Revised Jakeda Rfp Phase Iv_30032015

JAKEDA RFP for Micro/Mini Hydro Power Projects

Page - i -

Revised

Request for Proposal

for

Competitive Bidding Process

for

Development of Micro/Mini Hydro Power Projects

(Phase4th)

in the state of

Jammu & Kashmir, India

Issued by

JAMMU & KASHMIR ENERGY DEV. AGENCY

(J A K E D A)

DEPARTMENT OF SCIENCE AND TECHNOLOGY 16, New Rehari,

Jammu,


Tel./Fax No. 0191-2546495

Email : [email protected]

Date: -30thMarch, 2015


Page - ii -

Jammu & Kashmir Energy Development Agency (“JAKEDA”)

Science and Technology Department,

16, New Rehari,

Jammu,


Request for Proposal (RfP) for Development of Micro/Mini Hydro Power Stations in

the state of Jammu & Kashmir, India.

This RfP along with Annexures as per Index is issued to -

M/s. _______________________

___________________________

___________________________

___________________________

___________________________

NOTES:

1. This document is not transferable.

2. Though adequate care has been taken while preparing this RfP document,

the Bidder shall satisfy himself that the RfP document is complete in all

respects. Intimation of any discrepancy shall be given to this office

immediately. If no intimation is received from any Bidder within ten (10)

days from the date of issue of this RfP document, it shall be considered

that the issued document is complete in all respects and has been

received by the Bidder.

3. While this RfP has been prepared in good faith, neither the JAKEDA nor

their directors or employees or advisors/consultants make any

representation or warranty, express or implied, or accept any responsibility

or liability, whatsoever, in respect of any statements or omissions herein,

or the accuracy, completeness or reliability of information contained

herein, and shall incur no liability under any law, statute, rules or

regulations as to the accuracy, reliability or completeness of this RfP, even

if any loss or damage is caused to the Bidder by any act or omission on

their part.


Page - iii -

4. By purchasing the RfP, the purchaser of the RfP and each of the Member

of a Consortium (collectively referred to as ‘Covenantor’), shall be deemed

to have confirmed that the Covenantor is fully satisfied with the process of

evaluation of the RfQ Bid by the the JAKEDA and its decision regarding the

qualification or disqualification or shortlisting of the Bidders for sale of the

RfP. The Covenantor hereby expressly waives any and all objections or

claims in respect thereof.

Jammu & Kashmir Energy Development Agency

Shri AbdulMajid Bhat

Executive Engineer (Nodal officer/Authorized Person)


Science and Technology Department

16, New Rehari,

Jammu,


Tel – Fax No. 0191-2546495

Email: [email protected]

Date: 30th March 2015


Page - iv -

TABLE OF CONTENTS

DEFINITION ............................................................................................................................. 1

1. INTRODUCTION ................................................................................................................ 5

2. INFORMATION AND INSTRUCTIONS TO BIDDERS ......................................................... 8

2.1 PURCHASE OF POWER BY PDD ................................................................................................. 8

2.2 SUBMISSION OF BID .............................................................................................................. 8

2.3 POINT OF CONTACT IN CASE OF BIDDING CONSORTIUM .................................................................. 9

2.4 BID VARIABLE ...................................................................................................................... 9

2.5 PRE-BID MEETING ................................................................................................................ 9

2.6 AMENDMENT OF RFP ........................................................................................................... 10

2.7 THE BIDDING PROCESS ........................................................................................................ 10

2.8 DUE DATES ....................................................................................................................... 18

2.9 VALIDITY OF THE BID .......................................................................................................... 19

2.10 METHOD OF SUBMISSION .................................................................................................. 19

2.11 PREPARATION COST ......................................................................................................... 21

2.12 BID BOND .................................................................................................................... 21

2.13 PERFORMANCE GUARANTEE ............................................................................................... 23

2.14 BIDDERS MAY NOTE THAT ................................................................................................. 23

2.15 OPENING OF BIDS ........................................................................................................... 23

2.16 ENQUIRIES .................................................................................................................... 24

2.17 CONFIDENTIALITY ........................................................................................................... 24

2.18 RIGHT OF JAKEDA TO REJECT ANY BID................................................................................ 25

2.19 SUBMISSION OF ORIGINAL RFQ BID DOCUMENT ..................................................................... 25

3. EVALUATION CRITERIA .................................................................................................. 26

3.1 BID EVALUATION ................................................................................................................ 26

3.2 STEP I - RESPONSIVENESS CHECK ........................................................................................... 26

3.3 STEP II - EVALUATION OF FINANCIAL BIDS................................................................................ 26

3.4 STEP III– SUCCESSFUL BIDDER SELECTION ............................................................................... 27

LIST OF ANNEXURE

ANNEXURE 1: FORMAT FOR BID BOND ................................................................................................. 28 ANNEXURE 2: FORMATS FOR RFP PROJECT DOCUMENTS ........................................................................... 30 ANNEXURE 3: FORMATS FOR FINANCIAL BID .......................................................................................... 31 ANNEXURE 4: SITE DETAILS ALONG WITH SITE MAP ................................................................................ 33 ANNEXURE 5: UNDERTAKING, SCHEDULED COD AND CONTRACTED CAPACITY ................................................ 34 ANNEXURE 6: FORMATS FOR CLARIFICATIONS/ AMENDMENTS ON THE RFP .................................................... 37 ANNEXURE 7: FORMATS FOR BOARD RESOLUTIONS ................................................................................. 38 ANNEXURE 8: FORMAT FOR COVERING LETTER ....................................................................................... 42 ANNEXURE 9: FORMATS FOR POWER OF ATTORNEY ................................................................................. 44 ANNEXURE 10: FORMAT FOR PERFORMANCE GUARANTEE .......................................................................... 50 ANNEXURE 11: LIST OF BANKS .......................................................................................................... 53 ANNEXURE 12: EXCEL SHEET OF BID SUBMISSION ................................................................................... 55 ANNEXURE 13: ILLUSTRATION FOR APPLICABLE BOARD RESOLUTIONS REQUIREMENTS UNDER 2.7.1.1 ................. 56 ANNEXURE 14: FORMAT OF DISCLOSURE .............................................................................................. 57

ANNEXURE 15: UPFRONT DECLARATION ............................................................................................... 57


Jammu& Kashmir Energy Development Agency Page 1

DEFINITION

The capitalised terms used in this RfP; shall have the meanings given hereunder:

“Affiliate” shall mean a company that, directly or indirectly,

i) controls, or

ii) is controlled by, or

iii) is under common control with,

a Bidding Company (in case of a single company) or a Member in a Bidding

Consortium (in the case of a Consortium) and control means ownership by one

company of at least 26% (twenty six percent) of the voting rights of the other

company.

“Authorised Person/Nodal Officer” shall mean the person designated by

JAKEDA to represent JAKEDA in its dealings with the Bidder or the Bidding

Consortium. The authorised person shall be authorized to perform all tasks such as

providing information, responding to enquiries, issuing clarifications, calling pre-bid

conference, issue advertisements for RfP etc.

“Bid” shall mean Non-Financial Bid and Financial Bid submitted by the Bidders in

accordance with the terms and conditions of this RfP;

“Bid Bond” shall mean the unconditional and irrevocable bank guarantee submitted

along with the Bid by the Bidder as per the provisions of Clause 2.12of this RfP and

as per the format prescribed in Annexure 1Annexure ;

“Bid Deadline” shall mean the last date and time for submission of Bid in response

to this RfP, specified in Clause 2.8.1;

“Bidder” shall mean Bidding Company/Bidding partnership Firm/Bidding Proprietary

Concernas the case maybe (including its successors and legal assigns subject to

fulfilment of conditions given in RfP) or Bidding Consortium (including successors

and legal assigns of its Members subject to fulfilment of conditions given in RfP) who

meet the qualifying criteria as specified in the RfQ and have been pre-qualified by

JAKEDA based on RfQ Bid for submission of RfP Bid and has duly purchased the RfP

from the JAKEDA1;

1 In case of a Bidder being the Partnership firm, the declarations & formats need to be executed by

the Managing Partner and reference to Bidding Company shall be construed as reference to

Partnership Firm. Similarly for a Proprietary Concern the references to Bidding Company should be

construed as references to the Proprietary Concern and the formats need to be executed by the Sole

Proprietor.



“Bidding Company” shall have the meaning ascribed thereto in the RfQ;

“Bidding Consortium or Consortium” shall have the meaning ascribed thereto in

the RfQ;

“Bid Variable” shall mean Upfront Premium to be paid by the bidder to JAKEDA for

award of the project, which shall not be less than, Rs. One (1.0) Lac per MW for

projects with a capacity of higher than 1.0 MW and Rs. Fifty (50) thousand per MW

for projects with a capacity upto 1.0 MW;

“Change in Ownership” shall mean change of ownership of the Bidder/Member in

a Bidding Consortium by way of merger/ acquisition/ amalgamation/ reorganisation/

consolidation/demerger

“Conflict of Interest” A Bidder may be considered to be in a conflict of interest

with one or more Bidders in the same bidding process if they have a relationship

with each other, directly or through a common entity, that puts them in a position to

have access to information about or influence the Bid of another Bidder.

“Financial Bid” shall mean Envelope II of the Bid;

“Grid Code” means the expression as per Indian Electricity Grid Code specified by

the Central Electricity Regulatory Commission (CERC) and as may be specified by

Jammu & Kashmir State Electricity Regulatory Commission(JKSERC).

“IPP” or “Independent Power Producer” shall mean the Successful Bidder to

whom the LOI has been issued by JAKEDA and Implementation Agreement has been

signed with.

“JAKEDA” shall mean Jammu & Kashmir Energy Development Agency;

“Lead Member of the Bidding Consortium” or “Lead Member” shall have the

meaning ascribed thereto in the RfQ;

“Letter of Intent” or “LOI” shall mean the letter issued by the JAKEDA to the

Selected Bidder for award of the Project;

“Member in a Bidding Consortium” or “Member” shall mean each company in

a Bidding Consortium

“Non- Financial Bid” shall mean Envelope I of the Bid;



“Parent” shall mean a company/person which has at least twenty six per cent

(26%) equity either directly or indirectly in the Bidding Company or Member in the

Bidding Consortium;

“Implementation Agreement” or “IA” shall mean the agreement titled

‘Implementation Agreement’ proposed to be executed between the JAKEDA and

Successful Bidder, an unsigned copy of which is attached hereto and marked as

Format 1 Annexure , including all its schedules, Annexures and all amendments or

modifications;

“Detailed Project Report” or “DPR” shall mean the report containing the

information regarding the Project, Site and other details;

“RfP Project Documents” shall mean the following documents to be entered into

in respect of the Project, by the parties to the respective agreements:

a) Implementation Agreement;

b) any other agreements designated as such, from time to time by the

Procurer and the JAKEDA;

“RfQ” shall mean the Request for Qualification document including the Annexures

thereof issued by Jammu & Kashmir Energy Development Agency on 16-12-2013 for

conducting a Competitive Bidding Process for Development of Micro/Mini Hydro

Power Stations in the state of Jammu & Kashmir, India and shall include any

modifications, amendments or alterations or clarifications thereto;

“RfP” shall mean this Request for Proposal along with all schedules, Annexures and

RfP Project Documents attached hereto and shall include any modifications,

amendments or alterations thereto;

“Statutory Auditor” shall mean the auditor appointed under the provisions of the

Companies Act, 1956 or under the provisions of any other applicable governing law.

“Successful Bidder” or “Selected Bidder” shall mean the Bidder selected

pursuant to this RfP to set up the Project as per the terms of IA and other RfP

Project Documents;

“Ultimate Parent” shall mean a company/person which owns at least twenty six

percent (26%) equity either directly or indirectly in the Parent and Affiliates.

“Upfront Premium” shall mean as mentioned in Format 1 of Annexure 3;



Note: Any capitalised term, used but not defined in this RfP, shall have the meaning

ascribed to such term in the Request for Proposal, Implementation Agreement. In

the absence of availability of definitions in the foregoing references, the capitalised

term shall be interpreted only for reference/guidance in accordance with Policy for

Development of Micro/Mini Hydro Power Projects-2011 or the J&K Electricity Act,

2010 or Electricity Act 2003 or the J&K State Electricity Regulatory Commission Act,

2000 or the J&K State Electricity Regulatory Commission (Amendment) Act, dated

17th March 2009 or any other applicable electricity laws, rules or regulations or any

other amendments in the laws from time to time.



1. INTRODUCTION

1.1 The State of Jammu & Kashmir (J&K) is the northernmost state of the country

with four geographical zones & three distinct climatic regions. The estimated

hydro potential in J&K is more than 20000 MW, of which projects for 16200 MW

have already been identified.

1.2 In order to electrify villages & hamlets, thrust has been provided to encourage

the development of Micro/Mini Hydro Power Projects (MHP’s) in the state.

1.3 With the aim to promote and install micro / mini hydel projects in the state of

J&K, Power Development Department of J&K Govt. vide Govt. Order No.177-

PDD of 2009 dated 24.8.2009 has endowed Jammu & Kashmir Energy

Development Agency (hereinafter to be referred as JAKEDA) with the mandate

to implement all Micro / Mini Hydro projects up to installed capacity of 2 MW.

1.4 To promote investors’ participation in micro/mini hydropower projects JAKEDA

has come out with the Policy for Development of Micro/Mini Hydro Power

Projects-2011 (vide no: 71-ST of 2011 dated 27-12-2011). The said Policy

provides various incentives to the developers of the Micro/Mini hydro projects.

1.5 JAKEDA, in order to select competent, experienced and capable party having

the necessary technical competence, experience and financial strength for

developing such projects initiated a two stage competitive bidding process by

issuing RfQ on 16thDecember 2013 with subsequent modifications based on

queries raised by the prospective bidders.

1.6 A total of Fifteen (15) bidders submitted their responses to the RfQ issued by

JAKEDA. Around Eleven (11) bidders have been declared qualified and eligible

for issuance of RfP.

1.7 Any capitalised term, used but not defined in this RfP, shall have the meaning

ascribed to such term in the IA, other RfP Project Documents, RfQ, or the Policy

for Development of Micro/Mini Hydro Power Projects-2011, in that order. In the

absence of availability of definitions in the foregoing references, the capitalised

term shall be interpreted only for reference/guidance in accordance with the

J&K Electricity Act, 2010 or the Electricity Act 2003 or the J&K State Electricity

Regulatory Commission Act, 2000 or the J&K State Electricity Regulatory



Commission (Amendment) Act, dated 17thMarch 2009 or any other applicable

electricity laws, rules or regulations or any other amendments in the laws from

time to time.

1.8 The objective of the bidding process is to select a Successful Bidder for

development of the Projects based on the amount of Upfront Premium a bidder

is willing to pay to JAKEDA which shall not be less than, Rs. One (1.0) Lac per

MW for projects with a capacity of higher than 1.0 MW and Rs. Fifty (50)

thousand per MW for projects with a capacity upto 1.0 MW.

1.9 JAKEDA has identified following projects to be awarded to the Successful

Bidders for implementation through IPP mode. Details of the project cost as

provided herein below are tentative estimate and under review by external

technical consultants.

Project Tehsil/Town Capacity (in MW) Co-ordinates

Jammu Province

Kishtwar District

Zabkul-Malwar MHP Chatroo 2.00 Hw- 750 40’ 06.13” E 330 25’ 30.25” N

Sangambati MHP Chatroo 2.00 Hw- 750 39’ 46.25” E 330 24’ 35.70” N

Inderwal MHP Chatroo 1.80 Hw- 750 34’ 55.25” E 330 26’ 13.69” N

Poda Sarthal MHP Kishtwar 1.40 Hw- 750 52.31’ 88” E 330 13’ 51.64” N

Kishtwar Total (in MW) 7.20

Poonch District

Sawjia Stage I MHP Mandi 2.00 Hw- 740 19’ 13.20” E 330 52’ 55.48” N

Sawjia Stage II MHP Mandi 2.00 Hw- 740 18’ 46.28” E 330 52’ 55.77” N

Arai Stage I MHP Mandi 1.20 Hw- 740 16’ 47.05” E 330 47’ 17.93” N

Arai Stage II MHP Mandi 1.60 Hw- 740 16’ 45.84” E 330 47’ 41.23” N

Poonch Total (in MW) 6.80

Ramban District

Khari Stage II MHP Banihal 1.80 Hw- 750 08’ 36.93” E 330 23’ 11.34” N

Lanka MHP Ramsu 1.75 Hw- 750 13’ 28.63” E 330 19’ 51.98” N

Ramban Total (in MW) 3.55

Jammu Total (in MW) 17.55

Kashmir Province

Anantnag District

Mavar-Wayil MHP Kokernag 1.80 Hw- 750 24’ 36.37” E 330 29’ 24.43” N

Mattigawran Stage II MHP Kokernag 1.50 Hw- 750 26’ 08.79” E 330 42’ 56.50” N

Ahlan Stage I MHP Kokernag 1.30 Hw- 750 24’ 44.86” E 330 28’ 35.05” N

Ahlan Stage II MHP Kokernag 2.00 Hw- 750 24’ 17.10” E 330 29’ 05.14” N

Ichoo MHP Kokernag 1.60 Hw- 750 23’ 39.18” E 330 30’ 52.55” N

Aripath MHP Shang us 1.75 Hw- 750 24’ 15.90” E 330 46’ 51.40” N



Anantnag Total (in MW) 9.95

Ganderbal District

Sarfaraw Stage II MHP Kangan 1.40 Hw- 750 03’ 59.92” E 340 12’ 30.44” N

Pahalnar-Naranag MHP Kangan 1.20 Hw- 740 57’ 59.59” E 340 20’ 57.11” N

Waniyaran MHP Kangan 1.10 Hw- 740 57’ 15.81” E 340 19’ 01.91” N

Rayil Stage II MHP Kangan 1.30 Hw- 750 07’ 51.76” E 340 16’ 40.80” N

Ganderbal Total (in MW) 5.00

Baramulla District

Hajipeer MHP Uri 2.00 Hw- 740 04’ 29.20” E 340 03’ 12.96” N

Baramulla Total (in MW) 2.00

Budgum District

Dudhi Pathri MHP Budgam 1.70 Hw- 740 33’ 51.19” E 330 50’ 50.48” N

Budgam Total (in MW) 1.70

Kashmir Total (in MW) 18.65

Grand Total 36.20

1.10 JAKEDA has initiated following development activities with respect to the

abovementioned projects:

a. The site selection;

b. Identification of Land;

c. The Detailed Project Report (DPR) for the project is prepared by consultants

engaged by the JAKEDA for the purpose and shall be made available to the

qualifying bidders along with issuance of RfP.

1.11 JAKEDA will award the Project to the Successful Bidder, after signing the

Implementation Agreement, at Rs 10 Lakhs / MW (towards recovery of Pre-

development costs incurred by JAKEDA) along with the amount of Upfront

Premium quoted by the Successful Bidder. The Project and Project site along

with all the assets built as part of the Project will be transferred back to the

JAKEDA at the end of the term of IA.

1.12 All Bidders are required to submit Bid in accordance with the instructions set

forth in this RfP. Bidders should provide information sought herein in order to

satisfactorily establish their competence and suitability for executing the

Project.

1.13 The Bids to RfP shall be valid for not less than one hundred eighty (180) days

from the last date of submission of Bid.



2. INFORMATION AND INSTRUCTIONS TO BIDDERS

2.1 Purchase of power by PDD

2.1.1 IPP shall be free to sell power as per the JAKEDA’s Policy for Development of

Micro/Mini Hydro Power Projects-2011. In case IPP wishes to sell power to

JKPDD, same shall be purchased by JKPDD at a tariff determined by JKSERC

as per prevailing regulations.

2.1.2 The IPP is required to provide free power to PDD, as per the provisions of

Policy for Development of Micro/Mini Hydro Power Projects-2011.

2.2 Submission of bid

2.2.1 The list of the RfP Project Documents and certain obligations of the parties

regarding the same are provided below.

2.2.1.1 The drafts of the following RfP Project Documents have been attached to

this RfP:-

a) IA as Format 1 Annexure 2Annexure ;

The IA and the other RfP Project Documents shall be signed in required

number of originals so as to ensure that one original is retained by the

JAKEDA and one original is retained by the IPP.

2.2.1.2 Within thirty (30) days of the issue of the Letter of Intent, the Selected

Bidder shall:

i. furnish to the JAKEDA the Performance Guarantee in accordance with

Clause 2.13.1;and

ii. pay the price indicated under clause 1.11and execute the IA and the other

RfP Project Documents with the parties thereto, provided that the recitals as

mentioned in the IA and other Project Documents are true and valid on that

date. In case the recitals of the IA are not valid, the date of signing will be

delayed on a day to day basis till the end of the Bid validity. All stamp duties

payable for executing the IA and other RfP Project Documents shall be

borne by the IPP.

Further the Selected Bidder shall make payment of Upfront Premium quoted

as per Format 1 of Annexure 3 within 15 days from the date of issue of

Letter of Intent. This amount shall be payable by a crossed demand draft or



banker’s cheque drawn in favour of “CEO Jammu & Kashmir Energy

Development Agency” payable at Jammu.

2.2.2 If the Successful Bidder fails or refuses to comply with its obligations under

Clause 2.2.1.2 and provided the JAKEDA and/or other parties to the

respective RfP Project Documents are willing to execute the said documents,

such failure or refusal on the part of the Selected Bidder shall constitute

sufficient grounds for cancellation of the Letter of Intent and the JAKEDA shall

be entitled to invoke the Bid Bond of the Selected Bidder.

2.3 Point of contact in case of Bidding Consortium

2.3.1 In case of Bid being submitted by a Bidding Consortium, the Lead Member of

the Consortium will be the single point of contact for the purposes of the

RfP,till the Effective Date. Any dispute amongst the Consortium Members shall

not be the responsibility of the JAKEDA and no financial burden shall pass on

to the JAKEDA on this account.

2.4 Bid Variable

2.4.1 Upfront Premium: The Upfront Premium shall be the amount quoted by

bidder in Format 1 of Annexure 3 of this RFP and shall be payable by

Successful bidder within 15 days from the date of issue of LOI.

2.5 Pre-bid Meeting

2.5.1 Apre-bid meeting was held on 25th February, 2015.

2.5.2 The purpose of the pre-bid meeting was to clarify any issues regarding the

RfP.

2.5.3 The Bidders may seek clarifications or suggest amendments to RfP Project

Documents in writing, through a letter or by fax (and also soft copy by e-mail)

to reach the JAKEDA (in both cases thereof) at the address indicated in

Clause 2.16within the date and time mentioned in Clause 2.8.2. For any such

clarifications or amendments the Bidder should adhere to the format enclosed

in Annexure 6. JAKEDA is not under any obligation to respond to any

clarifications sought by the Bidders or consider amendments suggested by the

Bidders.

2.5.4 Further, in case Bidders need any clarifications, they should ensure that

written request for such clarification is delivered to the JAKEDA, as the case



may be, at least fifteen(15) days prior to the Bid Deadline as mentioned in

clause 2.8.2. JAKEDA may issue clarifications only, as per its sole discretion,

which is considered reasonable by it. Any such clarification issued shall be

sent to all Bidders to whom the RfP has been issued. Clarifications sought

after this date shall not be considered in any manner and shall be deemed not

to have been received.

2.5.5 Non-attendance at the Pre-bid meeting will not be a cause for disqualification

of a Bidder.

2.6 Amendment of RfP

2.6.1 Any time after the issue of RfP mentioned in Clause 2.8.2, the JAKEDA may,

for any reason, whether at its own initiative or in response to a clarification

requested by any Bidder, modify or amend the RfP (including RfP Project

Documents), including the timelines specified in RfP.

2.6.2 The amendment to the RfP shall be notified in writing through a letter or fax

or e-mail to all the Bidders and shall be binding on them.

2.6.3 All such amendments shall be issued at least seven(7) days prior to Bid

Deadline.

2.6.4 In order to give Bidders reasonable time to take the above amendments into

account in preparing their Bids, JAKEDA may, at its discretion, extend the Bid

Deadline.

2.7 The Bidding Process

2.7.1 Bid Formats

2.7.1.1 The Bids in response to this RfP will be submitted by the Bidders in two

envelopes, in the manner provided in Clause 2.10:

Envelope I – Non- Financial Bid comprising of:

1. Board Resolutions, as per prescribed formats enclosed as Annexure ,

duly certified by the Company Secretary or the Director of the relevant

Bidder, as applicable to the Bidder and mentioned hereunder,

a) Board Resolution from the Bidding Company (and any investing

Affiliate / Parent/ Ultimate Parent) committing one hundred percent



(100%) in aggregate of the equity requirement of the IPP for the

Project / Board Resolutions from each of the Consortium Members

(and any investing Affiliate / Parent / Ultimate Parent) together in

aggregate committing to one hundred percent (100%) of equity

requirement of the IPP for the Project (In case of Bidding

Consortium): - As per Format 1 of Annexure 7; and

b) Board Resolutions from a Parent and /or Affiliate (whose technical

and / or financial credentials were used at the time of RfQ), of the

Bidding Company / any Member of the Bidding Consortium,

undertaking to invest the entire amount as committed by Bidding

Company / Bidding Consortium Member in event of failure of the

same to make such investment. or

c) Board Resolution of Ultimate Parent for total equity investment

commitment on behalf of the Parent and all Affiliates (of the

Bidding Company/ any Member of the Bidding Consortium) whose

technical and / or financial credentials were used at the time of

RfQ. - As per Format 2 of Annexure 7;

Provided further that in case the Ultimate Parent is also the Bidding

Company / Consortium Member, no Board Resolution as per Format

2 of Annexure 7 shall be required. However, in such a case, a

certificate from the Bidding Company / Consortium Member,

confirming the Ultimate Parent status is to be provided.

For clarity sake, illustrations identifying which Board Resolution shall be

applicable in typical cases are provided in Annexure 13.

2. Bid Bond (as per prescribed Format enclosed as Annexure 1);

3. Bidders Undertakings and other details (as per prescribed Formats 1

and 2 of Annexure 5);

4. Covering Letter (as per prescribed Format enclosed as Annexure 8);

5. Original Power of Attorney issued by the Bidding Company or the Lead

Member of the Consortium, as the case may be, in favour of the

person signing the Bid, in the form attached hereto as Format 1 of

Annexure 9. Additionally, in case of a Bidding Consortium, the Power of

Attorney in favour of the Lead Member issued by the other Members of

the Consortium shall be provided in original as per format attached



hereto as Format 2 of Annexure 9. Provided that in the event the

Bidding Company or the Lead Member of the Consortium or any

Member of the Bidding Consortium, as the case may be, is a foreign

entity, it may submit Board Resolutions in place of Power of Attorney

for the purpose of fulfilling the requirements under this clause.

Provided further that such Board Resolutions shall be supported by an

unqualified opinion issued by the legal counsel of such foreign entity

stating that the Board Resolutions are in compliance with the

applicable laws of the respective jurisdictions of the issuing company

and the authorizations granted therein are true and valid.

6. Undertaking in the prescribed format in Annexure 9A from the Parent

and/or Affiliate, of the Bidding Company/ any Member of the Bidding

Consortium, whose technical and financial credentials have been

provided in the Bid submitted in response to the RfQ, or

Undertaking of the Ultimate Parent, in the prescribed format in

Annexure 9A, for total equity investment commitment of the Parent

and all Affiliates (of the Bidding Company/ any Member of the Bidding

Consortium) whose technical and financial credentials had also been

provided in the Bid submitted in response to the RfQ. Provided further,

in case the Ultimate Parent is also the Bidding Company, no such

Undertaking shall be required.

7. A disclosure statement as per Annexure 14 regarding participation of

any related companies in this bidding process.

Envelope II– Financial Bid (as per prescribed format enclosed as Format 1 of

Annexure 3).

2.7.1.2 Wherever information has been sought in specified formats, the Bidders

shall fill in the details as per the prescribed formats and shall refrain from

referring to any other document for providing any information required in

the prescribed format.

2.7.1.3 The Bidder should note that:

a. If the Bidder/ Member in a Bidding Consortium conceals any material

information or makes a wrong statement or misrepresents facts or

makes a misleading statement in its Bid, in any manner whatsoever,

JAKEDA reserves the right to reject such Bid and/or cancel the Letter

of Intent, if issued.



b. If for any reason the Bid of the Bidder with highest Premium is rejected

or Letter of Intent issued to such Bidder is cancelled, JAKEDA may:-

i. award the project to the Bidder with next best premium; or

ii. invite best enhanced financial bids from those Bidders whose

bids are responsive and valid on that date; or

iii. annul the bid process; or

iv. take any such measure as may be deemed fit in the sole

discretion of JAKEDA.

If such event is discovered after the Effective Date, consequences

specified in IA shall apply.

c. Bid submitted by the Bidder, within the Bid Deadline, shall become the

property of the JAKEDA and JAKEDA shall have no obligation to return

the same to the Bidder.

2.7.1.4 The Bidder shall inter-alia take into account the following while preparing

and submitting the Financial Bid:-

1. The Bidder shall Quote the Upfront premium to be paid to JAKEDA for

awarding the project, which shall not be less than, Rs. One (1.0) Lac

per MW for projects with a capacity of higher than 1.0 MW and

Rs. Fifty (50) thousand per MW for projects with a capacity upto 1.0

MW;

2.7.2 Bidder to inform himself fully

2.7.2.1 Since potential sites are being notified on the basis of preliminary

reconnaissance and PFRs only, the IPPs are requested to verify various

project related parameters viz. discharge, head, water availability,

habitation, etc. The information contained in the PFRs is only indicative and

JAKEDA shall not be responsible for the accuracy of the information

contained therein. IPPs shall also ensure that the project components do not

fall in wild life sanctuaries, National Parks, eco protection zones, etc. and

also do not interfere / overlap with the existing/ ongoing Hydel Projects.

Accordingly, the Bidder acknowledges that, on being selected as Successful

Bidder, he shall not be relieved from any of its obligations under the RfP

Project Documents nor shall the IPP be entitled to any extension of time or

financial compensation by reason of the unsuitability of the Site for whatever

reason except for what is specifically provided in the Policy for Development

of Micro/Mini Hydro Power Projects-2011.



2.7.2.2 As per the Policy for Development of Micro/Mini Hydro Power Projects-2011,

IPP may surrender the allotment back to JAKEDA, if it has sufficient grounds

to establish that the project is techno-economically unviable. Subject to

acceptance of such claim by JAKEDA, Upfront Premium paid by the Bidder

shall be refunded. However such claim, if any, shall necessarily be made

before JAKEDA begins the process of land acquisition for the project. In case

JAKEDA so desires, it may take assistance of a third party agency for

assessment of viability of the project.

2.7.2.3 In their own interest, the Bidders are requested to familiarize themselves

with the J&K Electricity Act, 2010, the Electricity Act 2003, the Income Tax

Act 1961, the Companies Act, 1956, the Customs Act, the Foreign Exchange

Management Act, IEGC, J&K Land Acquisition Act, the J&K State Electricity

Regulatory Commission Act, 2000, the J&K State Electricity Regulatory

Commission (Amendment) Act, dated 17th March 2009, Land Grants Act,

J&K Transfer of Property Act, the regulations framed by regulatory

commissions and all other related acts, laws, rules and regulations prevalent

in India and Jammu and Kashmir State. JAKEDA shall not entertain any

request for clarifications from the Bidders regarding the same. Non-

awareness of these laws or such information shall not be a reason for the

Bidder to request for extension of the Bid Deadline. The Bidder undertakes

and agrees that before submission of its Bid all such factors, as generally

brought out above, have been fully investigated and considered while

submitting the Bid.

2.7.2.4 JAKEDA shall not permit any change in any time schedule mentioned in this

RfP or any financial adjustment arising due to lack of clear information on

matters such as Site conditions, laws and regulations and other related

information and/or its effect on the Bid.

2.7.3 The project shall be allotted for a period of 40 years from the date of Letter of

Intent. Upon the expiry of 40 years from Letter of Intent, project shall be

handed over to JAKEDA without any consideration. Extension, if any, shall be

based on mutually agreed terms & conditions between IPP and JAKEDA.

2.7.4 The IPP shall be entitled to REC benefits as per JKSERC regulations and

applicable laws.



2.7.5 The proceeds of carbon credits (CER’s) from approved CDM project shall be

shared between IPP and JAKEDA in the following manner, namely

2.7.6 100% of the gross proceeds on account of CDM benefit to be retained by the

IPP in the first year after the date of commercial operation of the Hydel

Project;

2.7.7 In the second year, the share of the JAKEDA shall be 10% which shall be

progressively increased by 10% every year till it reaches 50%, where after

the proceeds shall be shared in equal proportion, by the IPP and JAKEDA.

2.7.8 The onus of obtaining all statutory and non -statutory clearances will lie on

the IPP. Government of Jammu & Kashmir (GoJK) and JAKEDA shall facilitate

provision of statutory clearances in time bound manner. In respect of

clearance from Indus Waters Treaty angle, IPP shall obtain clearance through

Jammu & Kashmir State Power Development Corporation, it being the nodal

agency.

2.7.9 Construction of project infrastructure including approach roads, arrangement

for water supply, power for construction purposes, etc. shall be the

responsibility of the IPP and the cost thereof shall be borne entirely by the

IPP.

2.7.10 The technical requirements of integrated grid operation are specified in the

Grid Code. The Bidders should particularly acquaint themselves with the

requirements of connection conditions, operating code for Regional Grids,

Scheduling and Dispatch code etc. The Bidders are also advised to fully

familiarize themselves with the real time grid conditions in the country.

Information regarding grid parameters such as voltage and frequency is

readily available on the websites of Regional Load Dispatch Centers. The

protection trip setting of the generation on under frequency df/dt and defense

plan are coordinated at the RPC forum in consultation with all stakeholders

duly taking into account the design parameters of the various machines.

2.7.11 Change in Bidding Consortium

2.7.11.1 The Bidders who have been qualified at RfQ stage may request for a

change in Bidding Consortium or change from Bidding Company to Bidding

Consortium or Change in Ownership. In case of a request for change in the

Bidding Consortium or change from Bidding Company to Bidding Consortium

or Change in Ownership, the provisions of clause 4.5.1.4 and 4.5.1.5 or any

other relevant clauses of the RfQ shall mutatis mutandis apply. In addition



the Bidder, shall submit all information required to be submitted by the

Bidder as stipulated in the RfQ and in the formats specified in RfQ, for

fulfilling the qualification criteria specified in the RfQ except that period for

which such information is to be submitted shall apply with respect to the

date which is seven (7) days before the date of request for change in

consortium. JAKEDA reserves the right to seek additional information from

the Bidder, if considered necessary, during the course of evaluation of such

request for change.

In addition to above the following shall apply with respect to the change in

Consortium:

• The Lead Member of the Consortium is not allowed to be changed.

• In case the Bidding Company intends to form a Consortium after

submission of the RfQ, then the Bidding Company shall be the Lead

Member of such Consortium and shall fulfill all the requirements of

RfQ, including technical requirements.

• No change in composition of a Consortium or a change from Bidding

Company to Consortium or a Change in Ownership shall be permitted

in the period between a period commencing from fifteen(15) days

prior to Bid Deadline of RfP and issuance of Letter of Intent.

Accordingly, no request for a proposed change in composition of a

Consortium or request for approval of the Change in Ownership shall

be entertained during this period.

Subject to the above and to the provisions of clause 4.5.1.4 and 4.5.1.5

or any other relevant clauses of RfQ, any request for change in the

membership of the Consortium or, change from Bidding Company to

Bidding Consortium may be considered only upon the Bidder making a

prior written application to the JAKEDA seeking its approval for such

change.

JAKEDA reserves the right to seek additional information from the Bidder,

if considered necessary. JAKEDA shall convey its decision on the request

within Seven (7) days from the date of receipt of complete information

from the Bidder making the request, as required by the JAKEDA.

It is clarified that the evaluation of the new Bidding Consortium, in case

the Bidding Consortium has requested for any changes in the

composition, shall be carried outas per the provisions of clause of 5.3 of

RfQ.



2.7.11.2 In case of non-compliance with any of the conditions of clauses 4.5.1.4

and 4.5.1.5 or any other relevant clauses of the RfQ, JAKEDA reserves the

right to reject the Bid or cancel the Letter of Intent, if issued and the

provisions of clause 2.7.1.3 of this RfP shall apply.

2.7.12 Minimum Equity holding/Equity Lock-In

2.7.12.1 The IPP shall be permitted to incorporate a new public/private limited

IPP for the implementation of the Project with its Registered Office within

Jammu & Kashmir. All rights and obligations under this Agreement shall

thereafter be transferred to the new IPP. The J&K Residents to whom the

project is originally allotted shall be required to maintain an equity stake of

at least 51% in the equity of the Project throughout the life of project.

It is clarified that if any of the entity/entities mentioned in serial number 6 of

Clause 2.7.1.1 make equity investment in the IPP, the minimum shareholding

requirements specified in this Clause 2.7.12.1, shall apply to such

entity/entities. It is also clarified that in case the Selected Bidder is a Bidding

Consortium, then the members (other than the Lead Member) of such Bidding

Consortium shall be allowed to divest their equity as long as the other

remaining members (which shall always include the Lead Member) hold the

minimum equity specified in a) and b) above. It is further clarified that in case

equity is held by the Affiliates, Parent or Ultimate Parent, subject to the

proviso below, the Selected Bidder shall be permitted to transfer its

shareholding in the IPP to its Affiliate/s or Ultimate Parent. If any such

shareholding entity, qualifying as an Affiliate/Ultimate Parent, is likely to cease

to meet the criteria to qualify as an Affiliate/Ultimate Parent, the shares held

by such entity shall be transferred to another Affiliate/Ultimate Parent.

Provided further, the Lead Member of the Consortium or Bidding Company

shall compulsorily hold at least twenty six percent (26%) of the total paid

equity share capital of the IPP for at least five (5) years post COD of the

Power Station, where after Lead Member or Bidding Company shall have the

right to disinvest its entire equity holding in the IPP. In case the Lead Member

or Bidding Company is holding equity through Affiliate/s, Ultimate Parent or

Parent, such restriction shall apply to such entities.

All transfers of shareholding of the IPP by any of the entities referred to

above shall be after prior written intimation to JAKEDA, of at least thirty (30)

days.



2.7.12.2 The Selected Bidder may invest in the equity share capital of the IPP

through its Affiliate(s) or Ultimate Parent or Parent. If the Selected Bidder so

invests through any Affiliate(s) or Ultimate Parent or Parent, the Selected

Bidder shall be liable to ensure that minimum equity holding/lock-in limits

specified above are still maintained. For this purpose, the effective

shareholding of such Selected Bidder in the IPP shall be considered as

follows:-

For computation of effective Equity holding, the Equity holding of the Selected

Bidder or its Ultimate Parent in such Affiliate(s) or Parent and the equity

holding of such Affiliate(s) or Ultimate Parent in the IPP shall be computed in

accordance with the example given below:

If the Parent or the Ultimate Parent of the Selected Bidder A directly holds

thirty percent (30%) of the equity in the IPP, then holding of Selected Bidder

A in the IPP shall be thirty percent (30%);

If Selected Bidder A holds thirty percent (30%) of the Affiliate and the Affiliate

holds fifty percent (50%) in the IPP, then, for the purposes of ascertaining

the minimum equity/equity lock-in requirements specified above, the effective

holding of Selected Bidder A in the IPP shall be fifteen percent (15%), (i.e.

30%* 50%);

2.7.12.3 The provisions as contained in this clause 2.7.12 and Article 5 of IA

shall override the terms of the Joint Deed Agreement submitted as a part of

RfQ.

2.8 Due dates

2.8.1 The Bidders should submit the Bids so as to reach the following address by

16:00 hrs (IST) on 13th April, 2015:

Address of the Office



16, New Rehari,

Jammu,


Tel – Fax No. 0191-2546495




2.8.2 Important timelines are mentioned below:

Date Event

24thDecember, 2014 Issuance of original RFP

30th March, 2015 Issuance of revised RFP

25thFeb, 2015

(18:00 hrs)

Pre-Bid Conference

13thApril,2015

(16.00 hrs)

Submission of Financial and Non-Financial

Bids

15thApril, 2015

(12.00hrs)

Opening of Non-Financial Bids

6th May, 2015

(18.00 hrs)

Opening of Financial Bids

15thMay, 2015 Selection of Successful bidder and issue of

LoI

15thJune, 2015 Signing of IA

2.9 Validity of the Bid

2.9.1 The Bidder shall submit the Bid which shall remain valid for a period of one

hundred eighty (180) days from the Bid Deadline. JAKEDA reserves the right

to reject any Bid which does not meet the aforementioned validity

requirement.

2.9.2 JAKEDA may solicit the Bidder's consent for an extension of the period of

validity of the Bid, not exceeding sixty (60) days. The request and the

response, thereafter, shall be in writing. In the event the Bidder refuses to

extend the Bid validity as requested by JAKEDA, JAKEDA shall not be entitled

to invoke the Bid Bond. A Bidder accepting JAKEDA’s request for validity

extension shall not be permitted to modify its Bid and such Bidder shall,

accordingly, extend the validity of the Bid Bond as requested by the JAKEDA

within seven (7) days of such request, failing which the Bid shall not be

considered as valid.

2.10 Method of submission



2.10.1 Bids are to be submitted in single sealed cover envelope (as mentioned in

Clause 2.10.2) containing Envelope I and Envelope II each one duly sealed

separately. Envelope I and Envelope II should be transcripted in the following

way;

Envelope I transcript - “Bid for development of Micro/Mini Hydel Projects”

Bidder’s Name- _____________________”

Due for opening on 15thApril, 2015

Envelope I: Non-Financial Bid”

Envelope II transcript - “Bid for development of Micro/Mini Hydel Projects”

Bidder’s Name ______________________

Due for opening on 6thMay, 2015

Envelope II: Financial Bid”

2.10.2 The two sealed Envelopes (mentioned in Clause 2.10.1) for the Bid submitted

by Bidders should be packed in a single sealed cover envelope, with the

following superscript:

“Bid for development of Micro/Mini Hydel Projects”

Bidder’s name ____________

Due for opening on 15th April, 2015

The Bidder has the option of sending its Bid either by registered post or speed

post, or courier, or by hand delivery, so as to reach the JAKEDA at the

designated address by the Bid Deadline. Bids submitted by

telex/telegram/fax/e-mail shall not be considered under any circumstances.

JAKEDA shall not be responsible for any delay in receipt of the Bids. Any Bid

received by the JAKEDA after the Bid Deadline shall be returned unopened.

2.10.3 It may be noted that Non-financial Bid (Envelope I) shall not contain any

information/document relating to Financial Bid. If Non-financial Bid contains



any such information/documents, the JAKEDA shall not be responsible for

premature opening of the Financial Bid.

All pages of the Bid submitted and corrections, if any, must be signed by the

authorised signatory on behalf of the Bidder. It is clarified that the same

authorised signatory shall sign all pages of the Bid.

2.10.4 Bid shall be submitted in 1 original + 2 copies which are duly attested by the

Bidder. No change or supplemental information to a Bid will be accepted after

the Bid Deadline, unless the same is requested for by the JAKEDA. Provided

that a Bidder shall always have the right to withdraw or modify it’s Bid before

the Bid Deadline and in such a case if the bid is withdrawn, its Bid shall be

returned unopened.

2.10.5 If the outer cover envelope or Envelope I or Envelope II is not sealed and not

transcripted as required, the JAKEDA will assume no responsibility for the

Bid's misplacement or premature opening.

2.11 Preparation cost

2.11.1 The Bidder shall be responsible for all the costs associated with the

preparation of the Bid and participation in discussions and attending Pre-bid

meetings, etc. JAKEDA shall not be responsible in any way for such costs,

regardless of the conduct or outcome of this bid process.

2.11.2 The cost of this RfP is Rupees Fifty thousand (Rs. 50,000)which shall be

non-refundable. This amount shall be payable by a crossed demand draft or

banker’s cheque drawn in favour of “Jammu & Kashmir Energy Development

Agency” payable at Jammu. The demand draft or banker’s cheque should be

submitted separately along with bid documents on 13th April, 2015.The RfP

shall be available for sale in the office of JAKEDA at Jammu from

24thDecember 2014 up to 10thApril 2015, between which, during office

hours, the qualified bidders at the RfQ stage are required to purchase the RfP

Bid Documents.

2.12 Bid Bond

Each Bidder shall submit the Bid accompanied by Bid Bond issued by any of

the banks listed in Annexure 11. The value of such Bid Bond shall be Rupees

Seven Lakhs Fifty Thousand (Rs. 7,50,000/-) for each MW of eligible

capacity. However if the Bidder chooses to bid for a capacity lower than what

it is eligible for, it will have to submit a Bid Bond with a value of Rupees



Seven Lakhs Fifty Thousand (Rs. 7,50,000/-) for each MW of capacity

he chooses to Bid for.

Illustration: Normally a bidder with an eligible capacity of 5.0 MW would be required

to furnish a Bid Bond with a value of Rs.37.50 Lakhs (i.e. 5 x Rs 7,50,000). However,

in case the bidder chooses to bid for say 3.0 MW, he will have to furnish a Bid Bond

of Rs.22.50 Lakhs only. However in all such cases the Bidder will have to make an

upfront declaration (as mentioned in annexure 15) of the aggregate capacity of the

projects he has chosen to bid for.

The Bid Bond shall be valid for a period of forty (40) days beyond the validity of the

Bid.

The Bid Bond validity date will be 19th November 2015 i.e. 180 + 40 Days

from Bid Deadline date of 13th April, 2015. Also,JAKEDA shall be entitled to

invoke this Guarantee (Bid Bond) until 30 days after the Bid Bond Validity

date i.e. 30 days from 19th November 2015 which is 19th December 2015.

In case the Bid deadline date extends by 2 days then the Bid Bond validity

date and JAKEDA entitlement to invoke the Bid Bond will also extend by 2

days and accordingly.

2.12.1 Subject to the provisions of Clause 2.2.2, the Bid Bond may be invoked by

JAKEDA on account of any of the following:

• Failure to execute the IA and other RfP Project Documents as per the

provisions of Clause 2.2.1.2; or

• Failure to furnish the Performance Guarantee as per Clause 2.2.1.2 and

Clause 2.13; or

• The Bid Bond shall also be invoked by the JAKEDA for submission of

wrong information by the Bidder or making any misrepresentation in Bid

as mentioned in Clause 2.7.1.3.

Intimation of the reasons of the invocation of the Bid Bond shall be given to

the Selected Bidder within three (3) working days after such invocation.



2.12.2 Return of Bid Bond

i. Bid Bonds of all the Bidders who’s Bids are declared non-responsive shall be

returned within a period of thirty (30) days after the date on which Financial

Bids are opened.

ii. The Bid Bond of all unsuccessful Bidders shall be returned and released by

the JAKEDA within a period of thirty (30) days of the occurrence of the earlier

of the following:

a) submission of the Performance Guarantee and payment of acquisition

price by the Successful Bidder as per the provisions of the Project

Documents;

b) Expiry of the Bid Validity/extended validity of unsuccessful Bidders.

2.12.3 The Bid Bond of the Successful Bidder shall be returned on submission of

Performance Guarantee as per Clause 2.13 and the provisions of the IA.

2.13 Performance Guarantee

2.13.1 The Selected Bidder, on behalf of the IPP, shall provide to the JAKEDA within

the time period as specified in Clause 2.2.1.2, the Performance Guarantee in

the format provided in the Annexure 10, for an amount of Rs. 11 Lakh per

MW. The Performance Guarantee shall be initially valid for a period of three

(3) months after the Scheduled COD of the Power Station and thereafter shall

be dealt with in accordance with the provisions of the IA. The Performance

Guarantee shall be issued only by the banks listed in Annexure 11.

2.14 Bidders may note that

2.14.1 Language of the Bid shall be English only.

2.14.2 Bidders shall mention the name of the contact person and complete address

of the Bidder in the covering letter as per Annexure 8.

2.14.3 JAKEDA may, at its sole discretion, ask for additional information and/or seek

clarifications from a Bidder after the Bid Deadline, inter-alia, for the purposes

of removal of inconsistencies or infirmities in its Bid.

2.15 Opening of Bids

2.15.1 Envelope I and Envelope II will be opened as per the following time schedule

and at the venue where the Bids are required to be submitted, in the

presence of one representative from such Bidders who wish to be present:



Opening of Envelope I: [1530] hours (IST) on [15th April 2015]

Opening of Envelope II: [1100] hours (IST) on [6th May 2015]

or such other dates as may be intimated by the JAKEDA to the Bidders

2.15.2 The following information from each Bid will be read out to all the Bidders at

the time of opening of Envelope I and Envelope II:

i. Name of the Bidding Company/ Consortium Members in case of Bidding

Consortium (Format 2 of Annexure ) (applicable only for Envelope I)

ii. Details of Bid Bond (applicable only for Envelope I)

iii. Quoted Bid Variables (applicable only for Envelope II)

2.16 Enquiries

Clarifications under Clause 2.5.3 may be sought from:



16, New Rehari,

Jammur.


Tel – Fax No. 0194-2546495


2.17 Confidentiality

2.17.1 The Parties undertake to hold in confidence this RfP and Project Documents

and not to disclose the terms and conditions of the transaction contemplated

hereby to third parties, except:

a) to their professional advisors;

b) to their officers, contractors, employees, agents or representatives,

financiers, who need to have access to such information for the proper

performance of their activities; or

c) disclosures required under Law.

without the prior written consent of the other Parties.



Provided that the IPP agrees and acknowledges that JAKEDA may at any

time, disclose the terms and conditions of the RfP and the Project Documents

to any person, to the extent stipulated under the Law or Regulations.

2.18 Right of JAKEDA to reject any Bid

The JAKEDA reserves the right to reject all or any of the Bids or cancel the RfP

without assigning any reasons whatsoever and without any liability to the

JAKEDA.

Non submission and/or submission of incomplete data/ information required

under the provisions of RfQ and RfP shall not be construed as waiver on the

part of JAKEDA of the obligation of the Bidder to furnish the said

data/information unless the waiver is in writing.

2.19 Submission of Original RfQ bid Document

On account of unavoidable circumstances (Floods in J&K) that caused

the destruction of the original documents, the RfP bidders are

required to submit the original RfQ bid documents (duly signed and

stamped with company and/or common seal where ever applicable)

once again as it was submitted earlier along with RfP bid submission.

JAKEDA has a second copy of the documents submitted earlier, hence

any deviation from the old documents submitted will tantamount to

rejection of the bid irrespective of bidder being qualified. Non

submission of RfQ document at the stage of RfP submission would

also result in rejection of the bid.



3. EVALUATION CRITERIA

3.1 Bid Evaluation

3.1.1 The Bid evaluation process comprises of the following three steps:

1. Step I – Responsiveness check (Envelope I)

2. Step II - Evaluation of Financial Bids (Envelope II)

3. Step III– Successful Bidder selection

3.2 Step I - Responsiveness check

The Non-Financial Bids submitted by Bidders/ Bidding Consortium shall be

initially scrutinized to establish “Responsiveness”. Subject to Clause 2.14.3, any

of the following conditions may cause the Bid to be considered “Non-

responsive”, at the sole discretion of JAKEDA:

i. Applicable Board Resolutions, as provided in Clause 2.7.1.1 above, not being

submitted; or

ii. Bid not accompanied by a valid Bid Bond; or

iii. Bid not signed by authorised signatory in the manner and to the extent

indicated in this RfP as per Clause 2.10.3 and non-submission of Power of

Attorney/; or

iv. Bid validity being less than that required as per Clause 2.9 of this RfP; or

v. Bid not containing Format 1 (Bidders’ Undertakings) of Annexure ;or

vi. Bid being conditional

vii. Any request for change in composition of a Consortium or change from

Bidding Company to Bidding Consortium or Change in Ownership has not

been permitted by JAKEDA.

viii. Bids having Conflict of Interest

3.3 Step II - Evaluation of Financial Bids

3.3.1 General

3.3.1.1 Envelope II of Bids which has been accepted for opening by JAKEDA, based

on the responsiveness check as specified above in Clause 3.2, shall be

opened in presence of the representatives of the Bidders, who wish to be

present, as per the timelines indicated in Clause 2.15.1. The financial

evaluation of Financial Bids will be carried out based on information

furnished in Envelope II. Provided however, in case Envelope II of only one

Bidder remains after the responsiveness check (Step I) under Clause 3.2,



the Envelope II of such Bidder shall not be opened and the matter shall be

referred to the Government of Jammu and Kashmir.

3.3.1.2 The Financial Bids submitted by Bidders shall be initially scrutinized to

establish “Responsiveness”. Subject to Clause 2.14.3, any conditional

changes in Financial Bid may cause the Bid to be considered “Non-

responsive”, at the sole discretion of the JAKEDA.

3.3.1.3 The Bidder may choose to bid for any number of / all projects from the

projects listed under Clause 1.9, however the allotment of Projects to a

bidder shall be limited to the aggregate capacity for which the bidder has

been qualified at the RfQ stage.

3.3.1.4 The Bidders shall quote the amount of Upfront Premium which it is willing to

pay to JAKEDA for award of the Project.

3.4 Step III– Successful Bidder Selection

3.4.1.1 The Upfront Premium as per Clause 3.3.1.4 shall be ranked from the highest

to the lowest and the Bidder which has quoted the highest amount of

Upfront Premium payable to JAKEDA shall be declared as the Successful

Bidder for that Project and the Letter of Intent shall be issued to such

Successful Bidder, subject to Clause 3.4.1.2.

3.4.1.2 In case the amount of Upfront Premium quoted for the same Project by the

two bidders is identical, then the bidder having better technical experience

based on the documents submitted for meeting the technical criteria in RfQ

shall be considered as Successful Bidder.

3.4.1.3 If the Successful Bidder, to whom the Letter of Intent has been issued does

not fulfill any of the conditions specified in Clause 2.2.1.2, then in

accordance with provisions of clause 2.2.2, the JAKEDA reserves the right to

cancel the Letter of Intent. Further, in such a case, the provisions of clause

2.7.1.3shall apply.

3.4.1.4 The successful bidder, to whom the Letter of Intent is issued, must execute

the Implementation Agreement (IA) with JAKEDA within one (1) month from

the issue of LOI.



Annexure 1: Format for Bid Bond

Format of the Bid Bond

FORMAT OF THE UNCONDITIONAL AND IRREVOCABLE BANK

GUARANTEE FOR BID BOND

(To be on non-judicial stamp paper of appropriate value as per Stamp Act relevant to

place of execution. Foreign entities submitting Bids are required to follow the applicable

law in their country)

In consideration of the [Insert name of the Bidder] submitting the Bid inter alia for

setting up the Micro/mini Hydel Project/s in the state of Jammu & Kashmir in

response to the RfP dated 24thDecember 2014 issued by JAKEDA as amended

from time to time and JAKEDA considering such Bid of [insert the name of the

Bidder] as per the terms of the RfP, the [insert name of bank] hereby agrees

unequivocally, irrevocably and unconditionally to pay to Jammu & Kashmir Energy

Development Agency at 181, Jawahar Nagar, Srinagar, Jammu & Kashmir, -, India

forthwith on demand in writing from Jammu & Kashmir Energy Development Agency

or any Officer authorised by it in this behalf, any amount upto and not exceeding

Rupees ____________only, on behalf of M/s. _______________________ [Insert

name of the Bidder].

This guarantee shall be valid and binding on this Bank up to and including 19th

November, 2015*and shall not be terminable by notice or any change in the

constitution of the Bank or the term of contract or by any other reasons whatsoever

and our liability hereunder shall not be impaired or discharged by any extension of

time or variations or alternations made, given, or agreed with or without our

knowledge or consent, by or between concerned parties.

Our liability under this Guarantee is restricted to Rupees ___________only. Our

Guarantee shall remain in force until 19th November, 2015*. The Jammu &

Kashmir Energy Development Agency shall be entitled to invoke this Guarantee until

19th December, 2015*.

The Guarantor Bank hereby expressly agrees that it shall not require any proof in

addition to the written demand by the Jammu & Kashmir Energy Development

Agency, made in any format, raised at the above mentioned address of the

Guarantor Bank, in order to make the said payment to the JAKEDA.

The Guarantor Bank shall make payment hereunder on first demand without

restriction or conditions and notwithstanding any objection by the Bidder or any



other person. The Guarantor Bank shall not require JAKEDA to justify the invocation

of this BANK GUARANTEE, nor shall the Guarantor Bank have any recourse against

the Jammu & Kashmir energy Development Agency in respect of any payment made

hereunder.

This BANK GUARANTEE shall be interpreted in accordance with the laws of India.

The Guarantor Bank represents that this BANK GUARANTEE has been established in

such form and with such content that it is fully enforceable in accordance with its

terms as against the Guarantor Bank in the manner provided herein.

This BANK GUARANTEE shall not be affected in any manner by reason of merger,

amalgamation, restructuring or any other change in the constitution of the

Guarantor Bank.

This BANK GUARANTEE shall be a primary obligation of the Guarantor Bank and

accordingly Jammu & Kashmir Energy Development Agency shall not be obliged

before enforcing this BANK GUARANTEE to take any action in any court or arbitral

proceedings against the Bidder, to make any claim against or any demand on the

Bidder or to give any notice to the Bidder to enforce any security held by Jammu &

Kashmir State Energy Development Agency or to exercise, levy or enforce any

distress, diligence or other process against the Bidder.

Notwithstanding anything contained hereinabove, our liability under this Guarantee

is restricted to Rs. ___________ (Rs. ________________________ only) and it shall

remain in force until 19th November, 2015*- with an additional claim period of 30

days thereafter. We are liable to pay the guaranteed amount or any part thereof

under this BANK GUARANTEE only if the Jammu & Kashmir Energy Development

Agency serves upon us a written claim or demand.

Signature ____________________

Name___________________

Power of Attorney No._______________

For

______[Insert Name of the Bank]__

Banker's Stamp and Full Address.

Dated this ____ day of ____, 2015

*These dates will stand extended corresponding to the extension in Bid

Deadline. In case the Bid deadline date extends by 2 days then the Bid

Bond validity date and JAKEDA entitlement to invoke the Bid Bond will

also extend by 2 days and accordingly.



Annexure 2: Formats for RfP Project Documents

FORMAT 1:- IA (Enclosed)

Implementation Agreement is provided in a separate document



Annexure 3: Formats for Financial Bid

Format 1: Bid Variables (to be submitted under Envelope II)

RFP Financial Bid

Name of the Bidder

Bidding Consortium

1. Lead Member

2. Co Member

Sr. No.

Name of the Project in the order of

Priority Size (MW)

Premium per MW

Amount Rs. Total Premium Amount Rs.

(1) (2) (3) (4) 5 (3 X4)

1 2 3 4 5 6 7 8 9 10 11 12 13 14 15 16 17

18

19

20

21

22



Note:

1. Please refer Clause2.7.1.4of RfP.

2. The contents of this format shall be clearly stated.

3. In case of any discrepancy of any figures, the figures stated in the total

column shall be considered as final

4. All pages of this format shall be signed by the Authorised Person in whose

name Power of Attorney/Board Resolution as per Clause 2.7.1.1 is issued.

5. The value of Upfront Premium shall not be less than, Rs One(1.0) Lac per

MW for projects with a capacity of higher than 1.0 MW and Rs. Fifty (50)

thousand per MW for projects with a capacity upto 1.0 MW.

Signature of Authorised Person in whose name Power of Attorney/Board

Resolution as per Clause2.7.1.1is issued

Name

In order to facilitate the submission an excel sheet shall be provided to the

Bidders. The excel sheet to be provided to the bidders shall be for reference

only and not to be submitted in soft copy. The bidder shall use the print out of

the excel sheet for submission of financial bid in Envelope II.



Annexure 4: Site Details alongwith Site Map

Detailed Project Report Separately Provided



Annexure 5: Undertaking and Scheduled COD

Format 1: Bidders’ Undertakings

[On the Letter Head of the Bidding Company/Lead Member of Bidding Consortium]

To

Chief Executive Officer, Jammu and Kashmir Energy Development Agency,

(Address to be inserted)

Dear Sir,

Sub: Bidders’ Undertakings for development of Micro/Mini Hydro Power

projects in the state of Jammu & Kashmir

We hereby undertake on our own behalf and on behalf of the IPP, that if selected as

the Successful Bidder for the Project:

1. We give our unconditional acceptance to the RfP Project Documents issued by

Jammu and Kashmir Energy Development Agency as a part of the RfP dated

24th December, 2014, as amended. We shall ensure that the IPP shall

execute such RfP Project Documents as per the provisions of the RfP.

2. We have submitted our Financial Bid strictly as per the formats provided in

Annexure of the RfP, without any deviations, conditions and without

mentioning any assumptions or notes for the Financial Bid in the said

Annexure.

3. We have submitted the Bid on the terms and conditions contained in the RfP

and we hereby confirm our acceptance of all the terms and conditions of RfP.

4. Our Bid (including Financial Bid) is valid up to the period required under

Clause 2.9 of the RfP.

5. Our Bid (including Financial Bid) has been duly signed by authorised signatory

and sealed in the manner and to the extent indicated in this RfP and the

Power of Attorney/Board Resolution as per Clause 2.7.1.1 in requisite format

as per RfP has been enclosed in original with this undertaking.



6. We have assumed that if we are selected as the Successful Bidder, the

provisions of the Joint Deed Agreement submitted at the time of RfQ, to the

extent and only in relation to equity lock in and our liability thereof shall get

modified to give effect to the provisions of clause 2.7.12.1 of RfP and Article

5.29 of IA.(Applicable only in case of a Bidding Consortium)

7. We confirm that the Scheduled COD of the Project shall not be later than 36

months from the obtaining all statutory clearances as stated in article 3.2 of

IA.

8. We confirm that our Financial Bid conforms to all the conditions in the RfP

including:

a) Financial Bid is in the prescribed Format I of Annexure , shall be submitted

duly signed by the Authorised Signatory

b) Financial Bid is unconditional

c) Only one Financial Bid is submitted for a single Project

Signature and name of Authorised Person in whose name Power of

Attorney/Board Resolution as per Clause 2.7.1.1 is issued

Original Power of Attorney/Board Resolution as per Clause 2.7.1.1 is enclosed.

Rubber stamp of the Bidder to be affixed



Format 2: Executive Summary

1.1.a Name of the Bidding Company/ Bidding Consortium

1.1.b Name of the Lead Member in the case of a Bidding Consortium

1.2 Details of the Bidding Consortium

Sr. No.

Name of the Company % of equity participation

Role Envisaged

Note:- If the Selected Bidder proposes to invest in the equity share capital of the

Project in accordance with Clause 2.7.12.2, through its Affiliate(s) or Ultimate Parent

or Parent, the Bidder should indicate the percentage of the shareholding proposed to

be held by such Affiliate(s) or Ultimate Parent or Parent in the IPP. In this case, the

Bidder shall also provide the details of the proposed/actual equity shareholding of

the Selected Bidder or Ultimate Parent or Parent in the said Affiliate(s).

Signature and Name of Authorised Person in whose name Power of Attorney/Board

Resolution as per Clause 2.7.1.1 has been issued



Annexure 6: Formats for Clarifications/ Amendments on the RfP

(Applicable only for the Pre-Bid meeting before submission of the Bid in response to the RfP)

Sr.

No.

Document Clause No.

and Existing

Provision

Clarification

required

Suggested Text for

the amendment

Rationale for the

Clarification or

Amendment

Signature ____________________

For

__________________________

Bidder’s Rubber Stamp and Full Address

(Note: This format shall be used for submission of requests for

clarifications/amendments on the draft RfP)



Annexure 7: Formats for Board Resolutions

Format 1

Format of the Board Resolution for the Bidding Company and each

member of the Consortium

[Reference Clause 2.7.1.1of the RfP]

The Board, after discussion, at the duly convened Meeting on _________ [insert

date], with the consent of all the Directors present and in compliance of the

provisions of the Companies Act, 1956, passed the following Resolution:

RESOLVED THAT pursuant to the provisions of the Companies Act, 1956 and

compliance thereof and as permitted under the Memorandum and Articles of

Association of the Company, approval of the Board be and is hereby accorded for

investment of…… percent (……. %) of the total equity share capital requirements of

the Project representing the entire amount proposed to be invested by the Company

for the ______ Micro/Mini Hydro Power Projects, partly by acquisition from Jammu

and Kashmir Energy Development Agency and partly by subscribing to the new

equity shares, as per the terms of the RfP.

FURTHER RESOLVED THAT approval of the Board be and is hereby accorded to

contribute such further amount over and above the said percentage limit to the

extent becoming necessary towards the total equity share obligatory on the part of

the Company pursuant to the terms and conditions contained in the Joint Deed

Agreement dated ______executed by the Company as per the provisions of RfQ.

**

[Note: In the event, the investing entity is an Affiliate or Parent or

Ultimate Parent of the Selected Bidder, the following paras in the Board

Resolution shall also be passed;]

RESOLVED THAT the Board hereby acknowledges the Board Resolution dated

______ passed by the [Name of the Affiliate(s)/Parent/Ultimate Parent]

regarding the investment of……..percent(…….%)of the total equity share capital

requirements of the IPP, which is to be invested by the [Name of the Affiliate(s)/

Parent/Ultimate Parent] for the [Insert name of the Project], partly by acquisition

from JAKEDA and partly by subscribing to the new equity shares, as per the terms of

the RfP.



FURTHER RESOLVED THAT ___________, be and is hereby authorised to enter into

take all the steps required to be taken by the Company in this regard, including in

particular, signing of the Bid, making changes thereto and submitting amended Bid,

all the related documents, certified copy of this Board Resolution or letter,

undertakings etc, required to be submitted to JAKEDA as part of the RfP or such

other documents as may be necessary in this regard.

Certified True Copy

Notes:-

1) This certified true copy should be submitted on the letterhead of the

Company, signed by the Company Secretary or any of the authorised

Directors of the Company and the rubber stamp for the Company shall be

affixed.

2) The contents of the format should be suitably re-worded indicating the

identity of the entity passing the resolution i.e. the Bidding Company, each

Member of the Bidding Consortium.

3) This format may be modified only to the limited extent required to comply

with the local regulations and laws applicable to a foreign entity submitting

this resolution. For example, reference to Companies Act 1956 may be

suitably modified to refer to the law applicable to the entity submitting the

resolution. However, in such case, the foreign entity shall submit a certificate

signed by a person authorized by law of the Bidder’s country certifying that

the resolution has been provided in compliance with the applicable local laws

outside India and that this format has been modified only to the limited

extent to comply with applicable foreign law.

**Applicable only for Bidding Consortium. To be adopted by Lead

Member



Format 2

Format for the Board Resolution of Affiliate/s and Parent or Ultimate

Parent

The Board, after discussion, at the duly convened Meeting on _________ [insert

date], with the consent of all the Directors present and in compliance of the

provisions of the Companies Act, 1956, passed the following Resolution:

RESOLVED THAT pursuant to the provisions of the Companies Act, 1956 and

compliance thereof and as permitted under the Memorandum and Articles of

Association of the Company, approval of the Board be and is hereby accorded for

issuing an Undertaking to JAKEDA named in the RfP, in the format specified in the

RfP issued by JAKEDA, draft of which is attached hereto and initialed by the

Chairman whereby the Company undertakes to invest ……. % of the total equity

share capital requirements of the IPP, as per the terms of the RfP, representing the

entire amount proposed to be invested by [insert the name of the Bidder or

member] for the said Project, in case of failure of [insert the name of the Bidder or

member] to make such investment”.

FURTHER RESOLVED THAT the Board hereby acknowledges the Board Resolution

dated________ passed by [Name of the Bidder/Member in a Consortium] regarding

the reiteration of the terms and conditions of the Joint Deed Agreement dated

_________ including in particular the obligations of [Name of the Selected Bidder]

pertaining to joint and several liability to the extent of 100% equity contribution to

the project, i.e., for both its own liability as well as the liability of all the other

members of the consortium, viz., [Insert names of all the other Members in a

Consortium for the Bid] and consent of the Board is hereby accorded for issuing an

Undertaking to JAKEDA named in the RfP, in the format specified in the RfP issued

byJAKEDA, draft of which is attached hereto and initialed by the Chairman whereby

the Company undertakes to invest 100 % of the total equity share capital

requirements of the IPP, as per the terms of the said Joint Deed Agreement.**

FURTHER RESOLVED THAT ___________, be and is hereby authorised to enter into

and take all the steps required to be taken by the Company in this regard, including

in particular, signing the said Undertaking, issuing the same to the JAKEDA of all the

related documents, certified copy of this Board resolution or letter, undertakings etc,

required to be submitted to JAKEDA as part of the RfP or such other documents as

may be necessary in this regard.



Certified True Copy

Notes:-

1) This certified true copy should be submitted on the letterhead of the

Company, signed by the Company Secretary or any of the authorised

Directors of the Company and the rubber stamp for the Company shall be

affixed.

2) The contents of the format should be suitably re-worded indicating the

identity of the entity passing the resolution i.e. the Bidding Company, each

Member of the Bidding Consortium.

3) This format may be modified only to the limited extent required to comply

with the local regulations and laws applicable to a foreign entity submitting

this resolution. For example, reference to Companies Act 1956 may be

suitably modified to refer to the law applicable to the entity submitting the

resolution. However, in such case, the foreign entity shall submit a certificate

signed by a person authorized by law of the Bidder’s country certifying that

the resolution has been provided in compliance with the applicable local laws

outside India and that this format has been modified only to the limited

extent to comply with applicable foreign law.

** Applicable only for Consortium to be adopted only by the

Affiliate/Parent /Ultimate Parent of the Lead Member in a Bidding

Consortium



Annexure 8: Format for Covering Letter

[On the Letter Head of the Bidding Company/Lead Member of the Bidding Consortium]

Bidder's Name:

Full Address:

Telephone No.:

E-mail address:

Fax / No.:

To

CEO, Jammu and Kashmir Energy Development Agency

(Insert Address)

Sub: Bid for development ofMicro/Mini Hydro Power Projects

Dear Sir,

We, the undersigned Bidder having read and examined in detail the

RfP for development of Micro/Mini Hydro Power Projects in the state of Jammu &

Kashmir, hereby submit our Bid comprising of Financial Bid and Non-Financial Bid.

1) Bid Bond

We have enclosed a Bid Bond of Rs.___________, in the form of bank guarantee no.

_______________ dated __________ as per your proforma (Annexure ) from a

___________ (insert name of bank providing Bid Bond) and valid upto ___________

in terms of Clause 2.12 of the RfP.

2) Acceptance

We hereby unconditionally and irrevocably agree and accept that the decision made

by JAKEDA regarding any matter regarding or arising out of the RfP shall be binding

on us. We hereby expressly waive any and all claims in respect of Bid process.

3) Familiarity With Relevant Jammu and Kashmir and Indian Laws &

Regulations

We confirm that we have studied the provisions of relevant Indian laws and

regulations as required to enable us to quote for this Bid and execute the RfP Project



Documents, if awarded. We further undertake and agree that all such factors as

mentioned in Clause 2.7.2 of RfP have been fully examined and considered while

submitting the Bid.

4) Contact Person

Details of contact person as required under Clause 2.14.2 furnished as under:

Name

Designation

Company

Address

Phone Nos

Fax Nos.

E-mail address

We are enclosing herewith Envelope I and Envelope II containing duly signed

formats each one duly sealed separately, in 1 original + two copies (duly attested)

as desired by you in your RfP for your consideration.

Dated the _________ day of _________ of 2015

Thanking you,

We remain,

Yours faithfully,

Name and Signature of Authorised Person in whose name Power of Attorney/Board

Resolution as per Clause 2.7.1.1 is issued



Annexure 9: Formats for Power of Attorney

(To be on non-judicial stamp paper of appropriate value as per Stamp Act relevant to place of

execution. The foreign Bidder to follow the applicable law in their country)

Format 1: Power of Attorney to be provided by the Bidding Company/Lead

Member in favour of its representative

Know all men by these presents, We………………………………………………….(name and

address of the registered office) do hereby constitute, appoint and authorise Mr. /

Ms………………………………(name and residential address) as our true and lawful

attorney, to do in our name and on our behalf, all such acts, deeds and things

necessary in connection with or incidental to submission of our Bid for the Project in

response to the Request For Proposal dated 24th December, 2014 issued by

Jammu and Kashmir Energy Development Agency (‘RfP’), as amended, including

signing and submission of the Bid and all documents specified in the RfP, including,

undertakings, letters, certificates, acceptances, clarifications, guarantees, etc,

making representations to JAKEDA, and providing information / responses to

JAKEDA, representing us in all matters before JAKEDA and generally dealing with

JAKEDA in all matters in connection with our Bid for the said Project.

We hereby agree to ratify all acts, deeds and things done by our said attorney

pursuant to this Power of Attorney and that all acts, deeds and things done by our

aforesaid attorney shall and shall always be deemed to have been done by us.

All the terms used herein but not defined shall have the meaning ascribed to such

terms under the RfP.

Signed by the within named

_____________________[Insert the name of the executant]

through the hand of

Mr ._____________________

duly authorised signatory

Dated this ___ day of 2015

Accepted



Signature of Attorney

(Name, designation and address of the Attorney)

Attested

(Signature of Executant)

(Name, designation and Address

of the Executant)

Signature and stamp of

Notary of the place of execution

Note:

(1) The mode of execution of the Power of Attorney should be in accordance with

the procedure, if any, laid down by the applicable law and the charter documents of

the executant(s) and the same should be under common seal of the executant

affixed in accordance with the applicable procedure. Further, the person whose

signatures are to be provided on the Power of Attorney shall be duly authorised by

the executant(s) in this regard.



Format 2: Power of Attorney to be provided by each of the other members

of the Consortium in favor of the Lead Member

WHEREAS Jammu and Kashmir Energy Development Agency have issued Request

For Qualification on February19, 2014 (‘RfQ’) and Request For Proposal dated 24th

December, 2014, as amended (‘RfP’) for inviting the bids in respect of setting up

of Mini/Micro Hydro Power Projects in the state of Jammu & Kashmir on the terms

and contained in the RfP and the RfP Project Documents (as defined in RfP);

AND WHEREAS ___________, _______________, ____________ and

________________ [Insert names of all members of Consortium] the members of

the Consortium are desirous of submitting Bid in response to the RfP, and if

selected, undertaking the project as per the terms of RfP and RfP Project

Documents;

AND WHEREAS all the members of the Consortium have agreed under the Joint

Deed Agreement dated _____ entered into between all the members and submitted

to [Insert name of Authorised Representative] in response to the RfQ, to appoint

______ [Insert the name] as Lead Member to represent all the other members of

the Consortium for all matters regarding the RfP and the Bid;

AND WHEREAS pursuant to the terms of the RfP, we hereby designate M/s

________ (insert name of the Lead Member] as the Lead Member to represent us in

all matters regarding the Bid and the RfP, in the manner stated below:-

Know all men by these presents, We…………………………………………………. (name and

address of the registered office) do hereby constitute, appoint and authorise

………………………………[name and registered office address of the Lead Member],

which is one of the members of the Consortium, to act as the Lead Member and our

true and lawful attorney, to do in our name and on our behalf, all such acts, deeds

and things necessary in connection with or incidental to submission of Consortium’s

Bid for the Project in response to the Request For Proposal dated 24th December,

2014 issued by JAKEDA, as amended (‘RfP’), including signing and submission of

the Bid and all documents specified in the RfP, including, undertakings, letters,

certificates, acceptances, clarifications, guarantees, etc, making representations to

JAKEDA, and providing information / responses to JAKEDA, representing us and the

Consortium in all matters before JAKEDA, and generally dealing with JAKEDA in all

matters in connection with our Bid for the said Project, till completion of the bidding

process in accordance with the RfP and signing of all the RfP Project Documents by

all the parties thereto.



We hereby agree to ratify all acts, deeds and things done by our said attorney

pursuant to this Power of Attorney and that all acts, deeds and things done by our

aforesaid attorney shall and shall always be deemed to have been done by us.

All the terms used herein but not defined shall have the meaning ascribed to such

terms under the RfP.

Signed by the within named

_____________________[Insert the name of the executant]

through the hand of

Mr. _____________________

duly authorised signatory

Dated this ___ day of 2015

Accepted

Signature of Attorney

(Name, designation and address of the Attorney)

Attested

(Signature of Executant)

(Name, designation and Address

of the Executant)

Signature and stamp of

Notary of the place of execution

Note:

The mode of execution of the Power of Attorney should be in accordance with the

procedure, if any, laid down by the applicable law and the charter documents of the

executant(s) and the same should be under common seal of the executant affixed in

accordance with the applicable procedure. Further, the person whose signatures are

to be provided on the Power of Attorney shall be duly authorised by the executant(s)

in this regard.



Annexure9A: Format of Undertaking

[On the Letter Head of the Parent /Affiliates/Ultimate Parent]

Name:

Full Address:

Telephone No.:

E-mail address:

Fax / No.:

To

The CEO,

JAKEDA

_____________

_____________

JAKEDA

Sub: Undertaking for equity investment

Dear Sir,

We refer to the Request For Qualification [Insert date] (‘RfQ’) and Request For

Proposal dated 24th December, 2014, as amended (‘RfP’) issued by you regarding

setting up of Mini/Micro Hydro Power Projects in the state of Jammu & Kashmir.

We have carefully read and examined in detail the RfQ and the RfP, including in

particular, Clause 5.3.7 of the RfQ and Clause 2.7.1.1of the RfP, regarding

submission of an undertaking regarding the investment in the equity share capital of

the Project. We have also noted the amount of the equity investment required in

the IPP for the Project by the [Insert the name of the Bidder or the Consortium

Member] for the Project.

In view of the above, we hereby undertake to you and confirm that in the event of

failure of [Insert the name of the Bidder or the Consortium Member] to invest in full

or in part, in the equity share capital of the IPP as specified in the RfQ and/or RfP

[and/or the Joint Deed Agreement to the extent applicable]***, we shall invest the



said amount not invested by [Insert the name of the Bidder or the Consortium

Member] in the proposed Special Purpose Vehicle to be formed for the Project.

We have attached hereto certified true copy of the Board Resolution whereby the

Board of Directors of our Company has approved issue of this Undertaking by the

Company.

All the terms used herein but not defined, shall have the meaning as ascribed to the

said terms under the RfP.

Signature and Name of the Authorised representative of the Company

Company rubber stamp/seal

*** The language in [] may be added in case of Lead Member in a Bidding

Consortium



Annexure 10: Format for Performance Guarantee

To be submitted by the Successful Bidder after issuance of LOI

(To be on non-judicial stamp paper of appropriate value as per Stamp Act relevant to place of

execution. Foreign entities submitting Bids are required to follow the applicable law in their country)

In consideration of the [Insert name of the Selected Bidder or Selected Bidder on

behalf of the IPP] agreeing to undertake the obligations under the IA dated _______

and the other RfP Project Documents, agreeing to execute the IA and the other RfP

Project Documents inter alia with the IPP, regarding setting up the Power Station of

the capacity of ……….. MW, in the state of Jammu & Kashmir, the _______________

[insert name of bank] (hereinafter referred to as “Guarantor Bank”) hereby agrees

unequivocally, irrevocably and unconditionally to pay to Jammu & Kashmir Energy

Development Agency, Jammu, Jammu & Kashmir, India forthwith on demand in

writing from JAKEDA or any Officer authorised by it in this behalf, any amount upto

and not exceeding Rupees ______________ only [Insert the amount of the bank

guarantee in respect of JAKEDA as per the terms of IA], on behalf of M/s.

_______________________ [Insert name of the IPP or the Selected Bidder on

behalf of the IPP].

This guarantee shall be valid and binding on this Bank up to and including

_________________ and shall not be terminable by notice or any change in the

constitution of the Bank or the term of contract or by any other reasons whatsoever

and our liability hereunder shall not be impaired or discharged by any extension of

time or variations or alternations made, given, or agreed with or without our

knowledge or consent, by or between parties to the respective agreement.

Our liability under this Guarantee is restricted to Rs. ___________ (Rs.

________________________ only). Our Guarantee shall remain in force until

__________________. JAKEDA shall be entitled to invoke this Guarantee till _____

[Insert date which is 30 days after the date in the preceding sentence].

The Guarantor Bank hereby agrees and acknowledges that the JAKEDA shall have a

right to invoke this BANK GUARANTE in part or in full, as it may deem fit.

The Guarantor Bank hereby expressly agrees that it shall not require any proof in

addition to the written demand by the JAKEDA, made in any format, raised at the

above mentioned address of the Guarantor Bank, in order to make the said payment

to JAKEDA.



The Guarantor Bank shall make payment hereunder on first demand without

restriction or conditions and notwithstanding any objection by JAKEDA and [Insert

name of the Selected Bidder] and/or any other person. The Guarantor Bank shall not

require the JAKEDA to justify the invocation of this BANK GUARANTEE, nor shall the

Guarantor Bank have any recourse against the JAKEDA in respect of any payment

made hereunder

This BANK GUARANTEE shall be interpreted in accordance with the laws of India.

The Guarantor Bank represents that this BANK GUARANTEE has been established in

such form and with such content that it is fully enforceable in accordance with its

terms as against the Guarantor Bank in the manner provided herein.

This BANK GUARANTEE shall not be affected in any manner by reason of merger,

amalgamation, restructuring or any other change in the constitution of the

Guarantor Bank.

This BANK GUARANTEE shall be a primary obligation of the Guarantor Bank and

accordingly JAKEDA shall not be obliged before enforcing this BANK GUARANTEE to

take any action in any court or arbitral proceedings against the [Insert name of IPP]

or the Selected Bidder, to make any claim against or any demand on [Insert name of

IPP] or the Selected Bidder or to give any notice to [Insert name of IPP] or the

Selected Bidder or to enforce any security held by JAKEDA or to exercise, levy or

enforce any distress, diligence or other process against [Insert name of IPP] or the

Selected Bidder.

The Guarantor Bank acknowledges that this BANK GUARANTEE is not personal to the

JAKEDA and may be assigned, in whole or in part, (whether absolutely or by way of

security) by JAKEDA to any entity to whom the JAKEDA is entitled to assign its rights

and obligations under the IA.

Notwithstanding anything contained hereinabove, our liability under this Guarantee

is restricted to Rs. ___________ (Rs. ________________________ only) and it shall

remain in force until ___________ [Date to be inserted on the basis of Article _____

of IA] with an additional claim period of thirty (30) days thereafter. We are liable to

pay the guaranteed amount or any part thereof under this Bank Guarantee only if

JAKEDA serves upon us a written claim or demand.

Signature ____________________

Name___________________



Power of Attorney No._______________

For

______[Insert Name of the Bank]__

Banker's Stamp and Full Address.

Dated this ____ day of ____, 20__

.

Note: The Performance Guarantee may be submitted by the Bidder on behalf of the

Project Company or the IPP



Annexure 11: List of Banks

LIST OF BANKS

1. Scheduled Commercial Banks

SBI and Associates

1. State Bank of India

2. State Bank of Bikaner and Jaipur

3. State Bank of Hyderabad

4. State Bank of Indore

5. State Bank of Mysore

6. State Bank of Patiala

7. State Bank of Saurastra

8. State Bank of Travancore

Nationalised Banks

1. Allahabad Bank

2. Andhra Bank

3. Bank of India

4. Bank of Maharashtra

5. Bank of Baroda

6. Canara Bank

7. Central Bank of India

8. Corporation Bank

9. Dena Bank

10. Indian Bank

11. Indian Overseas Bank

12. Oriental Bank of Commerce

13. Punjab National Bank

14. Punjab and Sind Bank

15. Syndicate Bank

16. Union Bank of India

17. United Bank of India

18. UCO Bank

19. Vijaya Bank



2. Foreign Banks

1 Banks of America NA

2 Bank of Tokyo Mitsubishi Ltd.

3 BNP Paribas

4 Calyon Bank

5 Citi Bank N.A.

6 Deutsche Bank A.G.

7 The Hongkong and Shanghai Banking Corporation Ltd.

8 Standard Chartered Bank

9 UFJ Bank Ltd.

10 Sumitomo Mitsui Banking Corporation

11 Societe Generale

12 Barclays Bank

13 ABN Amro Bank N.V.

14 Bank of Nova Scotia

3. Scheduled Private Banks

1 ING Vysya Bank Ltd.

2 ICICI Bank Ltd.

3 HDFC Bank Ltd.

4 IDBI Bank Ltd.

5 Axis Bank.

6 J&K Bank

Note:

The above list of banks is indicative and can be modified by JAKEDA as required and

any such change shall not be construed as a deviation from this document.



Annexure 12: Excel Sheet for Bid Submission

Not Applicable



Annexure 13: Illustration for Applicable Board Resolutions

Requirements under 2.7.1.1

Investor in the IPP Entities (other

than Bidder) whose credentials

(financial and/or technical) used

by the Bidder for

meeting RfQ

criteria

Applicable Board

Resolutions

Requirement of

Undertaking (Annexure 10A)

Bidder himself for 100% equity

None a) Format 1 of Annexure 8 – Resolution* 1 and 4 from the

Bidder

No

Bidder himself for 100% equity

Affiliate and/or Parent and/or

Ultimate Parent

a) Format 1 of Annexure 8 – Resolution* 1 and 4 from the

Bidder b) Format 2 of Annexure 8 by

either Parent/ Affiliate(s) whose

credentials have been used, or

Ultimate Parent.

Provided, if the Bidder himself is the Ultimate Parent, then

Format 2 need not be provided.

Yes, by either Parent/ Affiliate(s) whose

credentials have been used, or Ultimate

Parent. Provided, if the

Bidder himself is the

Ultimate Parent, then

the undertaking need not be provided

Bidder himself + others (Affiliate and/or

Parent and/or Ultimate

Parent) in aggregate holding 100% equity

None a) Format 1 of Annexure 8 – Resolution* 1, 3 and 4 from the

Bidder.

b) Format 1 of Annexure 8 – Resolution* 1 from the Affiliate

and/or Parent and/or Ultimate

Parent investing in the equity

None

Bidder himself +

others (Affiliate and/or Parent and/or Ultimate

Parent) in aggregate holding 100% equity

Affiliate and/or

Parent and/or Ultimate Parent

a) Format 1 of Annexure 8 –

Resolution* 1, 3 and 4 from the Bidder.

b) Format 1 of Annexure 8 – Resolution* 1 from the Affiliate

and/or Parent and/or Ultimate

Parent investing in the equity c) Format 2 of Annexure 8 by

either Parent/ Affiliate(s) whose credentials have been used,

Ultimate Parent

Yes, by either Parent/

Affiliate(s) whose credentials have been

used, or Ultimate Parent

*Note:

1. Resolution No. 1 - the second para of the Format No 1, Annexure 8 starting with “RESOLVED

THAT pursuant to the provisions”

2. Resolution No. 3 - the third para (immediately below the note) of the Format No 1, Annexure

8 starting with “RESOLVED THAT the Board hereby acknowledges”

3. Resolution No. 4 – the fourth para of the Format No 1, Annexure 8 starting with “FURTHER

RESOLVED THAT”

4. Wherever, the Resolution No. 3 is required to be submitted, it should be supported by a

separate resolution for investment in equity by the concerned entity in the format as per

Resolution No. 1.



Annexure 14: Format of Disclosure

[On the letter head of Bidding Company/Each Member in a Bidding

Consortium]

Disclosure

We hereby declare that the following companies with which we have direct or

indirect relationship are also separately participating in this Bid process as per

following details

Sr.

No

Name of the Company Relationship

1

2

3

In case there is no such company in the column “name of the company” write “Nil”

Further we confirm that we don’t have any Conflict of Interest with any other

company participating in this bid process.

Signature ofChief Executive Officer/Managing Director

1. The above disclosure should be signed and certified as true by the Chief

Executive Officer/Managing Director being full time Director Bidding Company

or Member, in case of a Consortium.



Annexure 15: Upfront Declaration

[On the letter head of Bidding Company/Lead Member in a Bidding

Consortium]

[Applicable only to the Bidders who have chosen to Bid for a capacity

lower than what they are eligible for and consequently require to furnish a

Bid bond with a lower value]

We hereby declare that while we ___________________________ {insert name of

Bidding Entity/Bidding Consortium} have been declared as qualified and eligible for

projects with aggregate capacity of ____ MW, we have chosen to bid for only ____

MW in this bidding process. Consequently the value of Bid Bond required to be

furnished along with the Bid stands at Rs. ________ {insert an amount based on

Rs.7.50 Lakhs for each MW of capacity chosen to be Bid}.

Signature of Chief Executive Officer/Managing Director

1. The above disclosure should be signed and certified as true by the Chief

Executive Officer/Managing Director being full time Director Bidding Company or

Member, in case of a Consortium.

2. In case the Bidder bids for a capacity higher than the capacity declared above, its

Bid shall stand to be rejected.