivalent degree in
relevant field. The bidder needs to submit detailed CV’s of each of the Consultants and Project
Manager of the proposed project team as per Form 10 of Annexure 1. Project team to be
provided by the SI must be on their regular roll and SI shall certify the authenticity of their
regular employment.
On successful completion of the Stabilization Period, the SI must extend Post Implementation
Support for a period of Three (3) years, which may be extended further on annual basis on
mutual agreement between SI & UJVNL. At minimum, five (5) Functional and Technical
Consultants per month to be deployed onsite at UJVNL during the AMC support period. All
the deployed consultants must be having an experience of at least 1 ERP project
implementation.
For smooth running of the system & day-to-day functioning it is of paramount importance that
adequate transfer of knowledge to the core team members of UJVNL takes place. Towards
this, the SI should mentor UJVNL core team members who will be responsible for doing any
configuration change independently. IP needs to take the responsibility of creating post-go-
live support strategy. The objective of this exercise is to ensure that UJVNL builds in-house
competencies to maintain the ERP solution in the long term without dependency on external
consultants.
The SI needs to provide the operational and maintenance support for the systems that are
implemented and being used before Go Live. The SI must provide a Centralized Helpdesk
and Incident Management Support at UJVNL till the end of contractual period. During the
operations and maintenance phase, the System Integrator should:
1. Ensure that all necessary measures are taken for the smooth operation of the ERP
system
2. Ensure that persons from UJVNL support team are duly trained and prepared in a
progressive manner so as to operate the system on their own, with a view to eventually
takeover operations at the end of contractual term
3. Ensure that all necessary know-how is transferred to UJVNL support team in an
effective manner to facilitate a smooth transition. Performance metrics for the transition
will need to be agreed between the System Integrator and UJVNL
The table presented below is indicative of the level of support expected. It may be used as a
base and be fine-tuned to describe the kind of support that can be offered. System Integrator
must have the ability to comply with the following levels of support desired by UJVNL or
propose comparable alternatives if any.
The ATS contract should cover the services which the ERP product vendor provides normally
under Technical Support and shall include minimally the following support for ERP system,
RDBMS and all other standard software wherever applicable.
1. All product upgrades/ (patches and fixes)
2. User and technical support on a 24 * 7 basis for product related issues
3. Provide free upgrades, updates, fixes, upgrade scripts & patches of the ERP software
and tools to UJVNL within 30 working days of its release by the ERP product vendor.
4. Technical support for installation of any patch or product upgrades
5. Periodic site visits, if required.
10. Ensure that all relevant guidelines are being followed and to avoid large-scale
modifications pursuant to testing done after the application is fully developed.
11. Establish appropriate processes for notifying the SI of any deviations from the norms,
standards or guidelines at the earliest instance after noticing the same to enable them
to take corrective action.
12. Ensuring full knowledge and systematic application guidance to the System Integrator
in the initial stages and the testing and approval of the deliverables at the intermediate
stage and finally the monitoring and analysis of reports
13. Monitoring the Project Implementation Activities on day to day basis
14. Review the deliverables/documents submitted by SI and ensure its conformance to
standards
15. Monitoring of overall timelines, SLAs and calculation of penalties accordingly.
The SI is expected to follow the schedule as mentioned. Each of the milestones should be
accompanied with a presentation on the deliverables by the SI, related to that milestone. The
submission of deliverable will be considered complete only after the submission of the hard /
soft copy of the deliverable and the presentation by the SI.
The SI must submit a detailed schedule for the below mentioned milestones and deliverables
(but not limited to) that would be delivered during the course of the project implementation.
The table gives a set of high-level activities and corresponding deliverables expected, which
UJVNL envisions to be required as part of this project. The SI should use this list only as
guidelines in terms of expected deliverables. The SI is required to furnish detailed information
regarding each deliverables of every step of activities proposed during and after the
implementation of the project.
The “Date of Completion” as mentioned in the below table is the date by which the deliverable
shall be submitted to UJVNL.
SECTION V:
APPOINTMENT OF
SYSTEM INTEGRATOR
obligations during the period or UJVNL incurs any loss due to System Integrator’s
negligence in carrying out the project implementation as per the agreed terms &
conditions.
SECTION VI:
GENERAL CONDITIONS
OF CONTRACT
16.1.2 Interpretation
1. References to Clauses, Sub-Clauses, Paragraphs, Schedules and Annexures are to
clauses, sub-clauses, paragraphs, schedules and annexures to this Agreement;
2. Use of any gender includes the other genders;
3. References to a ‘company’ shall be construed so as to include any company,
corporation or other body corporate, wherever and however incorporated or
established;
4. References to a ‘person’ shall be construed so as to include any individual, firm,
company, government, state or agency of a state, local or municipal authority or
government body or any joint venture, association or partnership (whether or not
having separate legal personality);
5. A reference to any statute or statutory provision shall be construed as a reference to
the same as it may have been, or may from time to time be, amended, modified or re-
enacted;
6. Any reference to a ‘day’ (including within the phrase ‘business day’) shall mean a
period of 24 hours running from midnight to midnight;
7. References to a ‘business day’ shall be construed as a reference to a day (other than
a Sunday) on which banks in the state of <<’State’>> are generally open for business;
8. References to times are to Indian Standard Time;
9. A reference to any other document referred to in this Agreement is a reference to that
other document as amended, varied, novated or supplemented at any time; and
10. All headings and titles are inserted for convenience only. They are to be ignored in the
interpretation of this Agreement.
11. “System Integrator (SI)” or “System Integrator (SI)” has been used for the same entity
i.e. bidder selected for the project.
1. As between two Clauses of this Agreement, the provisions of a specific Clause relevant
to the issue under consideration shall prevail over those in a general Clause;
2. As between the provisions of this agreement and the Schedules/Annexures, the
Agreement shall prevail, save and except as expressly provided otherwise in the
Agreement or the Schedules/Annexures; and
3. As between any value written in numerals and that in words, the value in words shall
prevail.
UJVNL may at any time at its sole discretion waive fully or partially any of the Conditions
Precedent for the System Integrator.
2. In relation to any future SLA entered into between the Parties; each of the Parties shall
observe and perform the obligations set out herein.
3. Change of Control
a) In the event of a change of control of the System Integrator during the Term,
the System Integrator shall promptly notify UJVNL and/ of the same in the
format set out as Annexure 4 of this Agreement.
b) In the event that the net worth of the surviving entity is less than that of System
Integrator prior to the change of control, UJVNL may within 30 days of
becoming aware of such change in control, require a replacement of existing
Performance Guarantee furnished by the System Integrator from a guarantor
acceptable to UJVNL (which shall not be System Integrator or any of its
associated entities).
c) If such a guarantee is not furnished within 30 days of UJVNL requiring the
replacement, UJVNL may exercise its right to terminate the SLA and/ or this
Agreement within a further 30 days by written notice, to become effective as
specified in such notice.
d) Pursuant to termination, the effects of termination as set out in Clause 16.13 of
this Agreement shall follow.
For the avoidance of doubt, it is expressly clarified that the internal reorganization of
the System Integrator shall not be deemed an event of a change of control for purposes
of this Clause unless the surviving entity is of less net worth than the predecessor
entity.
4. Final testing and certification
The Project shall be governed by the mechanism of final acceptance testing and
certification to be put into place by UJVNL and System Integrator as under:
a) Final testing and certification criteria will lay down a set of guidelines following
internationally accepted norms and standards for testing and certification for all
aspects of project development and implementation covering ERP Application
including the processes relating to the design of solution architecture, design
of systems and sub- systems, coding, testing, business process description,
documentation, version control, change management, security, service
oriented architecture, performance in relation to compliance with SLA metrics,
interoperability, scalability, availability and compliance with all the technical and
functional requirements of the RFP and this Agreement;
b) Final testing and certification criteria will be finalized from the development
stage to ensure that the guidelines are being followed and to avoid large scale
modifications pursuant to testing done after the application is fully developed;
c) Final testing and certification criteria will consider conducting specific tests on
the software, security and all other aspects;
d) Final testing and certification criteria will establish appropriate processes for
notifying the System Integrator of any deviations from the norms, standards or
guidelines at the earliest instance after taking cognizance of the same to enable
the System Integrator to take corrective action; etc.
5. The Parties shall each ensure that the range of the Services under the SLA shall not
be varied, reduced or increased except with the prior written agreement between
UJVNL and System Integrator in accordance with the Change Control Schedule set
out in Schedule II of this Agreement. Save for the express terms of the Terms of
Payment Schedule set out as Schedule VI of this Agreement, UJVNL and its users
may purchase any particular category of Services that may become necessary as per
the Change Control Schedule set out in Schedule II of this Agreement, without the
need to go for a separate procurement process.
breach of this Agreement or which individually or in the aggregate may result in any
material impairment of its ability to perform any of its material obligations under this
Agreement;
10. It has no knowledge of any violation or default with respect to any order, writ, injunction
or decree of any court or any legally binding order of any Government Instrumentality
which may result in any Adverse Effect on its ability to perform its obligations under
this Agreement and no fact or circumstance exists which may give rise to such
proceedings that would adversely affect the performance of its obligations under this
Agreement;
11. It has complied with Applicable Laws in all material respects and has not been subject
to any fines, penalties, injunctive relief or any other civil or criminal liabilities which in
the aggregate have or may have an Adverse Effect on its ability to perform its
obligations under this Agreement;
12. No representation or warranty by it contained herein or in any other document
furnished by it to UJVNL in relation to the Required Consents contains or shall contain
any untrue or misleading statement of material fact or omits or shall omit to state a
material fact necessary to make such representation or warranty not misleading; and
13. No sums, in cash or kind, have been paid or shall be paid, by it or on its behalf, to any
person by way of fees, commission or otherwise for entering into this Agreement or for
influencing or attempting to influence any officer or employee of UJVNL in connection
therewith.
3. It shall ensure that the Services are being provided as per the Project Timelines set
out in Section IV, Chapter 14 to this Agreement.
employees, agents and contractors shall not use the location, services and equipment referred
to in RFP for the following purposes:
1. For the transmission of any material which is defamatory, offensive or abusive or of an
obscene or menacing character; or
2. In a manner which constitutes a violation or infringement of the rights of any person,
firm or company (including but not limited to rights of copyright or confidentiality).
16.11.3 Cooperation
Except as otherwise provided elsewhere in this Agreement or the SLA, each Party to this
Agreement or to the SLA undertakes promptly to provide other Party with all such information
and co-operation which the Receiving Party reasonably requests, provided that such
information and co-operation:
1. Does not require material expenditure by the Providing Party to provide the same;
2. Is reasonably required by the Receiving Party in order for it to comply with its
obligations under this Agreement or the SLA;
3. Cannot be construed to be Confidential Information; and
4. Is capable of being provided by the Providing Party.
Further, each Party agrees to co-operate with the contractors and subcontractors of the other
Party as reasonably requested in order to accomplish the purposes of this Agreement.
amount. The disputed amount shall be referred to the escalation procedure as set out
in clause “”Governing law & dispute resolution” of this Agreement. Any exercise by
UJVNL under this Clause shall not entitle the SI to delay or withhold provision of the
Services.
16.12.3 Tax
1. UJVNL shall be responsible for withholding taxes from the amounts due and payable
to the SI wherever applicable. The SI shall pay for all other taxes in connection with
this Agreement, SLA, scope of work and any other engagement required to be
undertaken as a part of this Agreement, including, but not limited to, property, sales,
use, excise, value-added, goods and services, consumption and other similar taxes or
duties.
2. UJVNL shall provide SI with the original tax receipt of any withholding taxes paid by
UJVNL on payments under this Agreement. The SI agrees to reimburse and hold
UJVNL harmless from any deficiency including penalties and interest relating to taxes
that are its responsibility under this paragraph. For purposes of this Agreement, taxes
shall include taxes incurred on transactions between UJVNL and the SI.
3. If, after the date of this Agreement, there is any change of rate of levy under the existing
applicable laws of India with respect to taxes and duties, which are directly payable
by UJVNL for providing the services i.e. service tax or any such other applicable tax
from time to time, which increase or decreases the cost incurred by the SI in performing
the Services, then the remuneration and reimbursable expense otherwise payable
by/to UJVNL under this Agreement shall be increased or decreased accordingly by
correspondence between the Parties hereto, and corresponding adjustments shall be
made to the ceiling amounts specified in Schedule VI. However, in case of any new
or fresh tax or levy imposed after submission of the proposal the SI shall be entitled to
reimbursement on submission of proof of payment of such tax or levy.
4. The Parties shall cooperate to enable each Party to accurately determine its own tax
liability and to minimize such liability to the extent legally permissible. In connection
therewith, the Parties shall provide each other with the following:
a) Any resale certificates;
b) Any relevant information regarding out-of-state or use of materials, equipment
or services; and
c) Any direct pay permits, exemption certificates or information reasonably
requested by the other Party.
16.13 Termination
16.13.1 Termination at UJVNL’s Convenience
UJVNL may at any time terminate the Contract for any reason by giving the SI a notice of
termination. Upon receipt of such notice, the SI shall either immediately or upon the date
specified in the notice of termination
1. Either as soon as reasonably practical or upon the date specified in the notice of
termination cease all further work, except for such work as UJVNL may specify in the
170 UJVN Limited, Dehradun
RFP for Implementation of ERP System in UJVN Limited
notice of termination for the sole purpose of protecting that part of the ERP
implementation already executed, or any work required to leave the site in an
acceptable, clean and safe condition. In addition, the SI, subject to the payment
specified in Clause 16.13.1(2), shall
a) Deliver to UJVNL the parts of the ERP System implemented by the SI up to the
date of termination;
b) To the extent legally possible, assign to UJVNL all right, title, and benefit of the
SI to the ERP System as at the date of termination, and, as may be required
by UJVNL
c) Deliver to UJVNL all non-proprietary drawings, specifications, and other
documents prepared by the SI as of the date of termination in connection with
the ERP System.
In the event of termination of the Contract, UJVNL shall pay to the SI - The Contract Price,
properly attributable to the parts of the ERP implementation executed by the SI as of the
date of termination at the discretion of UJVNL
3 of Clause 16.5, and such notice shall become effective at the end of the notice period
as set out in point no. 3 (c) of Clause 16.5.
3. In the event that SI undergoes such a change of control, UJVNL may, as an alternative
to termination, require a full Performance Guarantee for the obligations of SI by a
guarantor acceptable to UJVNL. If such a guarantee is not furnished within 30 days of
UJVNL’s demand, UJVNL may exercise its right to terminate this Agreement in
accordance with this Clause by giving 15 days further written notice to the System
Integrator.
4. The termination provisions set out in this Clause shall apply mutatis mutandis to the
SLA.
g) 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;
h) in the event that the Indemnifying Party is obligated to indemnify an Indemnified
Party pursuant to this clause, the Indemnifying Party will, upon payment of such
indemnity in full, be subrogated to all rights and defences of the Indemnified
Party with respect to the claims to which such indemnification relates; and
i) if a Party makes a claim under the indemnity set out under point 1 of Clause
16.14 above in respect of any particular Loss or Losses, then that Party shall
not be entitled to make any further claim in respect of that Loss or Losses
(including any claim for damages).
3. The liability of SI (whether in contract, tort, negligence, strict liability in tort, by statute
or otherwise) for any claim in any manner related to this Agreement, including the work,
deliverables or Services covered by this Agreement, shall be the payment of direct
damages only which shall in no event in the aggregate exceed the amount specified
in the contract. The liability cap given under this Clause shall not be applicable to the
indemnification obligations set out in point no. 1 above and breach of Clause 16.11.2
and 16.16.
4. In no event shall either party be liable for any consequential, incidental, indirect, special
or punitive damage, loss or expenses (including but not limited to business interruption,
lost business, lost profits, or lost savings) nor for any third party claims (other than
those set-forth in point 1 above) even if it has been advised of their possible existence.
5. The allocations of liability in this clause represent the agreed and bargained-for
understanding of the parties and compensation for the Services reflects such
allocations. Each Party has a duty to mitigate the damages and any amounts payable
under an indemnity that would otherwise be recoverable from the other Party pursuant
to this Agreement by taking appropriate and commercially reasonable actions to
reduce or limit the amount of such damages or amounts.
For the avoidance of doubt, it is expressly clarified that the failure on the part of the SI under
this Agreement or the SLA to implement any disaster contingency planning and back-up and
other data safeguards in accordance with the terms of this Agreement or the SLA against
natural disaster, fire, sabotage or other similar occurrence shall not be deemed to be a Force
Majeure event. For the avoidance of doubt, it is further clarified that any negligence in
performance of Services which directly causes any breach of security like hacking aren’t the
forces of nature and hence wouldn’t be qualified under the definition of “Force Majeure”. In so
far as applicable to the performance of Services, Service Provider will be solely responsible
to complete the risk assessment and ensure implementation of adequate security hygiene,
best practices, processes and technology to prevent any breach of security and any resulting
liability therefrom (wherever applicable).
16.16 Confidentiality
1. UJVNL shall allow the SI to review and utilize highly confidential public records and
the SI shall maintain the highest level of secrecy, confidentiality and privacy with regard
thereto.
2. Additionally, the SI shall keep confidential all the details and information with regard to
the Project, including systems, facilities, operations, management and maintenance of
the systems/facilities.
3. UJVNL shall retain all rights to prevent, stop and if required take the necessary punitive
action against the SI regarding any forbidden disclosure.
4. The SI shall ensure that all its employees and agents execute individual non-disclosure
agreements, which have been duly approved by UJVNL with respect to this Project.
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 System Integrator;
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.
5. To the extent the SI shares its confidential or proprietary information with UJVNL for
effective performance of the Services, the provisions of the points 1 to 3 of this clause
shall apply mutatis mutandis on UJVNL.
16.19 Warranty
1. Standard: The SI 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. 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 System Integrator (SI), the SI shall
promptly, in consultation and agreement with UJVNL, and at the System Integrator’s
sole cost repair, replace, or otherwise make good 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 SI shall remain the property of the
System Integrator. 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 UJVNL because of
such defect and/or making good of such default, defect or deficiency.
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.
3. The SI 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 System Integrator, (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 System Integrator; (iii) the
deliverables having been tampered with, altered or modified by UJVNL without the
written consent of the System Integrator, or (iv) use of the deliverables otherwise than
in terms of the relevant documentation.
1. Professional liability insurance to cover the employer against any loss suffered by the
employer due to the professional service provided by the System Integrator .
2. Workers' compensation insurance in respect of the Personnel of the System
Integrator, in accordance with the relevant provisions of the Applicable Laws of India,
as well as, with respect to such Personnel, any such life, health, accident, travel or
other insurance as may be appropriate.
3. Insurance against loss of or damage to (i) the System Integrator 's property used in
the performance of the Services and (ii) any documents prepared by the System
Integrator in the performance of the Services, by theft, fire or any natural calamity.
16.21.3 Non-compliance
UJVNL may, at its election, terminate this Agreement upon the failure of System Integrator, or
notification of such failure, to maintain the required insurance coverage. Inadequate insurance
coverage for any reason shall not relieve SI of its obligations under this Agreement.
16.22 Miscellaneous
16.22.1 Personnel
1. The personnel assigned by SI to perform the Services shall be employees of SI and
under no circumstances shall such personnel be considered employees of UJVNL.
The SI shall have the sole responsibility for the supervision and control of the personnel
deployed in the Project and for payment of such personnel’s compensation, including
salary, withholding of income taxes and social security taxes, worker’s compensation,
employee and disability benefits and the like and shall be responsible for all obligations
of an employer subject to Applicable Law.
2. The SI shall use its best efforts to ensure that sufficient SI personnel are assigned to
perform the Services and such personnel have appropriate qualifications to perform
the Services. After discussion with System Integrator, UJVNL shall have the right to
require the removal or replacement of any SI personnel performing work under this
Agreement based on bona fide reasons. In the event that UJVNL requests that any SI
personnel be replaced, the substitution of such personnel shall be accomplished
pursuant to a mutually agreed upon schedule.
3. In the event that UJVNL and SI identify any personnel of SI as “Key Personnel”, then
the SI shall not remove such personnel from the Project without the prior written
consent of UJVNL unless such removal is the result of an unavoidable circumstance
including but not limited to resignation, termination, medical leave, etc.
4. Except as stated in this Clause, nothing in this Agreement or the SLA will limit the
ability of SI to freely assign or reassign its employees; provided that SI shall be
responsible, at its expense, for transferring all appropriate knowledge from personnel
being replaced to their replacements. UJVNL shall have the right to review and
approve System Integrator’s plan for any such knowledge transfer. SI shall maintain
the same or higher standards for skills and professionalism among replacement
personnel as in personnel being replaced.
5. Each Party shall be responsible for the performance of all its obligations under this
Agreement or the SLA as the case may be and shall be liable for the acts and
omissions of its employees and agents in connection therewith.
6. Neither Party will solicit for employment or knowingly hire an employee of the other
Party with whom such Party has contact pursuant to project engagements under this
Agreement. This restriction shall not apply to employees of either Party responding to
advertisements in job fairs or news media circulated to the general public.
16.22.3 Assignment
1. All terms and provisions of this Agreement shall be binding on and shall inure to the
benefit of UJVNL and their respective successors and permitted assigns.
2. Subject to point 3 of Clause 16.5, the SI shall not be permitted to assign its rights and
obligations under this Agreement to any third party.
3. UJVNL may assign or novate all or any part of this Agreement and
Schedules/Annexures, and the SI shall be a party to such novation, to any third party
contracted to provide outsourced services to UJVNL or any of its nominees.
16.22.5 Notices
1. Any notice or other document which may be given by either Party under this Agreement
or under the SLA shall be given in writing in person or by pre-paid recorded delivery
post, email or by facsimile transmission.
2. 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.
3. In relation to a notice given under the MSA / SLA, a Party shall specify the Parties’
address for service of notices, any such notice to be copied to the Parties at the
addresses set out in this Clause
4. Any such 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 9.00 am
and 5.00 pm at the address of the other Party set forth above or if sent by fax, provided
the copy fax is accompanied by a confirmation of transmission, or on the next working
day thereafter if delivered outside such hours, and 7 days from the date of posting (if
by letter).
5. Either Party to this Agreement or to the SLA may change its address, telephone
number, facsimile number and nominated contact for notification purposes by giving
the other reasonable prior written notice of the new information and its effective date.
achieves to the greatest extent possible the economic, legal and commercial
objectives of the illegal, invalid or unenforceable provision or part provision.
2. No failure to exercise or enforce and no delay in exercising or enforcing on the part of
either Party to this Agreement or the SLA of any right, remedy or provision of this
Agreement or the SLA 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
such right, remedy or provision or the exercise or enforcement of any other right,
remedy or provision.
16.22.10 Ethics
1. The SI represents, warrants and covenants that it has given no commitments,
payments, gifts, kickbacks, lavish or expensive entertainment, or other things of value
to any employee or agent of UJVNL in connection with this agreement and
acknowledges that the giving of any such payment, gifts, entertainment, or other things
of value is strictly in violation of UJVNL standard policies and may result in cancellation
of this Agreement, or the SLA.
16.22.12 Amendment
1. Any amendment to this Agreement shall be made in accordance with the Change
Control Schedule set out in Schedule II of this Agreement by mutual written consent of
all the Parties.
Signed by:
(Name and designation)
System Integrator
(SECOND PARTY)
Schedules
Schedule – I – Definitions
Shall mean the working time for UJVNL users which is 10:00 AM to
Business Hours
5:00 PM.
Certificate(s) of Shall have the same meaning ascribed to it in point no. 4 of Clause
Compliance 16.5
Proprietary
shall have the same meaning ascribed to it in Clause 16.18
Information
Effective Date shall have the same meaning ascribed to it in Clause 16.3.2;
Force Majeure shall have the same meaning ascribed to it in Clause 16.15;
Force Majeure
shall have the same meaning ascribed to it in Clause 16..15.4
Costs
Indemnifying Party shall have the same meaning ascribed to it in Clause 16.14;
Indemnified Party shall have the same meaning ascribed to it in Clause 16.14;
Project shall be from the Effective Date of the Agreement to the date of
Implementation final acceptance testing & certification as set out in point no. 4 of
Phase Clause 16.5 of this Agreement;
Project Timelines shall have the same meaning ascribed to in Chapter 14;
Providing Party shall have the same meaning ascribed to it in Clause 16.11.3;
Receiving Party shall have the same meaning ascribed to it in Clause 16.11.3;
means any third party that UJVNL appoint to replace SI upon expiry
Replacement SI of the Term or termination of this Agreement to undertake the
Services or part thereof;
Unplanned means the total time for all the instances where services in the
Application software requirement specification document prepared by the SI
Downtime are not available for more than 5 consecutive minutes;
Means the time for which user/s is not able to access the
Application application. However, in calculating downtime, scheduled
Downtime downtime (for example, backup time, batch processing time, routine
maintenance time) would not be considered;
Engineer Of-Contract shall means the Officer placing the order for
work to the Contractor. All notices, instructions, information and
Engineer of other communications given by the Contractor to the Employer
Contract under the Contract shall be given to the Engineer Of- Contract,
except as herein otherwise provided. The Engineer Of-Contract
shall represent and act for the Employer at all times during the
currency of the Contract. All notices, instructions, orders,
This Schedule describes the procedure to be followed in the event of any proposed change to
the Master Service Agreement (“MSA”), Project Implementation Phase, SLA and Scope of
Work and Functional Requirement Specifications. Such change shall include, but shall not be
limited to, changes in the scope of services provided by the SI and changes to the terms of
payment as stated in the Terms of Payment Schedule.
UJVNL and SI recognize that frequent change is an inevitable part of delivering services and
that a significant element of this change can be accomplished by re-organizing processes and
responsibilities without a material effect on the cost. The SI will endeavour, wherever
reasonably practicable, to effect change without an increase in the terms of payment as stated
in the Terms of Payment Schedule and UJVNL will work with the SI to ensure that all changes
are discussed and managed in a constructive manner. This Change Control Schedule sets
out the provisions which will apply to all the changes to this agreement and other documents
except for the changes in SLAs for which a separate process has been laid out in Clause 11
of the SLA.
This Change Control Schedule sets out the provisions which will apply to changes to the MSA.
Quotation
1. The SI shall assess the CCN and complete Part B of the CCN, in completing the Part
B of the CCN the SI shall provide as a minimum:
a) a description of the change
b) a list of deliverables required for implementing the change;
c) a time table for implementation;
d) an estimate of any proposed change
e) any relevant acceptance criteria
f) an assessment of the value of the proposed change;
g) material evidence to prove that the proposed change is not already covered
within the Agreement and the scope of work
2. Prior to submission of the completed CCN to UJVNL, the Service Provider will
undertake its own internal review of the proposal and obtain all necessary internal
approvals. As a part of this internal review process, the SI shall consider the materiality
of the proposed change in the context of the MSA and the Project Implementation
affected by the change and the total effect that may arise from implementation of the
change.
Costs
1. Each Party shall be responsible for its own costs incurred in the quotation, preparation
of CCNs and in the completion of its obligations described in this process provided the
SI meets the obligations as set in the CCN. In the event the SI is unable to meet the
obligations as defined in the CCN then the cost of getting it done by third party will be
borne by the SI.
Obligations
1. The SI shall be obliged to implement any proposed changes once approval in
accordance with above provisions has been given, with effect from the date agreed for
implementation and within an agreed timeframe. SI will not be obligated to work on a
change until the parties agree in writing upon its scope, price and/or schedule impact.
1. Purpose
a) This Schedule sets out the provisions, which will apply on expiry or termination
of the MSA, the Project Implementation, Operation and Management SLA.
b) In the case of termination of the Project Implementation and/or Operation and
Management, 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.
2. Transfer of Assets
a) UJVNL shall be entitled to serve notice in writing on the SI at any time during
the exit management period as detailed hereinabove requiring the SI to provide
UJVNL with a complete and up to date list of the Assets within 30 days of such
notice. UJVNL shall then be entitled to serve notice in writing on the SI at any
time prior to the date that is 30 days prior to the end of the exit management
period requiring the SI to sell the Assets, if any, to be transferred to UJVNL at
book value as determined as of the date of such notice in accordance with the
provisions of relevant laws.
b) In case of contract being terminated by UJVNL, UJVNL reserves the right to
ask SI to continue running the project operations for a period of 6 months after
termination orders are issued.
c) Upon service of a notice under this clause, the following provisions shall apply:
a. in the event, if the Assets to be transferred are mortgaged to any
financial institutions by the SI, the SI shall ensure that all such liens and
liabilities have been cleared beyond doubt, prior to such transfer. All
documents regarding the discharge of such lien and liabilities shall be
furnished to UJVNL.
b. All risk in and title to the Assets to be transferred / to be purchased by
UJVNL pursuant to this clause shall be transferred to UJVNL, on the
last day of the exit management period.
c. UJVNL shall pay to the SI on the last day of the exit management period
such sum representing the Net Block (procurement price less
depreciation as per provisions of Companies Act) of the Assets to be
transferred as stated in the Terms of Payment Schedule.
d. Payment to the outgoing SI shall be made to the tune of last set of
completed services / deliverables, subject to SLA requirements.
e. The outgoing SI will pass on to UJVNL and/or to the Replacement SI,
the subsisting rights in any leased properties/ licensed products on
terms not less favourable to UJVNL/ Replacement SI, than that enjoyed
by the outgoing SI.
3. Cooperation and Provision of Information
1. Purpose
a) This Schedule details the audit, access and reporting rights and obligations of
UJVNL and the System Integrator
2. Audit Notice and Timing
a) As soon as reasonably practicable after the Effective Date, the Parties shall
use their best endeavours to agree to a timetable for routine audits during the
Project Implementation Phase and the Operation and Management Phase.
Such timetable during the Implementation Phase, UJVNL and thereafter during
the operation Phase, UJVNL shall conduct routine audits in accordance with
such agreed timetable and shall not be required to give the SI any further notice
of carrying out such audits.
b) UJVNL may conduct non-timetabled audits at his/ her own discretion if it
reasonably believes that such non-timetabled audits are necessary as a result
of an act of fraud by the System Integrator, a security violation, or breach of
confidentiality obligations by the System Integrator, provided that the
requirement for such an audit is notified in writing to the SI a reasonable period
time prior to the audit (taking into account the circumstances giving rise to the
reasonable belief) stating in a reasonable level of detail the reasons for the
requirement and the alleged facts on which the requirement is based. If the SI
considers that the non-timetabled audit was not appropriate, the matter shall
be referred to the escalation procedure as set out in the Governance Schedule.
c) The frequency of audits shall be a (maximum) half yearly, provided always that
UJVNL shall endeavour to conduct such audits with the lowest levels of
inconvenience and disturbance practicable being caused to the System
Integrator. Any such audit shall be conducted by with adequate notice of 2
weeks to the System Integrator.
d) UJVNL will ensure that any 3rd party agencies (except CAG) appointed to
conduct the audit will not be the competitor of SI and will be bound by
confidentiality obligations.
3. Access
a) The SI shall provide to UJVNL reasonable access to employees,
subcontractors, suppliers, agents and third party facilities as detailed in the
RFP, documents, records and systems reasonably required for audit and shall
provide all such persons with routine assistance in connection with the audits
and inspections. Director (operations)/ Steering committee shall have the right
to copy and retain copies of any relevant records. The SI shall make every
reasonable effort to co-operate with them.
4. Audit Rights
a) UJVNL shall have the right to audit and inspect suppliers, agents and third party
facilities (as detailed in the RFP), documents, records, procedures and systems
relating to the provision of the services, but only to the extent that they relate
to the provision of the services, as shall be reasonably necessary to verify:
a. The security, integrity and availability of all data processed, held or
conveyed by the Partner on behalf of UJVNL and documentation
related thereto;
b. That the actual level of performance of the services is the same as
specified in the SLA;
c. That the SI has complied with the relevant technical standards, and has
adequate internal controls in place; and
d. The compliance of the SI with any other obligation under the MSA and
SLA.
e. Security audit and implementation audit of the system shall be done
once each year, the cost of which shall be borne by the System
Integrator.
f. For the avoidance of doubt the audit rights under this Schedule shall
not include access to the System Integrator's profit margins or
overheads, any confidential information relating to the System
Integrator employees, or (iii) minutes of its internal Board or Board
committee meetings including internal audit, or (iv) such other
information of commercial-in-confidence nature which are not relevant
to the Services associated with any obligation under the MSA.
5. Audit Rights of Suppliers
a) The SI shall use reasonable endeavours to achieve the same audit and access
provisions as defined in this Schedule with suppliers and agents who supply
labour, services, equipment or materials in respect of the services. The SI shall
inform UJVNL prior to concluding any sub-contract or supply agreement of any
failure to achieve the same rights of audit or access.
b) Reporting: The SI will provide quarterly reports to the Director (operations)/
Steering committee regarding any specific aspects of the Project and in context
of the audit and access information as required by UJVNL.
6. Action and Review
a) Any change or amendment to the systems and procedures of the System
Integrator, where applicable arising from the audit report shall be agreed within
thirty (30) calendar days from the submission of the said report.
b) Any discrepancies identified by any audit pursuant to this Schedule shall be
immediately notified to UJVNL and the SI Project Manager who shall determine
what action should be taken in respect of such discrepancies in accordance
with the terms of the MSA.
7. Terms of Payment
a) SI shall bear the cost of any audits and inspections. The terms of payment are
exclusive of any costs of the SI and the sub-contractor, for all reasonable
assistance and information provided under the MSA, the Project
1. Purpose
a) The purpose of this Schedule is to:
establish and maintain the formal and informal processes for managing
the relationship between UJVNL and the SI (including the outputs from
other Schedules to this Agreement;
define the principles that both Parties wish to follow to ensure the
delivery of the Services;
ensure the continued alignment of the interests of the Parties;
ensure that the relationship is maintained at the correct level within each
Party;
create the flexibility to revise and maintain the relationship and this
Agreement during the Term;
set out the procedure for escalating disagreements; and
Enable contract administration and performance management.
2. Governance Structure
a) Project Managers: The relationship under this Agreement will be managed by
the Project Managers appointed by each Party, who will provide the interface
between the executive management of the respective Parties.
b) Project Management Team (PMT): Within 7 days following the Effective Date,
UJVNL and the SI shall each appoint a Project Manager. In the event that either
Party wishes to substitute its Project Manager it will do so in manner in which
the original appointment is made and notify the other Party of such substitution
as soon as reasonably practicable but at the latest within 7 days of the
substitution.
c) The Project Managers shall have responsibility for maintaining the interface
and communication between the Parties.
d) The PMT will meet formally on a fortnightly / monthly / quarterly, as required,
basis at a time and location to be agreed between them. These meetings will
cover, as a minimum, the following agenda items: (i) consideration of Quarterly
Performance Reports; (ii) consideration of matters arising out of the Change
Control Schedule; (iii) issues escalated in accordance with the escalation
procedure as set out in the Governance Schedule; (iv) matters to be brought
before the PIU in accordance with the MSA and the Schedules; (v) any matter
brought before the PIU by the SI under this Article; and (vi) any other issue
which either Party wishes to add to the agenda.
e) In the event that there is any material factor which affects the delivery of the
Services or the terms of payment as stated in the Terms of Payment Schedule,
the Parties agree to discuss in the PIU any appropriate amendment to the
Agreement or any Service Level Agreements or Statement of Works including
The successful bidder will sign a Service Level Agreement (SLA) with UJVNL covering all the
required services. The payment schedule and milestones are divided into two stages:
a) ERP License Stage
b) Implementation & Operations and Maintenance Stage
8. Twelve quarterly instalments over three (3) years from the 30%
“Stabilization Acceptance” date depending upon the quarterly
performance level assessed on the basis of SLAs defined in this
RFP
Low 10 Hour
1. Threshold Definitions
a) Critical: Show-stopper application breakdown/crash. Has serious implications
on running the production server and has impacted all business critical process.
It has affected or may affect >50% of the user community or modules such as
Plant Operations & Maintenance, Finance Management, Commercial & Billing,
Payroll.
b) High: Serious degradation in the application performance. Has impacted
majority of the business process but able to continue the operations with the
system limitations. It may have serious implications on the data integrity. It has
affected or may affect, around 10% to 50% of the user community.
c) Medium: Moderate degradation in the application performance No implications
on the data integrity. Has no impact on the normal operations/day-to-day
working. It has affected or may affect, <10% of the user community.
d) Low: Applications are stable and has no impact on the day-to-day working. It
has affected or may affect a single user.
2. Penalties in case of failure to meet Service Levels
Following penalty shall be applicable to the selected bidder in case of failure to meet
provisions of Service Level Agreement (SLA) as provided in table above:
a) In case of problem categorized as “Critical”: UJVNL shall recover from the
selected bidder, a sum equivalent to 0.1% of the quarterly O&M prices for every
thirty (30) minutes of delay over and above the given threshold limit for each of
such incidents
1. All negotiated SLA changes will require changing the version control number. As
appropriate, minor changes may be accumulated for periodic release (e.g. every
quarter) or for release when a critical threshold of change has occurred.
8. Issue Management
1. This process provides an appropriate management structure for the orderly
consideration and resolution of business and operational issues in the event that quick
consensus is not reached between UJVNL and selected bidder. It is expected that this
pre-defined process will only be used on an exception basis if issues are not resolved
at lower management levels.
2. Issue Management Process
a) Either UJVNL or selected bidder may raise an issue by documenting the
business or technical problem, which presents a reasonably objective summary
of both points of view and identifies specific points of disagreement with
possible solutions.
b) UJVNL will determine which committee or executive level should logically be
involved in resolution.
c) A meeting or conference call may be conducted to resolve the issue in a timely
manner. The documented issues will be distributed to the participants at least
24 hours prior to the discussion if the issue is not an emergency requiring
immediate attention.
d) Management of UJVNL and selected bidder will develop a temporary, if
needed, and the permanent solution for the problem at hand. The selected
bidder will then communicate the resolution to all interested parties.
e) In the event a significant business issue is still unresolved, the arbitration
procedures described in the Contract will be used.
3. Issue Escalation Process
a) The purpose of this escalation process is to provide a quick and orderly method
of notifying both parties that an issue is not being successfully resolved at the
lowest possible management level. Implementing these procedures ensures
that UJVNL and selected bidder management are communicating at the
appropriate levels. Escalation should take place on an exception basis and only
if successful issue resolution cannot be achieved in a reasonable time frame.
b) All issues would be raised to the project management team, which is
completely responsible for the day to day aspects of the implementation. The
project management team shall classify the issues based on their severity level
and resolve them within appropriate timelines.
c) If project management team is unable to resolve an issue, the issue would be
escalated to the top management with options/ risks detailed for decision. Top
management will make decisions based on the options/ risks presented by the
IT team.
d) In case one or both the parties are unsatisfied with the decision of the top
management of UJVNL, the dispute will be resolved as specified as per UJVNL
jurisdiction.
9. Risk and Cost Factor
In the event of termination of contract on the basis of non-performance by the selected bidder
as per SLA, selected bidder will be solely responsible for risk and cost factor thereon.
10. Breach of SLA
In case the selected bidder does not meet the service levels mentioned in this RFP for three
(3) continuous time-periods as specified in the relevant clause, UJVNL will treat it as a case
of breach of Service Level Agreement. The following steps will be taken in such a case:-
1. UJVNL issues a show cause notice to the selected bidder.
2. Selected bidder should reply to the notice within three working days.
3. If UJVNL authorities are not satisfied with the reply, UJVNL will initiate termination
process as per the contract.
11. Exclusions
The selected bidder will be exempted from any delays or slippages on SLA parameters arising
out of following reasons:-
1. Delay in execution due to delay (in approval, review etc.) from UJVNL’s side. Any such
delays will be notified in written to the IT Team
2. Force Majeure
3. The network links will be provided by a third party and the selected bidder will monitor
and report any problems on behalf of third party. If selected bidder notifies and UJVNL
approves that the delay or fault was due to the third party link services then such loss
will not be considered for tracking selected bidder’s SLA parameters (Also reduced
from total service time).
Annexures
ANNEXURE 1: Technical Bid Template
The bidders are expected to respond to the RFP using the forms given in this section and all
documents supporting Technical Evaluation Criteria.
No. Date:
To:
UJVN Limited,
Maharani Bagh, GMS Road,
Dehradun – 248006
Dear Sir,
This is to certify that we undertake total responsibility for the successful and defect free
operation of the proposed Project solution, as per the requirements of the RFP for
“Implementation of Enterprise Resource Planning System in UJVN Ltd.”
Thanking you,
Yours faithfully
BG No. ………………
Dated: ……………….
To,
UJVN Ltd.,
Dehradun
Sir
AND WHEREAS the Bidder is required to furnish to you a Bank Guarantee for the sum
of Rs. 65,00,000/- (Rs Sixty Five Lacs only) as Earnest Money against the Bidder’s offer
as aforesaid AND WHEREAS We ………………Bank Ltd., have, at request of the Bidder,
agreed to give you this guarantee as hereinafter contained.
a) That you may without affecting this guarantee grant time or other indulgence to or
negotiate further with the Bidder in regard to the conditions contained in the said Tender
document and thereby modify these conditions or add these to any further conditions as
may be mutually agreed upon between you and the Bidder.
b) That the guarantee herein before contained shall not be affected by any change in the
constitution of the Bidder.
c) That this guarantee commences from the date thereof and shall remain in force till the
Bidder, if his proposal is accepted by you, furnishes the security as required under the
said specifications and executes a formal agreement as therein provided or till six months
after the period of validity or the extended period of validity, as the case may be, of the
Tender, whichever is earlier.
d) That the expressions ‘The Bidder’ and the ‘the Bank’ and ‘UJVN Ltd.’ Herein used shall,
unless such and interpretation is repugnant to the subject or context include their
respective successors and assigns.
e) That any account settled between you and the Bidder shall be conclusive evidence
against us of ` the amount due hereunder and shall not be questioned by us.
Notwithstanding anything contained herein above our liability under this guarantee is restricted
to Rs………../-(Indian Rupees only), and the guarantee shall remain in force up to
………………. (Claim period up to ……………..) Unless a claim or demand is received by us,
at ………….. BANK ………………………., in writing on or before …………… (Claim period up
to ……………..), all your rights under the said guarantee shall be forfeited and we shall be
released and discharged from all our liabilities there under.
1 S/C/TP
2 S/C/TP
3 S/C/TP
Note: Compliance should be given for each and every requirement for the modules as
mentioned in Functional Requirement Specifications Section of this RFP document.
S: Standard
C: Customization
Bidder shall fill up the response column with one of the four values described in the table
below:
Response Description
The bidder needs to submit descriptive response wherever asked for. Bidder can use
“comment” column to furnish additional remarks, if any.
Questionnaire:
a Screen
b Printer
b - at pre-set time
Total Points
To:
UJVN Limited,
Maharani Bagh, GMS Road,
Dehradun – 248006
Subject: Submission of the Technical bid for <Name of the System Integrator’s
assignment>
Dear Sir/Madam,
We, the undersigned, offer for “Implementation of Enterprise Resource Planning System in
UJVN Ltd.” on <Name of the System Integrator engagement> with your Request for Proposal
dated <insert date> and our Proposal. We are hereby submitting our Proposal, which includes
this Technical bid and the Financial Bid.
We hereby declare that all the information and statements made in this Technical bid are true
and accept that any misinterpretation contained in it may lead to our disqualification.
We undertake, if our Proposal is accepted, to initiate the Implementation services related to
the assignment not later than the date indicated in Fact Sheet.
We hereby declare that we are not insolvent, in receivership, bankrupt or being wound up, our
affairs are not being administered by a court or a judicial officer, our business activities have
not been suspended and we are not the subject of legal proceedings for any of the foregoing.
We declare that this is our sole participation in this RFP bid and we are not participating/co-
participating through any of other related party or channel.
We understand you are not bound to accept any Proposal you receive.
Yours sincerely,
Authorized Signature [In full and initials]:
__________________________________________
Name and Title of Signatory:
___________________________________________________
Name of Firm:
_______________________________________________________________
Address:
____________________________________________________________________
Proposal. You are suggested to present Approach and Methodology divided into the following
sections:
1. Indicate all main activities of the assignment, including delivery of reports (e.g.: inception,
interim, and final reports), and other benchmarks such as Purchaser approvals. For
phased assignments indicate activities, delivery of reports, and benchmarks separately for
each phase.
2. Duration of activities shall be indicated in the form of a bar chart.
Form 9: Team Composition for Implementation & O&M period in separate tables
Time
Name of Staff with
Area of Position Task committed
qualification and
Expertise Assigned Assigned for the
experience
engagement
Total
1. For Professional Staff, the input should be indicated individually; for Support Staff it
should be indicated by category
2. Months are counted from the start of the assignment
To:
UJVN Limited,
Maharani Bagh, GMS Road,
Dehradun – 248006
Dear Sir,
This is to certify that we undertake no deviation clause for RFP for “Implementation of
Enterprise Resource Planning System in UJVN Ltd.”
Thanking you,
Yours faithfully
To:
UJVN Limited,
Maharani Bagh, GMS Road,
Dehradun – 248006
Dear Sir:
Ref: Your RFP Ref: [*] dated [*]
We hereby extend our full guarantee and warranty for the Solution, Products and services
offered by the above firm against this Bid Invitation.
We hereby declare that we are not insolvent, in receivership, bankrupt or being wound up, our
affairs are not being administered by a court or a judicial officer, our business activities have
not been suspended and we are not the subject of legal proceedings for any of the foregoing.
We also undertake to provide any or all of the following materials, notifications, and information
pertaining to the Products manufactured or distributed by the Supplier:
a. Such Products as UJVNL may opt to purchase from the Supplier, provided, that this option
shall not relieve the Supplier of any warranty obligations under the Contract; and
b. in the event of termination of production of such Products:
i. Advance notification to UJVNL of the pending termination, in sufficient time to permit
UJVNL to procure needed requirements; and
ii. Following such termination, furnishing at no cost to UJVNL, the blueprints, design
documents, operations manuals, standards, source codes and specifications of the
Products, if requested.
We duly authorize the said firm to act on our behalf in fulfilling all installations, Technical
support and maintenance obligations required by the contract.
Yours faithfully,
(Name)
(Name of Producers)
Note: This letter of authority should be on the letterhead of the manufacturer and should be
signed by a person competent and having the power of attorney to bind the manufacturer. The
Bidder in its Bid should include it.
To:
UJVN Limited,
Maharani Bagh, GMS Road,
Dehradun – 248006
Dear Sir,
Sub: Self-certificate regarding the source code and Intellectual property rights under
this Project
In the event of any deviation from the factual information/ declaration, UJVN Ltd. reserves the
right to terminate the Contract without any compensation to the System Integrator.
Thanking you,
Yours faithfully
Name :
Designation :
Date :
Time :
Seal :
Business Address:
Dear Sir,
1. I/We as System Integrator (SI) do hereby undertake that none of the deliverables being
provided by us is infringing on any patent or intellectual and industrial property rights as
per the applicable laws of relevant jurisdictions having requisite competence.
2. I/We also confirm that there shall be no infringement of any patent or intellectual and
industrial property rights as per the applicable laws of relevant jurisdictions having
requisite competence, in respect of the equipment, systems or any part thereof to be
supplied by us. We shall indemnify UJVNL against all cost/claims/legal claims/liabilities
arising from third party claim in this regard at any time on account of the infringement
or unauthorized use of patent or intellectual and industrial property rights of any
such parties, whether such claims arise in respect of manufacture or use. Without
prejudice to the aforesaid indemnity, the SI shall be responsible for the completion
of the supplies including spares and uninterrupted use of the equipment and/or system
or any part thereof to UJVNL and persons authorized by UJVNL, irrespective of the
fact of claims of infringement of any or all the rights mentioned above.
3. If it is found that it does infringe on patent rights, I/We absolve UJVNL of any
legal action.
Yours faithfully,
Dear Sir,
1. I/We as System Integrator do hereby undertake that we have proposed and sized the
hardware and all software (including perennial and enterprise wide licenses, unless stated
otherwise) based on information provided by UJVNL in its RFP document and in
accordance with the service level requirements and minimum specifications provided and
assure UJVNL that the sizing is for all the functionality envisaged in the RFP document.
2. Any augmentation of the proposed solution or sizing of any of the proposed solutions
(including software and hardware) in order to meet the minimum RFP requirements
and/or the requisite service level requirements given by UJVNL will be carried out at
no additional cost to UJVNL during the entire period of Contract.
Yours faithfully,
Name :
Designation :
Date :
Time :
Seal :
Business Address:
To:
UJVN Limited,
Maharani Bagh, GMS Road,
Dehradun – 248006
Dear Sir,
1. I/We as System Integrator do hereby undertake that we shall monitor, maintain, and
comply with the service levels stated in the RFP to provide quality service to UJVNL.
2. However, if the proposed resources and infrastructure are found to be insufficient in
meeting the RFP and/or the service level requirements given by UJVNL, then we will
augment the same without any additional cost to UJVNL.
Yours faithfully,
Name :
Designation :
Date :
Time :
Seal :
Business Address:
Dear Sir,
Yours faithfully,
Name :
Designation :
Date :
Time :
Seal :
Business Address:
Dear Sir,
1. I/We understand that the System (including the application and the associated IT
systems) may be assessed and certified by a 3 r d party agency (to be identified by
UJVNL) before the system is commissioned.
2. I/We understand that the certification expenses and the responsibility to ensure
successful acceptance and certification lies with the System Integrator.
3. I/We hereby undertake that we shall do all that is required of the System Integrator
to ensure that system will meet all the conditions required for successful acceptance
and certification.
Yours faithfully,
Name :
Designation :
Date :
Time :
Seal :
Business Address:
Dear Sir,
1. I/We hereby undertake that at the time of completion of our engagement with the
Department, either at the End of Contract or termination of Contract before planned Contract
Period for any reason, we shall successfully carry out the exit management and transition of
this Project to UJVNL or to an agency identified by UJVNL to the satisfaction of the
Department.
2. I/We further undertake to complete the following as part of the Exit management and
transition:
a. We undertake to complete the updation of all Project documents and other artefacts and
handover the same to UJVNL before transition.
b. We undertake to design standard operating procedures to manage system (including ERP
system and IT systems), document the same and train UJVNL personnel on the same.
c. If UJVNL decides to take over the operations and maintenance of the Project on its own or
identifies or selects any other agency for providing operations & maintenance services on this
Project, then we shall provide necessary handholding and transition support, which shall
include but not be limited to, conducting detailed walkthrough and demonstrations for the IT
Infrastructure, handing over all relevant documentation, addressing the queries/clarifications
of the new agency with respect to the working / performance levels of the infrastructure,
conducting Training sessions etc.
3. I/We also understand that the Exit management and transition will be considered complete
on the basis of approval from UJVNL
Yours faithfully,
Form 21: Declaration that the bidder has not been blacklisted
To be submitted on the Letterhead of the responding agency)
{Place}
{Date}
To,
UJVN Limited,
Maharani Bagh, GMS Road,
Dehradun – 248006
Subject: Self Declaration of not been blacklisted in response to the RFP for “Implementation
of Enterprise Resource Planning System in UJVN Ltd.” File No <xxx>>.
Dear Sir,
We confirm that our company, ____________, is not blacklisted in any manner whatsoever
by any of the State/UT and/or central government in India on any ground including but not
limited to indulgence in corrupt practice, fraudulent practice, coercive practice, undesirable
practice or restrictive practice.
Place:
Date:
Note: The Bidder shall necessarily provide a copy of ‘Power of Attorney’ authorizing the
signatory for signing the Bid on behalf of the Bidder in its Pre-Qualification Bid.
(To be furnished by the tenderer on non-judicial stamp paper of Rs. 100/- [Rs. One Hundred
only] affixing a revenue stamp of Re. 1/-)
Tender Notice
In consideration of UJVN Limited having treated the bidder to be an eligible person whose
tender may be considered, the tenderer hereby agrees to the conditions that the proposal in
response to the above invitation shall not be withdrawn within 6 months from the date of
opening of the tender, also to the conditions that if the bidder does withdraw their proposal
within the said period, the earnest money deposited by them may be forfeited by the UJVN
Limited.
Witness:
1. ______________________
2. ______________________
Tender Notice
All the documents submitted for NIT no. …… are correct and true & If any document is found
to be wrong, UJVN Ltd., may disqualify the bid. If the Contract/agreement has been signed,
the same will be cancelled and appropriate action will be taken as per GoU rules and
procedures.
Yours Sincerely
The bidders are expected to respond to the RFP using the forms given in this section and all
documents supporting Financial Bid Evaluation.
These forms are for reference purpose only. Bidders have to submit the financial bid
separately as per the Bill of Quantity (BOQ) uploaded on the tender portal. In case, bidders
submit the financials along with technical bid in hard/soft copy, their bids shall be summarily
rejected.
Sl. Item Description Qty. Uni Bas Sal Servi Oth Total Tot
No. t ic e ce er Amt. al
rate Tax Tax Tax witho Am
(IN (IN (IN ut t.
R) R) (INR) R) taxes wit
h
tax
es
3.3 Cost of Data Scanning 3000 Pa
00 ge
3.4 Total Data Digitization Cost
4 Training & Change
Management Cost
4.1 Training Cost 1 LS
4.2 Change Management Cost 1 LS
4.3 Total Training & Change
Management Cost
5 Operations & Maintenance Cost
5.1 Annual Maintenance Contract for 1 LS
Year 1
5.2 Annual Maintenance Contract for 1 LS
Year 2
5.3 Annual Maintenance Contract for 1 LS
Year 3
5.4 Total Operations &
Maintenance Cost
6 ERP Application Annual
Technical Support (ATS) Cost
Total in Figures
Note: 1. The Bidder has to specify the proposed manpower during the Operation &
Maintenance (O&M) period in the Technical Proposal submission.
Note: 1. Bidder has to quote price for ERP User Licenses Including MSS & ESS for a package
of 50 and 100 Users separately for future orders and the price shall be valid for the Contract
period. This price will not be part of Financial Evaluation.
2. Bidder has to quote price for AMC & ATS for year 4 & 5 for future orders. Price for Year 4
& 5 will not be part of Financial Evaluation.
AND WHEREAS the payment terms under the Contract provide that in order to take 100%
payment of the Contract value the contractor shall furnish to the purchaser a Bank
Guarantee in the sum of 10% value of each consignment dispatched valid
for..........................
1. In consideration of the promises the Guarantor hereby undertakes that the Contractor
shall duly supply, erect, test and commission (strike off which is not applicable) the
aforesaid material of the correct quality and strictly in accordance with the said contract
failing which the guarantor shall pay to the Purchaser on demand such amount or
amounts as the Guarantor may be called upon to pay to the maximum aggregate of Rs.
......................... being 10% of the Contract value.
2. The Guarantor shall pay to the Purchaser on demand the sum under clause 1 above
without demur and without requiring the Purchaser to invoke any legal remedy that may
be available to it to compel the guarantor to pay the same or to compel such performance
by the Contractor. Provided that where the Guarantor considers the demand of the
Purchaser unjustified, it shall nevertheless pay the same though under protest to the
Purchaser and shall not with-hold payment on that account.
3. This guarantee shall come into force the date hereof and shall remain valid for 12
(Twelve) calendar months from the date of the Commissioning.... of the last
consignment of goods dispatched which date dispatch according to the Contract is the
.......................................... day of ............. ......................... if however, the period of the
Contract is for any reason extended thereby extending the said date and upon such
extension, if the Contractor fails to furnish a fresh or renewed Bank Guarantee for the
extended period, the Guarantor shall pay to the Purchaser the said sum of
Rs................................................ Or such lesser sum as the Purchaser may demand.
4. The guarantee herein contained shall not be affected by any change in constitution of
the Guarantor or of the Contractor.
5. Any account settled between the Contractor and the Purchaser shall be conclusive
evidence against the Guarantor of the amount due and shall not be questioned by the
Guarantor.
6. The neglect or forbearance of the Purchaser in enforcement of payment of any moneys
the payment whereof is intended to be hereby secured or the giving of time by the
Purchaser for the payment thereof shall in no way relieve the Guarantor of its liability
under this deed.
7. The Purchaser and the Contractor will be at liberty to carry out any modifications in the
said Contract during the time of the said contract and any extension thereof, notice of
which modifications to the guarantor is hereby waived.
8. The expressions ‘The Purchaser’ and ‘The Guarantor’ and ‘The Contractor’ shall unless
there be any thing repugnant to the subject or context include their respective successors
and assigns.
9. Notwithstanding anything contained above, the liability of the Guarantor hereunder is
restricted to the said sum of Rs................................. And this guarantee shall expire on
the ............................ day of ............................... 201 .............unless a claim under the
guarantee is filled with the Guarantor within six months of such date, all claims shall
lapse and the Guarantor shall be discharged from the guarantee.
IN WITNESS WHEREOF
For and on behalf of the Guarantor has signed this deed on the day and year first above
written.
Witness:
1.
Signed by
Guarantor)
Originator:
Sponsor:
Date of Initiation:
Details of Proposed Change
(To include reason for change and appropriate details/specifications. Identify any
attachments as A1, A2, and A3 etc.)
Authorized by : Date:
Name:
Signature: Date:
Received by the IP
Name:
Signature:
Impact:
Deliverables:
Timetable:
Signature:
Signature Signature
Name Name
Title Title
Date Date