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Ref: BPCL/LOBP/BGB SLOP 2015 24.12.14 SUBJECT: SALE OF SLOP OIL ON AS IS WHERE IS BASIS LYING AT BHARAT PETROLEUM CORPORATION LIMITED LUBE OIL BLENDING PLANT BUDGE BUDGE We invite your Highest Offer (digitally signed and encrypted) as per the format for disposal of Lubricant oil slop on as is where is basis (as per Schedule of Materials in Annexure A) from our Budge Budge Lube plant on . The address of the Plant is given below: M/s Bharat Petroleum Corporation Ltd., Budge Budge Lubricant blending Plant 2 Graham Road, Budge Budge Kolkata -7000137 The rates should be submitted strictly as per the format on our e-procurement site https://bpcl.eproc.in/. In the event of any violation, BPCL reserves the right to reject the offer without assigning any reasons thereof. BPCL also reserves the right to cancel the tender at its own discretion. Your documents pertaining to bid should reach us at the following address along with necessary documents and EMD of Rs.100000/- in the name of BHARAT PETROLEUM CORPORATION LIMITED payable at KOLKATA on or before 15.01.2015 at 11:00 Hrs. Documents received late after the due date / time shall be rejected even due to postal delay. Price bid opening can be checked online on our e-procurement website. The price bid would be opened after evaluation of the bid documents and would be available online. Parties whose bids would be opened would be intimated separately Tender should be complete in all respects. Completed tender documents (without rates) should be addressed and sent to: Deputy Manager (Engg), M/s Bharat Petroleum Corporation Ltd., Lubricant Plant, 2 Grahams Road, Budge Budge, 24 S Parganas, Kolkata -700137 033-24986467, +919051175805, vineetkashyap@bharatpetroleum.in

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Terms & Conditions: 1. You have to download the tender document from our website www.bharatpetroleum.com , DD for Rs 5618/- (Rupees Five Thousand Six Hundred and eighteen only) per set (non-refundable) in favour of ‘Bharat Petroleum Corporation Limited’ payable at KOLKATA should also be attached with the documents. The name of the tenderer should be mentioned on the reverse of the DD. 2. The tender should be filled strictly as per the format and no variation is allowed. Tenders of party not submitted with complete details as required hereunder or not giving details as per format may be rejected by the Corporation. 3. The notarized copy of certificate for registration under state “pollution control board”/Ministry of Environment & Forest, for reprocessing of slop/waste /used lubricant oil/off-spec and contaminated lubricant oil” must be enclosed. The certificate should be valid for 180 days from the date of opening of tender. Copy of the same should be submitted with the qualification documents 4. You have to submit an undertaking on a non judicial stamp paper of Rs 100/-, duly notarized (at time of submission of offer) for the following:

a. About your credentials i.e. Name, Address, Fathers name and Firms name

b. That you have spare capacity available (within your overall quantity permitted by Pollution Control Board / Ministry of Environment & Forest) for processing of quantity under this tender to the tune of quantity of slop oil tendered

c. That you will reprocess (as per and within norms of Pollution Control Board) the above

waste / old / contaminated oils (in the said tender) to meet the requirements of their intended applications, within 60 days of upliftment of product, if contract is awarded to you

d. That you understand that these products (in this tender) are lubricant slop (mixture of

different grade of lubricant oil) stocks

e. That you also understand that these products (in this tender) may or may not be contaminated.

f. That if contract is awarded to you, you will not resell these products (in this tender) in

brand name of MAK/Bharat Petroleum Corporation Limited in any form whatsoever.

g. That you have seen the condition of all products (in this tender) and that you will not make any claims for compensation/and stay firm on your offer, in case of leakage / deterioration in quality due to handling / storage from time of this tender up to actual upliftment.

h. That you understand that the slop oil is stored in barrels of 210 liters capacity in the location and during upliftment, the barrels would be decanted and loaded into tank lorries (with valid calibration certificate and RC) of 12kl/18kl capacity placed by you under product name which would be given later. Party to depute their authorized representative for product upliftment and BPCL would not take any responsibility for the tank lorry/crew member or the product once it leaves BPCL premises

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i. That you understand that the quality parameters are different in each of the barrels and the density/temperature of the composite product in the loaded tank lorry would be taken as the basis for billing/invoicing. Barrel decantation may be witnessed by you/your representative

h. The validity of your offer is for 180 days from the date of opening of tender or till

completion of upliftment of product whichever is later.

i. That you understand and accept that there would be no downward revision in the rate quoted by you till the entire slop quantity as per BPCL is uplifted

j. That you understand that the total quantity of slop lubricant oil as indicated in the tender is approximate and actual quantity may be less than the tendered quantity. In such a situation, the balance amount would be returned back to you after the completion of billing for the entire lot.

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5. The documents must accompany EMD in the form of Demand Draft from any scheduled bank in favour of Bharat Petroleum Corporation Ltd. payable at KOLKATA for Rs 100000/-. The EMD shall be refunded after the finalization of the tender only to unsuccessful tenderer. The EMD of the successful tenderer would be held till the job is completed. EMD would be forfeited if any of the tenderer refuses to accept the offer. 6. The inspection of materials would be allowed till the day before close of tender i.e 14.01.2015. Inspection should be done on week days (from Monday to Saturday), except holidays if any during the period from 27.12.14 to 14.01.2015 between 09-30 am and 05-00 pm with appointment at least one day in advance. Please note that as the total stock is kept in barrels, it would not be feasible to draw and issue sample from each barrel for inspection. Randomly maximum 5 samples from barrels as nominated by the party would be drawn and handed over to the party for inspection. If you wish to inspect the stocks at the Plant, prior intimation should be given to the undersigned. The Location’s complete address and the name of contact persons along with Telephone no. is as under. M/s Bharat Petroleum Corporation Ltd., Budge Budge Lubricant blending Plant 2 Graham Road, Budge Budge Kolkata -7000137 Contact Person : Mr. Vineet Kashyap Mobile no .. – 033-24986467/9051175805 7. You would be required to uplift the material strictly on “As is Where is Basis”, Ex Plant i.e. Budge Budge (transportation to be arranged by you ex Plant) and you need to make payment by Demand draft in advance for the total value of entire tendered quantity as per your quotation including applicable taxes and duties 8. The rate should be Basic price Rs. / Litre(L29) in case of oils. Taxes (and local levies, if any) would be added extra as applicable. The rates are to be necessarily put on our e-procurement website https://bpcl.eproc.in/. Rates of only those parties who submit the required qualification documents along with the EMD before the tender due date at office address as mentioned within the due date only would be opened for evaluation. The bid of the parties who are rendered as not qualified would not be opened. Decision with respect to qualification of the party would be taken solely by Bharat Petroleum Corporation Limited and would be final PARTIES ARE ADVISED TO QUOTE BASIC RATE IN THE QUOTATION. EXCISE DUTY, VAT, TCS AND ANY OTHER TAXESOR LEVIES AS APPLICABLE WLL BE CHARGED EXTRA, PRESENTLY FOLLOWING ARE THE DUTIES AND TAXES APPLICABLE ON BASIC COST: EXCISE DUTY : 14.42 % AS APPLICABLE VAT: 14.5 % (The above rate may vary in the event of change in rules). IF PARTY’S QUOTE ARE DIFFERENT FROM THIS THEN BPCL WILL CALCULATE BASIC RATE WORKING FROM THE APPLICABLE TAXES & DUTIES AND PARTY’S QUOTES WILL BE COMPARED.

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9. Payment would be required to be deposited 5 days in advance from the date of upliftment through DD from any of the scheduled bank payable at Kolkata, in favour of Bharat Petroleum Corporation Limited. and you need to make payment for the entire quantity in advance . 10. The Rate should be valid for minimum of 180 days from the due date or completion of upliftment as certified by BPCL whichever is later. 11. All the terms and conditions as specified from time to time by BPCL will apply. 12. Submission of quotation by the tenderer shall mean that, the tenderer has inspected the facilities/materials available for disposal at the site and fully satisfied himself regarding the condition, sizes, quantity, accuracy numerically and/or dimensionally etc. of the items available for sale. Loading & transportation would be on the tenderer’s account. 13. The quantities shown are only approximate. The actual quantities available at site will be delivered to the successful tenderer at the rates quoted by him. No claim will be entertained for variation in the quantities mentioned in the tender. Once material is inspected by the tenderer, the same shall be lifted by the successful tenderer, with no material left over and with no complaint on account of quality of the material. 14. The contract shall be awarded to H1 (Highest Quote) party 15. The successful party shall be required to uplift the material within one month after intimation, failing which the EMD shall be forfeited. 16. The party would be required to submit an undertaking (Annexure B) as per the format enclosed on a non judicial stamp paper of Rs 100/-, duly notarized 17. In case of any dispute the decision of the Location In-Charge / Undersigned, shall be final and would be binding for execution.

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18. You are required to sign this tender document along with Annexures on all pages with rubber stamp and submit same as token of acceptance of tender terms. 19. Consortium bidding is not allowed 20. All the participating parties would need to get themselves registered on our e-tendering site https://bpcl.eproc.in/ for participating in the tendering process. Arrangement of necessary digital signature certificate and encryption certificate would be in the scope of the participating party. 21. Parties who submit necessary documents as per this tender document along with the declaration in the format as given in the annexure would be considered for the opening of the price bid. Decision of Bharat Petroleum Corporation Limited would be final and binding for arriving at the technically qualified parties 22. Placement of order on the H1 party is sole prerogative Bharat Petroleum Corporation Limited (BPCL) and BPCL would be in its right to cancel the tender at any point of the process. 23. In case of any further clarification you may contact at the aforesaid address on any working day between 10.00 am and 05.00 pm. Thanking You Yours faithfully, For Bharat Petroleum Corporation Ltd. Plant Manager(Lube Oil Blending Plant) Budge Budge, Kolkata

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ANEEXURE A

SCHEDULE OF MATERIALS

Sr. No. Material Qty (in L29)

1 Mixed lubricant oil slop 147,000

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ANNEXURE B

UNDERTAKING

I/We -----------------------------------------------------------------------------------------------have entered into Letter of Intent ------------------------ dated --------------- with M/s Bharat Petroleum Corporation Limited to procure old non-moving /slow-moving stocks of lubricating oils/greases in different packages on as-is-where-is basis from -------------------------------------------------------- depot / installation located at ----------------------------------. I/We ----------------------------------------- understand that these products are old stocks which have exceeded their shelf life and are not fit to be used for their intended applications as such. It was also explained to me/us that these products are contaminated. In view of the above, I/we ---------------------------- give the following undertaking:-

1 That I/We have spare capacity available (within your overall quantity permitted by Pollution Control Board / Ministry of Environment & Forest) for processing of quantity under this tender to the tune of quantity of slop oil tendered

2 That I/We will reprocess (as per and within norms of Pollution Control Board) the above

slop oils (in the said tender) to meet the requirements of their intended applications, within 60 days of upliftment of product, if contract is awarded to me/us

3 That I/We understand that these products (in this tender) are lubricant slop (mixture of

different grade of lubricant oil) stocks

4 That I/We also understand that these products (in this tender) may or may not be contaminated.

5 That if contract is awarded to us, I/We will not resell these products (in this tender) in

brand name of MAK/Bharat Petroleum Corporation Limited in any form whatsoever.

6 That I/We have seen the condition of all products (in this tender) and that you will not make any claims for compensation/and stay firm on your offer subsequent to the placement of order

7 That I/We understand that the slop oil is stored in barrels of 210 liters capacity in the

location and during upliftment, the barrels would be decanted and loaded into tank lorries (with valid calibration certificate and RC) of 12kl/18kl capacity placed by us under product name which would be given later and the responsibility with respect to lorry placement and insurance of the product in transit would solely be our responsibility

8 That I/We understand that the quality parameters are different in each of the barrels and the density/temperature of the composite product in the loaded tank lorry would be taken

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as the basis for billing/invoicing and the actual quality parameters of products in tank lorry may be different from that of the barrels and invoicing would be done on L29 quantity

k. The validity of our offer is for 180 days from the date of opening of tender or till completion

of upliftment of product whichever is later.

l. That I/We understand and accept that there would be no downward revision in the rate quoted by us till the entire slop quantity as per BPCL is uplifted

m. That I/We understand that the total quantity of slop lubricant oil as indicated in the tender is approximate and actual quantity may be less than the tendered quantity. In such a situation, the balance amount would be returned back to you after the completion of billing for the entire lot.

n. That I/We accept and understand that only the quantity and category of oil as demarcated and kept separately only would be issued to us in case of emerging as successful party

o. That I/We accept that the evaluation of the documents submitted as qualification criteria would be done solely by BPCL and their decision would be final and binding with respect to disqualification

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DEPONENT(S)

Verification : I/we ----------------------------------------- son/wife of ------------------------------------do hereby verify that the contents of above Undertaking are true and correct to the best of my knowledge. Nothing material has been concealed therein and no part of it is false. I, Solemnly affirmed at ------------------------this---------------day of -------------20--. BEFORE ME : Notary Public/Judicial Magistrate : DEPONENT(S

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ARBITRATION CLAUSE

a) Any dispute or difference of any nature whatsoever any claim, cross-claim, counter-claim or set off of the Company against the contractor or regarding any right, liability, act omission or account of any of the parties hereto arising out of or in relation to this agreement shall be referred to the Sole Arbitration of the Director (Marketing) of the Company or of some Officer of the Company who may be nominated by the Director (Marketing). The Contractor will not be entitled to raise any objection to any such arbitrator on the ground that the arbitrator is an Officer of the Company or that he had dealt with the matters to which the contract relates or that in the course of his duties as an Officer of the Company he had expressed views on all or any other matters in dispute or difference. In the event of the arbitrator to whom the matter is originally referred being transferred or vacating his office or being unable to act for any reason, the Director (Marketing) as aforesaid at the time of such transfer, vacation of office or inability to act may in the discretion of the Director (Marketing) designate another person to act as arbitrator in accordance with the terms of the agreement to the end and intent that the original Arbitrator shall be entitled to continue the arbitration proceedings notwithstanding his transfer or vacation of office as an Officer of the Company if the Director (Marketing) does not designate another person to act as arbitrator on such transfer, vacation of office or inability of original arbitrator. Such persons shall be entitled to proceed with the reference from the point at which it was left by his predecessor. It is also a term of this contract that no person other than the Director (Marketing) or a person nominated by such Director (Marketing) or the Company as aforesaid shall act as arbitrator hereunder. The award of the arbitrator so appointed shall be final conclusive and binding on all parties to the agreement subject to the provisions of the Arbitration Act, 1940 or any statutory modification or re-enactment thereof and the rules made there under for the time being in force shall apply to the arbitration proceedings under this clause.

b) The award shall be made in writing and published by the Arbitrator within two years after entering upon the reference or within such extended time not exceeding further twelve months as the Sole Arbitrator shall by a writing under his own hands appoint. The parties hereto shall be deemed to have irrevocably given their consent to the Arbitrator to make and publish the award within the period referred to hereinabove and shall not be entitled to raise any objection or protest thereto under any circumstances whatsoever.

c) The arbitrator shall have power to order and direct either of the parties to abide by, observe and perform all such directors as the arbitrator may think fit having regard to the matters in difference i.e. dispute before him. The arbitrator shall have all summary powers and may take such evidence oral and / or documentary, as the arbitrator in his absolute discretion thinks fit and shall be entitled to exercise all powers under the Arbitration Act 1940 including admission of any affidavit as evidence concerning the matter in difference i.e. dispute before him.

d) The parties against whom the arbitration proceedings have been initiated, that is to say, the Respondents in the proceeding, shall be entitled to prefer a cross-claim, counter-claim or set off before the Arbitrator in respect of any matter an issue arising out of or in relation to the Agreement without seeking a formal reference of arbitration to the Director (Marketing) for such counter-claim, cross-claim or set off and the Arbitrator shall be entitled to consider and deal with

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the same as if the matters arising therefrom has been referred to him originally and deemed to form part of the reference made by the Director (Marketing).

e) The arbitrator shall be at liberty to appoint, if necessary any accountant or engineering or other technical person to assist him, and to act by the opinion so taken.

f) The arbitrator shall have powers to make one or more awards whether interim or otherwise in respect of the dispute and difference and in particular will be entitled to make separate awards in respect of claims or cross-claims of the parties.

g) The arbitrator shall be entitled to direct any one of the parties to pay the costs of the other party in such manner and to such extent as the arbitrator may in his discretion determine and shall also be entitled to require on or both the parties to deposit funds in such proportion to meet the arbitrators expenses whenever called upon to do so.

h) The parties hereby agree that the courts in the city of Kolkata alone shall have jurisdiction to entertain any application or other proceedings in respect of anything arising under this agreement and any award or awards made by the Sole Arbitrator hereunder shall be filed in the concerned courts in the city of Kolkata only.

FORCE MAJEURE CLAUSE

If at any time during the continuance of the Agreement the performance in whole or part by either party of any obligation under the Agreement shall be prevented or delayed by reason of any war, hostility, act of public enmity, civil commotion, sabotage, fires, floods, explosions epidemics, quarantine restrictions, strikes, lockouts or Acts of God (hereinafter referred as event), then provided notice of happening of any such event is given by either party to the other within twenty one days from the date of occurrences thereof, neither party shall by reasons of such event be entitled to terminate this contract nor shall either party have any claim for damage against the other in respect of such non-performance.

Deliveries under the Order shall be resumed as soon as practicable after such event has come to an end or ceased to exist and decision of Executive Director (LUBRICANTS), Bharat Petroleum Corporation Ltd., as to whether the deliveries have been so resumed or not, shall be final and conclusive. Provided further that the performance in whole or part of any obligation under the contract is prevented/delayed by reason of any such event specified above for period exceeding sixty days, either party may at their option terminate the Order.

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INTEGRITY PACT

The Integrity pact document as enclosed to be duly signed and enclosed along with technical bid

A proforma of the Integrity Pact document is enclosed . Please note:

Proforma of Integrity Pact shall be returned by the bidder/s along with the bid documents ( technical bid in case of 2 part bids), duly signed by the same signatory who is authorized to sign the bid documents. All the pages of the Integrity Pact shall be duly signed. Bidder’s failure to return the IP document duly signed along with the bid documents shall result in the bid not being considered for further evaluation.

If the bidder has been disqualified from the tender process prior to the award of the contract in accordance with the provisions of the Integrity Pact, BPCL shall be entitled to demand and recover from the bidder Liquidated damages amount by forfeiting the EMD/Bid security as per provisions of the Integrity Pact.

If the contract has been terminated according to the provisions of the Integrity Pact, or if BPCL is entitled to terminate the contract according to the provisions of the Integrity Pact, BPCL shall be entitled to demand and recover from the contractor, Liquidated Damages amount by forfeiting the Security Deposit ./ Performance Bank Guarantee as per provisions of the Integrity Pact.

Bidders may raise disputes / complaints, if any, with the nominated Independent External Monitor whose name/ address / contact numbers are as given below:

Shri S.S.N. Moorthy

GFQ, Ist Floor, B. Block, Summit Apts. Mettupalayam Road, Coimbatore - 641 043

ssnm1950@yahoo.com

Mob. 09500998610 To be executed on plain paper

INTEGRITY PACT

Between

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Bharat Petroleum Corporation Limited (BPCL) hereinafter referred to as "The

Principal",

And

………………………………………………………………………hereinafter referred to as "The

Bidder/Contractor/Supplier"

Preamble

The Principal intends to award, under laid down organization procedures,

contract/s for ………………..The Principal values full compliance with all

relevant laws and regulations, and the principles of economic use of

resources, and of fairness and transparency in its relations with its Bidder/s,

Contractor/s and Supplier/s.

In order to achieve these goals, the Principal cooperates with the renowned

international Non-Governmental Organisation "Transparency International"

(TI). Following TI's national and international experience, the Principal will

appoint an Independent External Monitor who will monitor the tender process

and the execution of the contract for compliance with the principles mentioned

above.

Section 1 -Commitments of the Principal

(1) The Principal commits itself to take all measures necessary to prevent corruption and to observe the following principles: a) No employee of the Principal, personally or through family

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members, will in connection with the tender, or the execution of the contract, demand, take a promise for or accept, for himself/herself or third person, any material or immaterial benefit which he/she is not legally entitled to. b) The Principal will, during the tender process, treat all Bidders with equity and reason. The Principal will, in particular, before and during the tender process, provide to all Bidders the same information and will not provide to any Bidder confidential / additional information through which the Bidder could obtain an advantage in relation to the tender process or the contract execution. c) The Principal will exclude from the process all known prejudiced persons. (2) If the Principal obtains information on the conduct of any of its employees which is a criminal offence under the relevant Anti-Corruption Laws of India, or if there be a substantive suspicion in this regard, the Principal will inform its Vigilance Office and in addition can initiate disciplinary actions. Section 2 -Commitments of the Bidder / Contractor/Supplier (1) The Bidder / Contractor/Supplier commits itself to take all measures necessary to prevent corruption. He commits himself to observe the following principles during his participation in the tender process and during the contract execution. a) The Bidder / Contractor/Supplier will not, directly or through any other person or firm, offer, promise or give to any of the Principal's employees involved in the tender process or the execution of the contract or to any third person, any material or immaterial benefit which he/she is not legally entitled to, in order to obtain in exchange, any advantage of any kind whatsoever during the tender process or during the execution of the contract. b) The Bidder / Contractor/Supplier will not enter with other Bidders into any undisclosed agreement or understanding, whether formal or informal. This applies in particular to prices, specifications, certifications, subsidiary contracts, submission or non-submission of bids or any other actions to restrict competitiveness or to introduce cartelisation in the bidding process. c) The Bidder / Contractor/Supplier will not commit any offence under the relevant Anti-Corruption Laws of India; further the Bidder / Contractor/Supplier will not use improperly, for purposes of competition or personal gain, or pass on to others, any information or document provided by the Principal as part of the business relationship, regarding plans, technical proposals and business details, including information contained or transmitted electronically.

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d) The Bidder / Contractor/Supplier will, when presenting his bid, disclose any and all payments he has made, is committed to, or intends to make to agents, brokers or any other intermediaries in connection with the award of the contract. (2) The Bidder / Contractor/Supplier will not instigate third persons to commit offences outlined above or be an accessory to such offences. Section 3 -Disqualification from tender process and exclusion from future contracts If the Bidder, before contract award, has committed a transgression through a violation of Section 2 or in any other form such as to put his reliability or credibility as Bidder into question, the Principal is entitled to disqualify the Bidder from the tender process or to terminate the contract, if already signed, for such reason. (1) If the Bidder/Contractor/Supplier has committed a transgression through a violation of Section 2 such as to put his reliability or credibility into question, the Principal is also entitled to exclude the Bidder / Contractor/Supplier from future contract award processes. The imposition and duration of the exclusion will be determined by the severity of the transgression. The severity will be determined by the circumstances of the case, in particular the number of transgressions, the position of the transgressors within the company hierarchy of the Bidder and the amount of the damage. The exclusion will be imposed for a minimum of 6 months and maximum of 3 years. (2) A transgression is considered to have occurred if the Principal after due consideration of the available evidences, concludes that no reasonable doubt is possible. (3) The Bidder accepts and undertakes to respect and uphold the Principal's absolute right to resort to and impose such exclusion and further accepts and undertakes not to challenge or question such exclusion on any ground, including the lack of any hearing before the decision to resort to such exclusion is taken. This undertaking is given freely and after obtaining independent legal advice. (4) If the Bidder / Contractor/Supplier can prove that he has restored / recouped the damage caused by him and has installed a suitable corruption prevention system, the Principal may revoke the exclusion prematurely. Section 4 -Compensation for Damages (1) If the Principal has disqualified the Bidder from the tender process prior to the award according to Section 3, the Principal is entitled to demand and recover from the Bidder liquidated damages equivalent to Earnest Money Deposit/Bid Security. (2) If the Principal has terminated the contract according to Section 3, or if the Principal is entitled to terminate the contract according to Section 3, the Principal shall be entitled to demand and recover from the

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Contractor/Supplier liquidated damages equivalent to Security Deposit / Performance Bank Guarantee. (3) The Bidder agrees and undertakes to pay the said amounts without protest or demur subject only to condition that if the Bidder / Contractor/Supplier can prove and establish that the exclusion of the Bidder from the tender process or the termination of the contract after the contract award has caused no damage or less damage than the amount of the liquidated damages, the Bidder / Contractor/Supplier shall compensate the Principal only to the extent of the damage in the amount proved. Section 5 -Previous Transgression (1) The Bidder declares that no previous transgression occurred in the last 3 years with any other Company in any country conforming to the TI approach or with any other Public Sector Enterprise in India that could justify his exclusion from the tender process. (2) If the Bidder makes incorrect statement on this subject, he can be disqualified from the tender process or the contract, if already awarded, can be terminated for such reason. Section 6 -Equal treatment of all Bidders / Contractors /Suppliers/ Subcontractors (1) The Bidder/Contractor/Supplier undertakes to demand from all subcontractors a commitment in conformity with this Integrity Pact, and to submit it to the Principal before contract signing. (2) The Principal will enter into agreements with identical conditions as this one with all Bidders, Contractors/Suppliers and Subcontractors. (3) The Principal will disqualify from the tender process all Bidders who do not sign this Pact or violate its provisions. Section 7 – Punitive Action against violating Bidders / Contractors / Suppliers/Subcontractors If the Principal obtains knoBPCLedge of conduct of a Bidder, Contractor, Supplier or Subcontractor, or of an employee or a representative or an associate of a Bidder, Contractor, Supplier or Subcontractor which constitutes corruption, or if the Principal has substantive suspicion in this regard, the Principal will inform the Vigilance Office. Section 8 -Independent External Monitors (1) The Principal has appointed competent and credible Independent External Monitors for this Pact. The task of the Monitor is to review independently and objectively, whether and to what extent the parties comply with the obligations under this agreement. (2) The Monitor is not subject to instructions by the representatives of the

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parties and performs his functions neutrally and independently. He reports to the Chairperson of the Board of the Principal. (3) The Bidder/Contractor/Supplier accepts that the Monitor has the right to access without restriction to all Project documentation of the Principal including that provided by the Bidder/Contractor/Supplier. The Bidder/Contractor/Supplier will also grant the Monitor, upon his request and demonstration of a valid interest, unrestricted and unconditional access to this project documentation. The same is applicable to Subcontractors. The Monitor is under contractual obligation to treat the information and documents of the Bidder/Contractor/Supplier/ Subcontractor with confidentially. (4) The Principal will provide to the Monitor sufficient information about all meetings among the parties related to the Project provided such meetings could have an impact on the contractual relations between the Principal and the Bidder/Contractor/Supplier. The parties offer to the Monitor the option to participate in such meetings. (5) As soon as the Monitor notices, or believes to notice, a violation of this agreement, he will so inform the Management of the Principal and request the Management to discontinue or heal the violation, or to take other relevant action. The Monitor can in this regard submit non-binding recommendation. Beyond this, the Monitor has no right to demand from the parties that they act in a specific manner, refrain from action or tolerate action. However, the Independent External Monitor shall give an opportunity to the Bidder/Contractor/Supplier to present its case before making its recommendations to the Principal. (6) The Monitor will submit a written report to the Chairperson of the Board of the Principal within 8 to 10 weeks from the date of reference or intimation to him by the 'Principal' and, should the occasion arise, submit proposals for correcting problematic situations. (7) If the Monitor has reported to the Chairperson of the Board a substantiated suspicion of an offence under relevant Anti-Corruption Laws of India, and the Chairperson has not, within reasonable time, taken visible action to proceed against such offence or reported it to the Vigilance Office, the Monitor may also transmit this information directly to the Central Vigilance Commissioner, Government of India. (8) The word 'Monitor' would include both singular and plural. Section 9 -Pact Duration This Pact begins when both parties have legally signed it. It expires for the Contractor/Supplier 12 months after the last payment under the respective contract, and for all other Bidders 6 months after the contract has been awarded. If any claim is made / lodged during this time, the same shall be binding and continue to be valid despite the lapse of this pact as specified above, unless it is discharged / determined by Chairperson of the Principal.

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Section 10 -Other provisions (1) This agreement is subject to Indian Law. Place of performance and jurisdiction is the Registered Office of the Principal, i.e. Mumbai. The Arbitration clause provided in the main tender document / contract shall not be applicable for any issue / dispute arising under Integrity Pact. (2) Changes and supplements as well as termination notices need to be made in writing. Side agreements have not been made. (3) If the Bidder/Contractor/Supplier is a partnership or a consortium, this agreement must be signed by all partners or consortium members. (4) Should one or several provisions of this agreement turn out to be invalid, the remainder of this agreement remains valid. In this case, the parties will strive to come to an agreement to their original intentions. ……………………… …………………………… For the Principal For the Bidder/Contractor/

Supplier

Place ……………… Witness 1 : ………………

(Signature/Name/Address)

Date ……………….

Witness 2 : ………………

(Signature/Name/Address)

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